PRIVATE.

COMPANY Terms of Service

These Terms of Service (Terms, TOS), which include the PRIVATE.COMPANY Privacy and
Cookie Policy (available HERE), and any other guidelines, policies or statutes that are or may
be displayed on the Website in the future, are a legally binding agreement between you,
the USER (also referred to as User, you, your) and PRIVATE.COMPANY, LLC (also
referred to as PRIVATE.COMPANY, we, us, our), and these Terms govern your use and
your access, of the services, websites and application offered by PRIVATE.COMPANY (the
Service, also Services) on the PRIVATE.COMPANY Website available at
http://www.PRIVATE.COMPANY.com (Website).

1. YOUR ACCEPTANCE.-

BY USING THE SERVICES OFFERED ON THE WEBSITE OPERATED BY PRIVATE.COMPANY,

YOU ACKNOWLEDGE AND AGREE TO THESE TERMS AND ALL OTHER APPLICABLE
POLICIES SET OUT ON THE WEBSITE, INCLUDING, BUT NOT LIMITED TO THE PRIVACY
AND COOKIE POLICY, WHICH WILL BE DEEMED AS AN INTEGRATED PART OF THIS
AGEREMENT. If you choose not to agree to any particular or all terms of these TOS, you
must discontinue your usage of the Website and are prohibited to continue accessing any
of our services.

2. OVERVIEW OF THE SERVICES.-

PRIVATE.COMPANY is a website which enables potential clients and buyers of different

kind of services ("Employers") to search, enter into and manage transactions with service
providers ("Professionals" and collectively referred to as "Registered Users").
PRIVATE.COMPANY through its online platform gives Registered Users, depending on their
particular needs, the possibility to post and bid on projects, negotiate on prices of services,
award and accept projects, search for Professionals, check their ratings and
recommendations, and make transactions, payments and other activities which relate to an
online marketplace where different professional services are made available to all
Registered Users. PRIVATE.COMPANY offers its services as is and shall not be held liable
for any wrongful events, damages or other problems Users may encounter while offering,
posting, working, delivering services, paying and interacting with each other.
 3. ELIGIBILITY AND REGISTRATION.-

To become a Registered User and to access Services you must register for an Account. You
agree to provide true, accurate and complete information as prompted by the registration
form and all forms you access on the Website, and to update this information to maintain its
truthfulness, accuracy and completeness.

To access our Services through our Website, you must be a legal entity which you legally
represent or have written permission to represent, or an individual of eighteen (18) years of
age or older who can agree, form and engage in legally binding contracts. To become a
Registered User, you must accept all of the terms and conditions in, incorporated by
reference in, and linked to, these Terms. By becoming a Registered User, you agree to the
following:

3.1 Abide by the Terms of Service and the processes, procedures, and guidelines described
throughout the Website-

3.2 Be financially responsible for your use of the Website and the purchase or delivery of
services;

3.3 Perform your obligations as specified by any Project Agreement that you accept, unless
such obligations are prohibited by law or by the Terms of Service. PRIVATE.COMPANY
reserves the right, in its sole discretion, to refuse, suspend, or terminate Services to anyone,
for any reason at any time.

PRIVATE.COMPANY may close and interrupt all your activities as a Registered whenever
they interpret in good faith, you may be conducting illegal activities or are furthermore
engaging in any other activities against these Terms or against any other applicable laws
and statutes which govern your use and access of this Website.

4. USER ACCOUNT.-

You are to keep any personal information of your profile updated, and to comply to all rules
of conduct and behavior whilst logged into your account. PRIVATE.COMPANY reserves the
right to restrict your access, temporarily or indefinitely block your account, stop any jobs or
bids you may have in progress, as well as warn other Registered Users about your conduct,
whenever you; i) breach the spirit or the literal clauses of these Terms; ii) we are unable to
verify or authenticate any information you have provided to us when you applied for
registration; and iii) PRIVATE.COMPANY has good reasons to believe that your actions may
cause any loss or liability to other Registered Users or to PRIVATE.COMPANY. Users are
solely responsible for any activity that occurs on their account, unless it is a result of actions
beyond their control (such as hacking or if someone steals their password when they have
taken reasonable steps to keep it secure). Users may never use another person's user
account or registration information for the Website.

