We are Crayfish.io (“we”, “us”, “our”, “Crayfish.io”, “Crayfish”) a company incorporated in England and Wales under company number 10450327 with registered office at St Johns Innovation Centre, Cowley Road, Cambridge, England CB4 0WS. We operate the website located at www.Crayfish.io and associated mobile applications.
These Terms of Service govern the use of the services offered by Crayfish on our website and mobile applications. Such services, website and mobile applications together are referred to as the “Service”.
We may change our Terms and Conditions from time to time. If we do so, we will update each document on our website and, in addition, if you are registered with us, we will send you an email to let you know about the changes. These Terms of Service were last updated: 8 July 2019
In these Terms of Service a working day means each 24 hour period excluding Saturdays, Sundays and public holidays in the User’s geographic time zone
02. Our Service and our Fees
Crayfish provides an online venue (the “Platform”) where individuals or businesses who require work to be carried out which involves a knowledge of China and/or the Chinese language (“Clients”), and individuals or businesses with such skills (“Providers”) can connect with each other. Clients and Providers together are referred to as “Users.”
Two different types of Project may be purchased: 1. Marketplace Project; 2. Fixed Cost Project
Clients post a request for a piece of work (a “Marketplace Project”) and Providers may respond to the Marketplace Project. Crayfish provides the Client with posting of project information, a selection of Providers, receipt of work deliverables, payment release and feedback, and dispute resolution service. However, the Marketplace Project is carried out by the Provider.
Crayfish charges the following fees:
Crayfish retains 20% of the fee for the Marketplace Project (the “Project Fee”) subject to a minimum fee of £5.00. This covers our commission, VAT on the commission, as well as PayPal/ Stripe processing fee (altogether referred to as “our Fee”). The Provider is paid 80% of the Project Fee upon the Client’s approval of the work done.
Fixed Cost Project
Clients purchase the Fixed Cost Project from a list of Providers. Providers can claim the Fixed Cost Project on a ‘ first come, first serve’ basis. Crayfish provides the Clients with information relating to the service package （Price and service scope）, pre-selected providers, receipt of work deliverables, payment release and feedback, and dispute resolution service. However, a Fixed Cost Project is carried out by the Provider.
Crayfish charges the following fees:
Crayfish retains 30% of the fee for a Fixed Cost Project(the “Project Fee”) subject to a minimum fee of £5.00. This covers our commission, VAT on the commission, as well as PayPal/ Stripe processing fee (altogether referred to as “our Fee”). The Provider is paid 70% of the Project Fee upon the Client’s approval of the work done.
Crayfish offers optional Added Services which are subject to additional fees:
Featured: £5/ day, for higher rank in the ‘Bid for new project’ in Provider’s dashboard
NDA: £19, for a Non Disclosure Agreement (“NDA”) for the Client to enter with the Providers before accessing any confidential information posted or communicated via the Platform. We give no warranties or representations relating to the terms of the NDA, whether or not it is required or suitable and/or its enforcement in any particular jurisdiction. Users are advised to take appropriate legal advice if they have any concerns in relation to the NDA.
Additional cost might be applied subject to the service scope change after the Client purchases the Fixed Cost Project and/or the Marketplace Project.
When a User raises a dispute with us, a fee that equals to 15% of the amount disputed will be charged (“Dispute Fee”), subject to a minimum fee of £10.00. The Dispute Fee will be charged to either the Client or Provider, according to the Dispute Resolution provision in this Terms of Service.
When a Client enters into an employment relationship with any Provider that he has found via Crayfish, an one-off fee of £1250 (“Appointment Fee”) will be charged upon the acceptance of employment offer by the Provider, which becomes payable within 30 days of receipt of a valid invoice from Crayfish. The Client must notify Crayfish within 5 working days of making an employment offer to the Provider.
All fees are subject to VAT as required by UK law. The only exception is our Fee, which already includes VAT.
