0) Definitions

Client means a user who purchases Services. Provider means a user who offers Services. Order means a purchase by a Client for Services. Deliverables means any work product, files, or results produced by a Provider. Milestone means a defined portion of an Order tied to a payment. Platform Fees means fees charged by Inveniire for use of the Platform. Chargeback means a reversal or dispute of a payment initiated with a payment provider. Third-Party Services means external services integrated with or used by the Platform.

1) Acceptance of Terms

These Terms govern your access to and use of Inveniire (the “Platform”). By creating an account, accessing, or using the Platform, you agree to be bound by these Terms. If you do not agree, do not use the Platform.

2) The Platform & Roles

Inveniire is a neutral marketplace connecting Clients with Providers. Inveniire is not a party to any contract between Clients and Providers and does not supervise, direct, control, or guarantee Provider work, deliverables, timelines, or outcomes.

3) Eligibility & Accounts

• You must be at least 18 years old and capable of forming a binding contract.
• You are responsible for maintaining the confidentiality of your credentials and all activity under your account.
• You must provide accurate, current, and complete information and keep it updated.
• We may refuse, suspend, or terminate accounts where required by law, or for suspected fraud, abuse, or policy violations.

4) On-Platform Communications & Payments

All communications and transactions related to services must remain on the Platform. Soliciting or accepting off-platform payments is prohibited and may result in account restriction or termination and loss of protections, including dispute assistance and platform safety review.

4.1) Non-Circumvention

You agree that for 24 months from your last interaction with another user through the Platform, you will not circumvent the Platform to obtain or provide substantially similar services with that user outside the Platform. If you breach this section, Inveniire may (a) charge you the avoided Platform Fees plus reasonable enforcement costs, (b) suspend or terminate your account, and/or (c) seek equitable relief.

5) Listings, Scope, Timelines & Revisions

• Providers must accurately describe services, pricing, milestones, timelines, and revision limits.
• Clients must review scope before purchase and provide timely information, approvals, and feedback.
• Material changes may require new quotes, revised terms, milestones, or Orders.
• Delays caused by a Client’s late feedback, missing information, or missing assets may extend timelines accordingly.
• Providers should only accept and perform work they are able and legally permitted to complete.

6) Prices, Fees, Taxes & Holds

• Clients pay listed prices plus Platform Fees and applicable taxes via the Platform.
• We may update Platform Fees with 7 days’ notice; posting updated fees on the Platform constitutes notice unless law requires more.
• We may place administrative holds to mitigate fraud, chargebacks, abuse, payout risk, or compliance issues.
• Clients are responsible for bank or processor charges arising from their payment method. Providers are responsible for their own taxes, filings, and local compliance obligations.
• Where legally required, we may collect and remit taxes or withhold amounts. Currency conversion rates, FX spreads, and processor or banking costs are determined by the applicable provider or bank.

7) Cancellations, Refunds & Disputes (MVP)

• Full refund: if an Order is canceled within 2 hours of purchase.
• 85% refund: if an Order is canceled after 2 hours and within the first 24 hours.
• 80% refund: if an Order is canceled after the first 24 hours, including after 48 hours, as work may already be in progress.
• Work not as agreed: if delivered work does not materially match the agreed Order terms, scope, or accepted offer, up to a 100% refund may be issued where supported by the evidence and the Platform’s review process. Clients should request revisions where appropriate before escalating a dispute.
• Delivery response window: after a Provider marks work as delivered, the Client has 48 hours to respond, review, approve, or raise an issue through the Platform.
• Auto-completion: if the Client does not respond within that 48-hour response window, the Order may be automatically marked completed.
• Post-completion refund window: once an Order is marked completed, the Client may submit an eligible refund request for up to 10 days after completion if the delivered work did not match the agreed Order terms.
• No guarantee of refund: refund approval is not automatic. Inveniire may deny a refund request where the work was delivered as agreed, the evidence does not support the claim, or the request falls outside policy requirements.