5. USER GENERATED CONTENT AND LICENSE.-

You agree that all of the content and information posted by you or your agents on
PRIVATE.COMPANY, including but not limited to; Ratings & Reviews; Photographs or
Images; Comments, Questions and/or Answers; Documents, proposals, projects and Bids;
and, any other content uploaded or submitted by you, your agents or representatives,
(collectively referred to as "Content") shall be under your exclusive legal responsibility,
liability and copyright;

Furthermore, you acknowledge and agree that any Content you post or provide may be
viewed by the general public of the Internet and will therefore not be treated as private,
proprietary or confidential. You grant authorization to PRIVATE.COMPANY and its affiliates,
licensees and sub-licensees, without compensation to you or others, to copy, adapt, create
derivative works of, reproduce, incorporate, distribute, publicly display or otherwise use or
exploit such Content throughout the world in any format or media for the duration of any
copyright or other rights in such Content, and such permission shall be perpetual and may
not be revoked for any reason. Further, to the extent permitted under applicable law, you
waive and release and covenant not to assert any moral rights that you may have in any
Content posted or provided by you. You hereby grant PRIVATE.COMPANY and its users a
perpetual, non-exclusive, royalty-free, transferable, assignable, sub-licensable, worldwide
license to use, store, display, reproduce, modify, create derivative works, perform, distribute,
print, publish, disseminate and place advertising near and adjacent to your Content in any
format or media (whether now know or hereafter created) on the Website owned and
operated by PRIVATE.COMPANY and/or related apps in any manner that
PRIVATE.COMPANY deems appropriate or necessary, including, if submitted, your name,
voice and likeness throughout the world, and such permission shall be perpetual and
cannot be revoked for any reason.

6. CONTENT USAGE AND OWNERSHIP.-

By posting or providing any Content to the Website, you represent and warrant to
PRIVATE.COMPANY that you are the sole owner or have all necessary rights to use such
Content, and you represent that you shall hold PRIVATE.COMPANY immune for any
copyright infractions you may incur. The forgoing representation includes, but is not limited
to a representation and warranty that you own or have the necessary rights (including also
any necessary releases) to grant all rights granted below in relation to any persons, places
or intellectual property pictured in any photographic Content that you provide. In addition, if
you post or otherwise provide any Content that is protected by copyright, you represent that
you have obtained any necessary permissions or releases from the applicable copyright
owner.

7. CONTENT GUIDELINES.-

PRIVATE.COMPANY reserves the right, but is in no way obligated, to edit or abridge, or to

refuse to post, or to remove any content that you or any other users post on any
PRIVATE.COMPANY owned or operated websites or apps if PRIVATE.COMPANY should
determine, in its sole discretion that such Content portrays or features any of the following:

7.1 Offensive, harmful and/or abusive language, including without limitation: expletives,
profanities, obscenities, harassment, vulgarities, sexually explicit language and hate
speech (e.g., racist/discriminatory speech.). Should there be need for it, or due to
claims of Users and other third parties to PRIVATE.COMPANY, we may report your
conduct to any competent authority as we interpret to be needed, or are obliged to
by law.
7.2 References to illegal activity.
7.3 Language that violates the standards of good taste or the standards of this Website.
7.4 Statements that are or appear to be false.
7.5 Comments that disparage PRIVATE.COMPANY.

With respect to Ratings and Reviews of service professionals, all of the above and in
addition the following:

7.6 Reviews that do not address the goods and services of the business or reviews with
no qualitative value (e.g., "work has not started yet").
7.7 Comments concerning a different Service Professional.
7.8 Information not related to work requested in the service request.

PRIVATE.COMPANY does not and cannot review all communications and materials posted
to, or created by users accessing the Website, and PRIVATE.COMPANY is not in any way
responsible and shall not be held liable for the content of these communications and
Contents; in the event of a competent authoritys order or continued claims of Registered
Users due to harmful, hurtful or distasteful content, PRIVATE.COMPANY may take all legal
actions against the author of such posts, and if necessary report his personal information to
the appropriate authorities.