Crayfish may, at its discretion, decide to charge other fees on the use of the Platform. Prior warning may be made of such fees should it be required.
03. User accounts
To use the Platform, Users have to register for an account, provide accurate and complete information and keep their account information updated.
A User may trade as a sole trader, company or any other legal entity (whether incorporated or unincorporated).
Users are not permitted to register for more than one account of the same type (Client or Provider). A separate user account is needed for a Client and a Provider, and must be registered with a different email address.
Crayfish reserves the right to restrict your access to the Platform, temporarily or indefinitely block your account, warn other Clients and Providers of your actions or issue you with a warning if (a) you breach the letter or spirit of these Terms of Service; (b) we are unable to verify or authenticate any information you provide to us; (c) we believe that your actions may cause any loss or liability to our Users or to us; (d) your account registers no activity for one year; and/or (e) you do not pay any sums due to us within the requested paying period as stated in our invoice or in these Terms of Service.
Users are solely responsible for any activity that occurs on their account, unless it is a result of actions beyond their control.
Clients and Providers may be subject to a vetting process, before and during their use of the Service. Users agree to allow Crayfish to conduct background checks as often as required in compliance with applicable laws.
Crayfish cannot confirm that each User is who they claim to be and therefore Crayfish cannot and does not assume any responsibility for the accuracy or reliability of identity information or background check information. When interacting with other Users on the Service or in real life you should exercise caution and common sense to protect your personal safety and property, just as you would when interacting with other persons whom you don’t know, for example, by arranging to meet each other at safe times of the day should you need to.
Crayfish reserves the right to request additional information from Users, including original documents, and to verify documents with issuing institutions. We may request the following proofs of identity (a) a copy of a Government issued ID (Passport, Driver’s Licence or National ID Card); (b) a copy of a recent utility bill showing your name and address (less than 3 months old); (c) for credit/debit card users (one of the following) (i) a copy of the front and back of the card used. For Security Compliance we recommend that you blank out the central 8 digits of the card number digits, and the last three digits from the number on the back; (ii) Credit or Debit Card Bank Statement of the card used on your Crayfish account (less than 3 months old). For Security Compliance you must blank out the central 8 digits of the card number digits; (d) for PayPal users, PayPal Account statement showing your PayPal registered name, email address and verification status along with any relevant transactions. (e) for Stripe users, Stripe account statement showing your Stripe registered name, email address and verification status along with any relevant transactions.
04. Communication and Delivery
When a Client posts a Marketplace Project on the Platform, Crayfish will either approve the posting or contact the Client and request for further information. This process can take up to 2 working days.
Once the Client has posted a Marketplace Project, Crayfish will alert Providers with relevant skills to submit proposals for the Marketplace Project. The Client can make a selection based on the proposals and/or the skills of the Provider, but the Client is not obliged to accept any proposal or engage any Provider. If the Client selects a Provider, the Provider shall deliver the Marketplace Project for the Project Fee.
The Project Fee for a Marketplace Project is agreed in advance as a fixed price specified by the Client or as a result of acceptance of a bidding proposal from the Provider.
Upon accepting the proposal from the chosen Provider to do a Marketplace Project, the Client will immediately pay the Project Fee in full into Crayfish’s Account via PayPal/ Stripe Payments Service which holds the agreed full amount for the Marketplace roject (the “Holding Account”). Crayfish will hold the Project Fee in the Holding Account until the Client is happy with the Project and authorises the payment to the Provider as set out below in paragraph 5 (Payments).
Fixed Cost Package Project
When a Client purchases a Fixed Cost Package on the Platform, Crayfish will alert pre-selected Providers with relevant skills to claim the Fixed Cost Project on a ‘first come, first serve basis’. The first Provider to claim the Fixed Cost Project will bee the Provider for the Fixed Cost Project and shall deliver the Fixed Cost Project at the Project Fee.