7.1) Disputes; Pre-Chargeback Resolution; Recovery

You agree to cooperate in good faith with our dispute process and provide evidence promptly, including statements of work, accepted terms, chat logs, timestamps, delivery files, revision requests, and other relevant records. You agree not to initiate a Chargeback before completing the Platform dispute process except where non-waivable law prohibits that restriction. If you initiate a Chargeback, we may provide evidence to the processor, suspend your account, and recover any processor fees, fines, penalties, and associated costs from your balance or future payouts to the extent permitted by law. Nothing herein limits non-waivable legal rights.

8) Payouts to Providers

• Payout timing may depend on delivery status, completion status, the Client response window, the post-completion refund window, risk screening, processor requirements, and compliance review.
• Providers may be required to complete payout onboarding, verification, and account connection with our payment processor before receiving payouts.
• We may reverse, delay, or withhold payouts in cases of fraud, chargebacks, refunds, policy violations, platform abuse, or legal or processor requirements.
• Providers authorize Inveniire and our Third-Party Services to receive, hold, route, and disburse funds on their behalf as necessary to operate the Platform.

8.1) Provider Warranties; Qualifications; Insurance

Providers represent and warrant that: (a) they are duly qualified and will perform services in a professional and workmanlike manner and in compliance with applicable laws, codes, permits, and licensing requirements; (b) for local services, they will maintain appropriate insurance where customarily or legally required and provide proof on request where applicable; (c) they have and will maintain all necessary rights to provide the services and Deliverables; and (d) Deliverables will not knowingly infringe or misappropriate any third-party rights. Providers agree to promptly correct non-conforming work where appropriate and to indemnify Clients and Inveniire for third-party intellectual property claims arising from Deliverables to the extent caused by the Provider.

9) Intellectual Property (IP) & Deliverables

• Ownership transfer: upon full payment, all rights, title, and interest in the Deliverables transfer to the Client, unless otherwise agreed in writing between the parties.
• No resale or reuse by default: Providers may not reuse, resell, or relicense Deliverables once transferred without the Client’s express written consent.
• Pre-existing materials: Providers retain ownership of pre-existing tools, know-how, templates, libraries, systems, and background materials. If included in Deliverables, the Client receives a license sufficient to use the Deliverables as intended.
• Portfolio rights (optional): Providers may showcase non-confidential work in portfolios only with the Client’s written consent or where expressly permitted in a written agreement.
• Trademarks and branding: “Inveniire” and related marks, logos, names, and UI elements are owned by Inveniire. No license is granted except as necessary to use the Platform.

9.1) IP Complaints; Takedown

Inveniire may remove or disable access to content alleged to infringe intellectual property rights and may terminate repeat infringers. Rights holders may submit complaints through our designated process. We may share complaint details with the user who posted the content where reasonably necessary to investigate or respond.

10) User Content, Confidentiality & Privacy References

By posting content, including listings, reviews, messages, images, documents, and other materials, you grant Inveniire a worldwide, non-exclusive, royalty-free license to host, store, reproduce, display, process, and distribute such content as necessary to operate, secure, improve, and enforce the Platform. Confidential Information means non-public information disclosed by a user that is marked confidential or should reasonably be understood as confidential. Each party will (a) use the other’s Confidential Information only as necessary to perform under these Terms or the applicable Order, and (b) protect it using reasonable care. Exclusions apply to information that is public, independently developed, or lawfully obtained from a third party. If legally compelled to disclose, the recipient will provide prompt notice where lawful. Confidentiality survives for five (5) years, and indefinitely for trade secrets where recognized by law.

Personal data is governed by our Privacy Policy and our use of cookies by our Cookie Policy.