If a dispute arises between a consumer and professional, the rating submitted may be held
in pending status until resolution is reached. You represent and warrant that any Rating and
Review provided by you is accurate and truthful, and that you will only provide a Rating and
Review for a service professional that has performed services for you pursuant to your
applicable service request.

8. LAWFUL CONDUCT.-

Harassment in any manner or form on the Website, including but not limited to e-mails,
chats, posts, messages or use of obscene or abusive language, is strictly forbidden.
Impersonation of others, including a PRIVATE.COMPANY employee or a partner or licensed
employee, host, or representative, as well as other members or visitors on the Website is
prohibited. You may not upload commercial content on this Website or use the Website to
solicit or in any way influence PRIVATE.COMPANY Users to join or become members of any
other commercial online service or other organization, be it virtual or existing in the real
world.

9. USE OF MATERIALS, DATA AND INFORMATION.-

All materials, Services, forms, options, processes and other options made available to users
on PRIVATE.COMPANY's Website are provided "as is". PRIVATE.COMPANY makes no
warranties, expressed or implied, and hereby disclaims and negates all other warranties,
including without limitation, implied warranties or conditions of merchantability, fitness for a
particular purpose, or non-infringement of intellectual property or other violation of rights.
Furthermore, PRIVATE.COMPANY does not warrant or make any representations
concerning the accuracy, likely results, or reliability of the use of the materials on its
Website or otherwise relating to such materials or on any sites linked to this site.

In no event shall PRIVATE.COMPANY or its suppliers be liable for any damages (including,
without limitation, damages for loss of data or profit, or due to business interruption,) arising
out of the use or inability to use the materials on PRIVATE.COMPANY's Internet site, even if
PRIVATE.COMPANY or a PRIVATE.COMPANY authorized representative has been notified
orally or in writing of the possibility of such damage. Because some jurisdictions do not
allow limitations on implied warranties, or limitations of liability for consequential or
incidental damages, these limitations may not apply to you.

The materials appearing on the Website could include technical, typographical, or

photographic and image errors. PRIVATE.COMPANY does not warrant that any of the
materials on its web site are accurate, complete, or current. PRIVATE.COMPANY may make
changes to the materials contained on its web site at any time without notice.
PRIVATE.COMPANY does not, however, make any commitment to update the materials.
 10. PAYMENTS AND SERVICE FEE.-

Payments occur and are made whenever there is agreement between for a Job agreed on
by an Employer and a Professional which is also successfully completed. The payment
terms are [INSERT NUMBER OF DAYS PAYMENT TAKES] days. Professional shall not
request releases of funds which are in Escrow on PRIVATE.COMPANY, prior to the agreed
on services being completed like agreed on. The Escrow on PRIVATE.COMPANY exists to
warrant the Professional the availability and assure the existence of funding for a particular
job. Whenever payment happens, PRIVATE.COMPANY will take a 10% service fee of the
amount received by the Professional, which the Professional acknowledges, and authorizes
PRIVATE.COMPANY to do. Payment or offer and/or acceptance of payments for jobs
posted or previously posted on the Website outside of the provided online platform of
PRIVATE.COMPANY, is a breach of these Terms, and may trigger our right to suspend or
terminate your account, without previous notice.

11. WITHDRAWAL OF FUNDS.-

We offer Professionals the option to withdraw funds from their accounts balance, through
DWOLLA, a company that offers online transaction services. In the future, but without
making any kind or sort of commitment, promise and under no obligation whatsoever,
PRIVATE.COMPANY may offer other withdrawal options. THE ONLY AVAILABLE METHOD
FOR WITHDRAWING FUNDS FROM YOUR PRIVATE.COMPANY BALANCE IS BY
TRANSFERING THEM TO YOUR DWOLLA ACCOUNT.

If you do not yet have a Dwolla account, we suggest you open one HERE; this way you will
be able to withdraw any funds you may have in your PRIVATE.COMPANY balance.