The Project Fee for a Fixed Cost Project is decided in advance by Crayfish.io. When the Client purchases the Fixed Cost Project, the Client will immediately pay the Project Fee in full into Crayfish’s Holding Account. Crayfish will hold the Project Fee in the Holding Account until the Client is happy with the Fixed Cost Package and authorises the payment to the Provider who completes the Project.
The Marketplace Project or the Fixed Price Project can be separated in to different milestones as agreed by the Provider and the Client .Each milestone will have a specific task to be completed by the Provider and part of the Project Fee can be allocated to such milestone (the “Milestone Fee”). Once the milestone is completed, the Provider needs to ask for approval for each milestone from the Client. The Milestone Fee will be paid to the Provider in accordance with Section 5 below.
For both services, the Client will need to provide any further detailed requirements via the platform’s in-built communication tool (the “WorkSpace”) that the Client deems necessary for the Provider to start working on the Project.
The Provider must
(a) respond to the Client within two (2) working days of the Provider from authorisation of the Project;
(b) provide regular progress updates, and respond within one (1) working day of the Provider to all messages from the Client;
(c) complete the Project within 60 days from authorisation, including handover of all the materials produced for the Project (“Deliverables”), within the delivery timescales and deadlines agreed with the Client.
Should more time be required, the Provider will need to obtain agreement from Client for an extension and the Client will need to contact our Customer Service to reflect that on our system.
If missing an agreed Project delivery deadline is unavoidable then the Provider must inform the Client immediately and provide a revised delivery date. Failing to provide the Deliverables within agreed timescales, or repeatedly revising previously agreed deadlines, may mean the Client could raise a dispute and will be entitled to a refund in line with the dispute process. Late or non-delivery of a Project will negatively affect the Provider’s rankings on the Platform.
All Providers must strive to deliver a high standard of work, appropriately meeting their Client’s needs. Specifically, Providers must ensure that all Deliverables fully address each of the Client’s defined requirements and are of a standard consistent with the level of expertise indicated in the Provider’s profile.
Should a Provider be asked to work at the Client’s premises, or at a location chosen by the Client for the Project, such as a conference or workshop event or at other specific premises for the Project, (“onsite”), the Client shall provide a safe and secure working environment for the Provider and ensure relevant insurance is in place, advise the Provider of Health & Safety policies belonging to the Client or the premise. Crayfish accepts no liability for the Providers working outside his/her normal place of work.
Clients, in their sole discretion, determine whether they are present or not when a Project is performed and/or completed. Clients who elect not to be present when a Project is undertaken or completed agree that if someone other than them (i.e. a designated colleague, friend etc) is present, the Client appoints that person as their agent (the “Client’s Agent“) and the Provider may take and follow direction from the Client’s Agent as if such direction was given from the Client. The Client’s Agent may authorize any applicable waiver by signing in for the Client. Client agrees that such direction and/or waiver are valid and enforceable against the Client and Client’s Agent and Client shall be responsible and liable for all such direction and/or waiver as if made by Client.
Should a Project specifically request that the Provider works in the presence of the Client or the Client’s Agent, any communication regarding delivery deadlines or other important matters should still be conducted or confirmed via the WorkSpace.
The terms and conditions of each Project shall be deemed to incorporate a term that in consideration of the Project Fee the Provider assigns to the Client absolutely with full title guarantee all copyright, database rights and other rights of a like nature that may exist anywhere in the word subsisting in the Deliverables together with the right to take action for infringement of such rights. If the Client and Provider wish to include any special terms of the contract the Client and Provider should negotiate and document these terms as appropriate before the Project is started.
Crayfish operates a wallet function for Providers to manage receipts of the Project Fee. Each Provider must set up a Crayfish wallet before they can access the Platform and offer to provide services to a Client.
When a milestone of a Project is completed and delivered by the Provider, the Provider must request the approval from the Client by clicking on the ‘Complete the milestone’ button on the WorkSpace within that Project. Then, the Client must click the “Approve the milestone” button on the WorkSpace within that Project, which authorises Crayfish to release the funds held in the Holding Account to the Provider’s Crayfish wallet, after deducting our Fee.