11) Prohibited Conduct; Moderation

• Off-platform payment solicitation or acceptance;
• Illegal, fraudulent, misleading, deceptive, or abusive activity;
• Harassment, hate speech, sexual solicitation, extortion, doxxing, intimidation, coercion, or threats;
• Distribution of malware, spyware, credential theft tools, or security-bypassing tools;
• Posting, offering, or selling prohibited, illegal, unsafe, or regulated services or products in violation of law or Platform policy;
• Impersonation, fake reviews, review manipulation, or false identity use;
• Interfering with Platform security, operations, moderation systems, or other users’ ability to use the Platform.

We may use automated tools to detect risk, fraud, spam, unsafe conduct, or policy violations. Automated decisions may apply; you may request human review where required by law. Enforcement may include warnings, content removal, restrictions, payout holds, IP bans, suspension, or termination. Severe cases may be escalated directly to supervisor, manager, admin, compliance, processor, or law enforcement review as appropriate.

12) Account Deletion & Data Retention

Users may request account deletion at any time. We may remove or de-identify personal identifiers where appropriate; however, we may retain transactional, financial, tax, messaging, fraud-prevention, moderation, security, payout, and audit records for up to seven (7) years or longer where required or permitted by law. Some content tied to Orders may remain where necessary to preserve transaction history, legal compliance, safety, dispute handling, and platform integrity.

13) Third-Party Services

The Platform integrates Third-Party Services, including but not limited to hosting, payment processing, communications, analytics, storage, and geolocation services. Your use of such services may be subject to their own terms in addition to these Terms. Inveniire is not responsible for third-party acts, omissions, outages, decisions, fees, or security incidents outside our reasonable control.

14) Safety & Offline Interactions

For local services, you are solely responsible for your own safety and compliance with applicable laws, codes, permits, workplace requirements, and insurance obligations. Inveniire does not inspect premises, supervise Providers, or control offline interactions, and is not responsible for onsite injuries, property damage, theft, assault, or disagreements arising from offline activity. Contact local emergency services or authorities for emergencies, then notify us through the Platform where appropriate.

15) Service Availability; Force Majeure

The Platform may be unavailable due to maintenance, upgrades, security events, capacity issues, processor or provider outages, or events beyond our reasonable control. We may modify or discontinue features at any time. We are not liable for losses arising from downtime, feature changes, or access issues except to the extent required by law. We are not liable for delays or failures caused by force majeure events, including acts of God, disasters, war, terrorism, civil unrest, labor disputes, internet or utility outages, CDN or hosting failures, government actions, public health emergencies, processor disruptions, or similar events outside our reasonable control.

16) Security

We implement reasonable technical and organizational safeguards, but no system is completely secure. You must promptly notify us of suspected account compromise, unauthorized activity, suspicious payment behavior, or security issues. You will not probe, scan, scrape, overload, reverse engineer, or test the Platform’s vulnerabilities without our prior written authorization.

17) Verification; Compliance (KYC/KYB)

We or our payment and compliance partners may request identity, business, tax, payout, or compliance information. Failure to provide accurate and complete information may result in holds, payout delays, suspension, or termination. We may report suspected unlawful activity to authorities, processors, or applicable third parties where permitted or required by law.

18) Disclaimers; No Professional Advice

THE PLATFORM AND ALL CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, OR RELIABILITY. WE DO NOT GUARANTEE UNINTERRUPTED OR ERROR-FREE OPERATION, THE ACCURACY OF LISTINGS, THE IDENTITY OR PERFORMANCE OF ANY USER, OR ANY PARTICULAR COMMERCIAL OR PROFESSIONAL OUTCOME. UNLESS EXPRESSLY STATED, NEITHER PROVIDERS NOR INVENIIRE PROVIDE REGULATED PROFESSIONAL ADVICE, INCLUDING LEGAL, MEDICAL, ENGINEERING, TAX, OR OTHER LICENSED PROFESSIONAL ADVICE; YOU REMAIN RESPONSIBLE FOR OBTAINING QUALIFIED ADVICE WHERE REQUIRED.

19) Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, INVENIIRE AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AND AGENTS SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST DATA, BUSINESS INTERRUPTION, PERSONAL INJURY, OR PROPERTY DAMAGE, ARISING OUT OF OR IN CONNECTION WITH THE PLATFORM OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY. IN ALL CASES, INVENIIRE’S TOTAL LIABILITY FOR ANY CLAIM SHALL NOT EXCEED THE TOTAL FEES PAID TO INVENIIRE BY YOU IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. THE FOREGOING DOES NOT APPLY TO THE EXTENT DAMAGES RESULT DIRECTLY FROM INVENIIRE’S GROSS NEGLIGENCE OR WILFUL MISCONDUCT, TO THE EXTENT SUCH LIMITATION IS NOT PERMITTED BY APPLICABLE LAW.

20) Indemnification

You agree to defend, indemnify, and hold harmless Inveniire and its affiliates, officers, directors, employees, contractors, and agents from and against any claims, damages, liabilities, losses, costs, and expenses, including reasonable legal fees, arising from: (a) your use of the Platform; (b) your violation of these Terms or applicable law; (c) your content, listings, communications, or Deliverables; or (d) disputes between you and another user, except to the extent caused directly by Inveniire’s gross negligence or wilful misconduct.

21) Governing Law & Venue (No Arbitration)

These Terms are governed by the laws of Ontario and the federal laws of Canada applicable therein, without regard to conflict-of-laws rules. You agree to the exclusive jurisdiction and venue of the provincial or federal courts located in Toronto, Ontario for disputes that are not resolved through the Platform’s internal process, except where applicable law requires otherwise.

22) Class-Action Waiver

To the fullest extent permitted by law, disputes must be brought on an individual basis and not as a plaintiff or class member in any purported class, collective, or representative action. If this waiver is found unenforceable for a particular claim, that claim shall proceed only in the courts specified above, on a non-class basis. This clause is severable from the rest of the Terms.

23) Electronic Communications & E-Signatures

You consent to receive communications electronically and agree that click-wrap agreements, electronic records, and e-signatures related to the Platform satisfy any applicable legal requirements for written notices, signatures, and records except where non-waivable law requires otherwise.

24) Export & Sanctions Compliance

You represent that you are not located in, under the control of, or a national or resident of any country, territory, person, or entity subject to applicable sanctions or export restrictions, and you will not use the Platform in violation of applicable export control, sanctions, anti-money laundering, or anti-terror financing laws.

25) Non-Solicitation of Personnel

You agree not to knowingly solicit for employment or engagement, whether as an employee or contractor, any Inveniire employee or contractor with whom you had material contact through the Platform for 12 months after your last interaction, except with our prior written consent.

26) Notices

We may provide notices through the Platform, by email, or by other electronic means permitted by law. Legal notices to Inveniire must be sent to [email protected] and by mail to: [Insert Mailing Address], Toronto, ON, Canada. Notices are deemed received when delivered electronically or, for mailed notices, five (5) business days after mailing unless proven otherwise.

27) Assignment

You may not assign, transfer, or delegate these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, sale of assets, financing, or corporate reorganization.

28) No Waiver; Headings; Interpretation; Survival

Failure to enforce any provision is not a waiver. Headings are for convenience only and do not affect interpretation. “Including” means “including without limitation.” Sections 4.1, 6–12, 15–23, and 26–30 survive termination to the extent applicable by their nature.

29) Entire Agreement

These Terms constitute the entire agreement between you and Inveniire regarding the Platform and supersede prior or contemporaneous understandings, communications, and proposals relating to the Platform, except for any separate written agreement expressly entered into by the parties.

30) Updates to These Terms

We may update these Terms from time to time. Changes take effect upon posting unless a later effective date is stated. Your continued use of the Platform after updated Terms are posted constitutes acceptance of the revised Terms to the extent permitted by law.

Disclaimer: This Terms of Service is provided for MVP purposes and does not constitute legal advice. Obtain independent legal counsel licensed in Ontario to review before launch.