Dwolla Inc. is a separate company, established under its own legal structure and has its own
rules, guidelines, Terms of Service and of Use and Terms and Conditions, as well as Policies
towards Privacy and Cookies use. We advise you to read them and to know how their
services work. PRIVATE.COMPANY DOES NOT ENDORSE DWOLLA IN ANY WAY. BESIDES
DWOLLA PROVIDING SERVICES TO PRIVATE.COMPANY, PRIVATE.COMPANY HAS NO
RELATION WHATSOEVER WITH DWOLLA INC. AND YOUR RELATION WITH THEM DOES
NOT AFFECT OR PERTAIN TO YOUR USE AND ACCESS OF PRIVATE.COMPANY. YOU
REPRESENT THAT YOU WAIVE ALL RIGHTS TO ANY CLAIMS AGAINST
PRIVATE.COMPANY, PRTAINING TO ANY SORT OF DAMAGES OR OTHER REMEDIES YOU
SEEK THROUGH YOUR DECISSION OF USING THE SERVICES OF DWOLLA.
 12. RULES OF DISPUTES AND ARBITRATION.-

ALL ACTIVITIES DONE BY REGISTERED USERS ON THE PRIVATE.COMPANY WEBSITE,

INCLUDING BUT NOT LIMITED TO, POSTINGS, BIDS, PROPOSITION, MESSAGES,
PAYMENTS, OFFERED SERVICES, DEPLOYMENT, DEVELOPMENT AND ENGAGEMENT ARE
SOLELY THE RESPONSIBILITY OF THE EMPLOYER AND THE PROFESSIONAL, AND
PRIVATE.COMPANY SHALL HAVE NO LIABILITY IN THE EVENT OF ANY SORT OF
MISHAPS, LOSS OF CAPITAL OR MONIES, DETRIMENT IN FINANCES, WRONG ACTIVITIES
OR OVERALL QUALITY OF THE JOBS PERFORMED BY PROFESSIONALS DUE TO THE
PROJECTS AND JOBS PERFORMED THROUGH THE SERVICES PROVIDED ON THE
WEBSITE. THEREFORE, EMPLOYERS AND PROFESSIONALS SHALL IN THE EVENT OF A
DISPUTE WAIVE THEIR RIGHTS OF ANY CLAIMS AGAINST PRIVATE.COMPANY.

The following rules of disputes and arbitration exist to ensure Employers and Professionals
a fair and safe environment for the buying and selling of services on PRIVATE.COMPANY.
Should a dispute arise over the duration or completion of a project, the allocation of funds,
or any other issue, both Employers and Professionals agree to the following rules:

1) Should the Employer and Professional not be able to come to agreement on acceptance,
finalization, whether deliverables have been met according to what is stipulated on the
project posts as well as on the bids and proposals, and even on what was agreed on
through the message system, or any other matter of controversy, both sides hereby agree
to designate PRIVATE.COMPANY as mediator to attempt to resolve any disagreements
between the disputing parties. PRIVATE.COMPANY agrees to mediate fairly and impartially
according to the rules in this section, as they apply. We suggest and insist that any final
opinion on matters of dispute done by PRIVATE.COMPANY as a moderator be binding
between the parties, and Employers and Professionals agree on this.

2) PRIVATE.COMPANY will take 10 business days as to hear out the parties, and revise any
files and messaging done whilst developing the job or project through PRIVATE.COMPANY;
after of which PRIVATE.COMPANY shall give an opinion and suggest a solution for both
parties, depending on fault assignation or a neutral opinion.

3) If the matter of dispute remains to be unsolved all parties agree that all disputes, claims
and controversies remaining shall be determined in arbitration. The arbitration will be
governed by the Commercial Arbitration Rules and the Supplementary Procedures for
Consumer Related Disputes (collectively, AAA Rules) of the American Arbitration
Association (AAA), and will be administered by the AAA. The AAA Rules are available
online at www.adr.org, or by calling the AAA at 1-800-778-7879, or by writing to the Notice
Address. All costs deriving of the filing, arbitration procedures, as well as legal fees, and
other expenses related to the arbitration, are to be paid by the Employer and the
Professional equally.