The Provider can redeem the Project Fee from its Crayfish wallet at any time after the Project Fee is deposited to its Crayfish wallet by clicking on the ‘Redeem Request’ button on the My Finance on the dashboard. Crayfish will authorise the redemption within 12 working days if the redemption request is deemed valid by Crayfish.
If requirements/scope changes materially during a Project, the Provider may need to propose a change to the Project Fee. This must be explicitly agreed in the WorkSpace before any extra work is undertaken so that the Client can confirm whether they wish to proceed with the additional scope for the extra cost. Should both sides agree extra cost, the Client must post a new Project specifically for the additional elements and then invite and authorise the same Provider to complete the Project.
Paypal and Stripe may charge fees for redemption request. Crayfish will approve the full redemption value, and the PayPal/ Stripe fee should be paid separately by the provider.
Clients must authorise payment of the Milestone Fee within five (5) working days of the Client of receipt of the Deliverables unless the Client does not agree that the Project has been completed and in such circumstances, the Client must, within five (5) working days of the Client, provide the Provider with detailed feedback on what work is outstanding. The Provider must provide, and be given the chance to provide, at least two iterations of the Deliverables based on such feedback.
All payments for completed Projects must go via Crayfish unless Crayfish has given its express written permission otherwise in relation to a specific payment or invoice; attempts to pay outside of Crayfish will lead to immediate account suspension. Users must immediately report to Crayfish any offers to pay outside of Crayfish made by the Client or Provider. The Client will be liable for any loss of business and legal expenses that Crayfish may incur in recovering sums paid for Projects outside of the Service. The credit card or other previously used payment method by the User may be used to cover such costs. Moreover, Crayfish will not mediate any Dispute or be liable to either the Client or Provider’s loss of business as a result of violation of this clause.
All payments between Client and Provider must be processed through Crayfish for any follow on work between the Client and Provider, unless Crayfish has given its express written permission.
06. Leaving Feedback
When the Project is completed and the Client has paid the Provider, the Client is asked to provide both qualitative feedback and a rating from 1-5 for the other party. This rating influences the Provider’s ranking on Crayfish.
The Client should complete the feedback honestly and in accordance with the Code of Conduct. The Provider must not falsify feedback, manipulate or coerce the Client by threatening negative feedback or offer incentives in exchange for feedback. Any attempts of this nature should be reported immediately to Crayfish.
Feedback comments that are reported to us as defamatory, abusive or offensive will be reviewed and may be removed at our discretion. Should this occur Crayfish reserves the right to terminate the account of the User, and if required report to the necessary authorities. Crayfish does not actively monitor feedback, but reserves the right to edit or remove any feedback in its sole discretion.
A Project listing is automatically terminated within 45 days of posting if no Provider accepts the Project. The Client may choose to relist the Project if more days are required for the Project.
A Client may cancel a Project posting anytime before accepting a proposal from a Provider. Once work has been authorised the Client can longer cancel a Project.
If the Provider is not able to meet the agreed project deadline due to health reasons, legitimate unforeseen circumstances or force majeure, a request should be made to the Client for extension of the deadline along with relevant evidence provided. The Provider shall make such request within two (2) working days of the original deadline, and the Client agrees that its consent shall not be unreasonably withheld. If the Client does not agree to the new deadline, the Client can contact Crayfish and ask the Project to be cancelled. Under these circumstances, the Project can be cancelled and refunds made for any Deliverables not yet supplied, and after a review by Crayfish.
If the Provider has not responded to the Client within two (2) working days of Project authorisation, the Client can contact us and we will re-list the Project at no extra cost, or enable the Client to accept alternative proposal from another Provider;
Crayfish encourages our Providers and Clients to try and resolve any disagreements between themselves. However should that not be possible Crayfish can attempt to resolve a Dispute.
The Client can raise a Dispute by contacting our Customer Service on the grounds of poor quality or non-delivery: the Deliverables do not meet the terms defined in the Project, after at least two revisions have been provided by the Provider in response to detailed feedback from the Client; or the agreed scope of the Project was not delivered by the Provider within the agreed timescales;
To raise a dispute, the Client is required to pay a fee that equals to 15% of the amount disputed subject to a minimum Dispute Fee of £10. The Dispute Fee is waived if the Provider is found to be at fault.
A Dispute can be raised by the Provider on the ground of non-payment. To raise a dispute, the Provider is required to pay a non-refundable fee that equals to 15% of the amount disputed subject to a minimum Dispute Fee of £10.
If the amount disputed is £100 or above, Crayfish may reach out to both parties in order to mediate and try and bring the Dispute to a resolution.
In order to raise a Dispute the User raising the Dispute must provide Crayfish with all the documented evidence together with the communications made between the two parties via the WorkSpace and detail the nature of the dispute. Failure to provide suitable information will result in a dispute not pursued.
Crayfish will aim to make a resolution decision on behalf of both parties within seven (7) working days, subject to receipt of relevant documentation outlined above. If a mutual resolution has already been agreed between both parties, then the dispute will either be cancelled or resolved in line with the mutual agreement.
In the event of having to make a resolution decision, Crayfish will consider (a) if both parties are acting in good faith and have tried to resolve the issue between themselves before contacting us, including at least a second attempt made between both parties to complete or rectify the Project; (b) if the Project was delivered; (c) for Disputes concerning the quality of the work delivered: Crayfish will consider whether the Provider has met general quality standards as set out in these Terms of Service. Assessments on quality down to perceived taste, or requiring specialist technical or subject matter expertise, will not form part of the resolution decision; (d) if the Client and Provider have complied with these Terms of Service.
In the event of having to make a resolution decision on behalf of the parties, Crayfish will notify both parties within fourteen (14) working days of the Dispute and the decision deemed final. The disputed funds shall be dealt with in accordance with the resolution decision and these Terms of Service. Our involvement with the Dispute ends once the resolution in relation to the Dispute has been communicated to the Users.
All communication between Client and Provider must be conducted within the WorkSpace to keep both parties protected in case of a Dispute. Any communication outside the WorkSpace will not be considered in case of a dispute.
Should a Dispute arise when a Project is conducted onsite, the party initiating the Dispute must provide all evidence, written, images, documentation to support and evaluate the dispute. Failure to provide such evidence will result in no dispute pursued.
A Client is entitled to receive a refund of funds held in Holding Account through winning a dispute.
The Client’s dispute and request for refund is subject to a review by Crayfish of the dispute reason and circumstances to ensure that both parties have complied with these Terms of Service, and that the purpose of the dispute and refund is not to avoid any of the parties’ obligations under these Terms of Service. If Crayfish reasonably believes that the parties have not complied with these Terms of Service or are seeking to avoid any such obligations Crayfish shall not be obliged to make the refund under the Dispute mechanism.
Users are strictly discouraged from raising dispute and causing refunds. Refunds will impact Users standing in the Crayfish marketplace. Multiple refunds attributed to a User may lead to temporary and/or permanent restrictions on their account depending upon the severity.
10. Relationship with Crayfish
Users do not have authority to enter into written or oral – whether implied or express – contracts on behalf of Crayfish.