Whenever a party fails to communicate within 3 days with a claiming party, and does also
not respond to any message of any kind from PRIVATE.COMPANY or its agents and staff,
PRIVATE.COMPANY will interpret in good faith that the unresponsive party has forfeited
their position in the claim, and may proceed to act in favor of the remaining active party.
Whenever you use the services provided on PRIVATE.COMPANY, you agree to our Dispute
guidelines and solutions, and you waive all claims against PRIVATE.COMPANY for any
unresolved disputes or due to actions of PRIVATE.COMPANY attempting to solve disputes,
within these Terms.

Please Review our Dispute Guideline for PRIVATE.COMPANYs suggestions and approaches
on disputes which may arise

13. MODIFICATIONS

PRIVATE.COMPANY may revise and update these Terms of Service at any time; should
there be any changes or updates done to these Terms or the Policies of
PRIVATE.COMPANY, you shall be given notice through a message on the Website, or
directly to your registered mail, in case you have registered. Your continued usage of the
Website after any changes to these Terms of Service and the applicable policies set out on
the Website will imply and signify your acceptance of those changes.

14. CLAIMS OF COPYRIGHT AND TRADEMARK INFRINGMENTS.-

The Digital Millennium Copyright Act (the "DMCA") provides recourse for copyright owners
who believe that material appearing on the Internet infringes their rights in any way under
U.S. copyright law. PRIVATE.COMPANY also accepts and reviews any sort of claims of
trademark infringement, be it from a PRIVATE.COMPANY User or by any other third parties,
including entities. If you believe in good faith that materials which are hosted by
PRIVATE.COMPANY infringe your copyright or trademark rights, you (or your agent) may
send us a notice requesting that the material be removed, or access to it blocked. You (or
your agent or representative) may send us a detailed claim through our Contact Page.
Alternatively, always pursuant to the Digital Millennium Copyright Act ("DMCA"), 17 United
States Code 512(c)(3), a notice of alleged copyright infringement can be sent to
PRIVATE.COMPANY LLC to the following address to reach an appointed agent by
PRIVATE.COMPANY:
PRIVATE.COMPANY, LLC.

[DETAILED ADDRESS]

AND ANY SPECIAL EMAIL DIRECTION FOR THESE CASES.

(copyright@PRIVATE.COMPANY.com or something similar)

If PRIVATE.COMPANY determines or interprets in good faith that the materials alleged to

infringe your copyright or trademark rights do not require removal, PRIVATE.COMPANY will
remove those materials only pursuant to a court order declaring the content or use of the
materials unlawful.

If any User for PRIVATE.COMPANY interprets they have been wrongfully accused of a
trademark or copyright infringement, they may counter notice the issue.

We suggest that you consult your legal advisor before filing a notice or counter-notice.

Also, be aware that there can be penalties for false claims under the DMCA.

Please be sure to visit http://www.dmca.com/ for any information on how you should
proceed further. We will be happy to assist you in any claims, but we recommend that you
should always refer to expert advice in these events.

15. INDEMNIFICATION.-

You agree to indemnify, defend, and hold harmless PRIVATE.COMPANY, its officers,
directors, employees, agents, licensors and suppliers from and against all losses, expenses,
damages and costs, including reasonable attorneys' fees, resulting from any violation of
these terms and conditions or any activity related to your account (including negligent or
wrongful conduct) by you or any other person accessing the site using your registered
account.

16. SERVICES "AS IS".-

At PRIVATE.COMPANY, we strive to provide good and reliable Services on our Website, but
there are certain things that we are not able to guarantee to our Users. TO THE FULLEST
EXTENT PERMITTED BY LAW, PRIVATE.COMPANY AND ITS AFFILIATES, SUPPLIERS AND
DISTRIBUTORS MAKE NO WARRANTIES, EITHER EXPRESS OR IMPLIED, ABOUT THE
SERVICES. THE SERVICES ARE PROVIDED "AS IS." WE ALSO DISCLAIM ANY WARRANTIES
OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-
INFRINGEMENT. Some states don't allow the disclaimers in this paragraph, so they may not
apply to you.