Users acknowledge that Crayfish does not, in any way, supervise, direct, or control a Provider’s work or Projects performed in any manner. Crayfish does not set a Provider’s work hours or location of work. Crayfish will not provide any equipment, labour or materials needed for a particular Project. The Service is not an employment service, employment business or employment agency and Crayfish does not serve as an employer or agent of any Provider. As such, Crayfish will not be liable for any tax or withholding, including National Insurance, employer’s liability, social security, PAYE or other payroll withholding tax in connection with a Client’s use of a Provider’s services. Client agrees to indemnify Crayfish and its affiliates from any and all claims, liabilities and reasonable costs arising from or in connection with (a) a Provider being misclassified as an independent contractor or employee; (b) Crayfish being incorrectly held to be an employer or joint employer of a Provider; or (c) any other relevant third-party claims under any employment-related laws, such as those relating to employment termination, employment discrimination, harassment or retaliation, as well as any claims for overtime pay, sick leave, holiday or vacation pay, retirement benefits, worker’s compensation benefits, unemployment benefits or any other employee benefits.
11. Intellectual Property Rights
All intellectual property rights pertaining to any content on the Service (including text, graphics, software, photographs and other images, videos, sound, trademarks and logos) are owned by us or our licensors (and Users may be licensors if they have provided the content concerned). We give you a non-exclusive licence to use and access the Service and its content solely for your own personal use, provided that you shall not: copy or make any part of the Service or its content available for access or use by any other person, except as expressly permitted by these Terms of Service or otherwise expressly authorised by us.
The trademark Crayfish is owned by Crayfish.io. Crayfish respects the intellectual property of others, and expects Users to do the same.
12. Disclaimer of Warranties
We will use all reasonable endeavours to ensure that the Service is available for use for as much of the time as possible, but we do not guarantee that it will be available all of the time and, in particular, it may be unavailable from time to time due to scheduled maintenance or upgrades or for reasons outside our control (such as failures of internet access). We do not give or enter into any condition, warranty or other term to the effect that the Service is or will be available all of the time, be from defects and/or comply with any particular standards.
Crayfish does not warrant that any Provider will receive any work through the Service nor that a Client’s Project will be properly fulfilled.
Crayfish is not responsible for any acts or omissions of Users, statements made by Users whether on the Service or not, the performance of contracts by Users, the quality, timing, legality, failure to provide information or materials and/or any ratings or feedback provided by Users.
Crayfish’s role is to allow Clients and Providers to connect and to facilitate payment. We do not act as principal in the transaction, nor as agent for either party, nor are we party to any agreement or terms of service between Clients and Providers in relation to the provision and/or receipt services.
Except as expressly set out in these Terms of Service, no implied conditions, warranties or other terms, including any implied term relating to satisfactory quality or fitness for purpose, will apply to the Service.
13. No Liability
We shall not be liable to you for any loss of profits, data, goodwill or economic losses or for any indirect, special or consequential loss or damage, even if Crayfish has been advised of the possibility of such damages and whether such loss or liability arises due to negligence, breach of contract or misrepresentation
The foregoing will not affect any statutory rights that you may have as a consumer through your use of the Service. Nothing in these Terms of Service shall in anyway limit or exclude Crayfish’s liability for negligence, causing death or personal injury or for fraudulent misrepresentation or for anything, which may not be legally excluded or limited.
If you have a dispute with any Users whilst using the Service, you agree to release us from all claims, demands and damages of every nature, known and unknown, arising from or in any way connected with such disputes.
You hereby agree to indemnify Crayfish, its directors, officers and agents from and against any and all claims, losses, liabilities, judgments and reasonable costs, including legal fees and costs, incurred in connection with (a) any content submitted by you or using your account to the Service; (b) any claim we receive in respect of your acts or omissions including from another User.
Crayfish reserves the right, at its own expense, to assume the exclusive defence and control of any matter otherwise subject to your indemnification. You will not, in any event, settle any claim or matter without the written consent of Crayfish.
In these Terms of Service headings are for convenience only and do not affect interpretation; words in the singular include the plural; and including means including but not limited to.
If any provision of these Terms of Service is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision shall be construed, as nearly as possible, to reflect the intentions of the parties and all other provisions shall remain in full force. Our failure to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.
These Terms of Service shall be governed by and construed in accordance with English law and you agree to submit to the exclusive jurisdiction of the English Courts.