17. SEVERABILITY.-

If any provision of these Terms shall be unlawful, void, or for any reason unenforceable,
then that provision shall be deemed severable from the Terms and shall not affect the
validity and enforceability of any remaining provisions.

18. LIMITATION OF LIABILITY.-

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL PRIVATE.COMPANY,

ITS AFFILIATES, SUPPLIERS OR DISTRIBUTORS BE LIABLE FOR (A) ANY INDIRECT,
SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES OR ANY
LOSS OF USE, DATA, BUSINESS, OR PROFITS, REGARDLESS OF LEGAL THEORY,
WHETHER OR NOT PRIVATE.COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE; (B)
AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES MORE THAN THE
GREATER OF $30 OR THE AMOUNTS PAID BY YOU TO PRIVATE.COMPANY FOR THE PAST
12 MONTHS OF THE SERVICES IN QUESTION. Some states don't allow the types of
limitations in this paragraph, so they may not apply to you.

19. LINKS TO THIRD PARTY SITES.-

Users may, through hypertext or other computer "links," gain access to third party operated
websites sites on the Internet which are not part of PRIVATE.COMPANY Websites and which
are not controlled by PRIVATE.COMPANY in any way. Users and PRIVATE.COMPANY are
providing these links to you only as a convenience, and the inclusion of any link does not
imply endorsement by PRIVATE.COMPANY of any such third party Websites, which may or
may not have their own set of Terms of Use. PRIVATE.COMPANY ASSUMES NO
RESPONSIBILITY FOR ANY MATERIAL OUTSIDE OF THE PRIVATE.COMPANY WEBSITES
WHICH MAY BE ACCESSED THROUGH ANY SUCH LINK. Unless otherwise indicated on a
Website, PRIVATE.COMPANY is not sponsored by or affiliated with the linked sites, and
trademarks used in connection with linked sites are not trademarks of PRIVATE.COMPANY,
nor of its partners.

20. LOCAL REGULATIONS.-

PRIVATE.COMPANY makes no representation that Materials or other content on and in the

Website are appropriate or available for use outside the United States, its territories,
possessions and protectorates. If you choose to access the Website from other locations
you do so on your own initiative and at your own risk. You are responsible for complying
with local laws, if and to the extent local laws are applicable. You specifically agree to
comply with all applicable laws concerning the transmission of technical data exported
from the United States or the country you reside in.

21. GOVERNING LAW.-

These terms and conditions are governed by and to be construed in accordance with the
law of the United States of America. Any disputes shall be subject to the exclusive
jurisdiction of courts of North Carolina.

22. WRITTEN DOCUMENT.-

You may preserve these Terms of Use in written form by printing them for your records, and
you waive any other requirement that these Terms of Use be evidenced by a written
document.

23. ENTIRE AGREEMENT AND ASSIGNMENT.-

These Terms of Use constitute the entire agreement between you and PRIVATE.COMPANY
and governs your use of the Website, superseding any prior agreements or
communications between you and PRIVATE.COMPANY. You will not assign these Terms of
Use or assign any rights or delegate any obligations hereunder, in whole or in part, whether
voluntarily or by operation of law, without the prior written consent of PRIVATE.COMPANY.
Any purported assignment or delegation made or done by you voluntarily or involuntarily,
without the appropriate prior written consent of PRIVATE.COMPANY shall be null and/or
void. PRIVATE.COMPANY may assign these Terms of Use or any rights hereunder without
notice to you, and/or without any sort of consent by you.

24. FORCE MAJEURE.-

In addition to applicable disclaimers stated before, PRIVATE.COMPANY's performance

under these Terms of Service shall be excused in the event of interruption and/or delay
due to, or resulting from, causes beyond its reasonable control, including but not limited to
acts of God, acts of any government, war or other hostility, civil disorder, the elements, fire,
flood, earthquake, explosion, embargo, acts of terrorism, power failure, equipment failure,
industrial or labor disputes or controversies, acts of any third party data provider(s) or other
third party information provider(s), third party software, or communication method
interruptions.

Last updated, [DATE]