WritingHub warrants that all escrowed funds will be used solely for the purpose of escrow transactions and not allocated to any other use, whatsoever, with no exceptions. Furthermore, all funds escrowed by the Client will be held in a dedicated separate account, maintained solely and exclusively for WritingHub escrow accounts. This restriction will exist until funds are either awarded to the Writer or are physically refunded back to the Client.

To further protect the Client in the unlikely event that WritingHub declares bankruptcy, WritingHub hereby grants the Client the right to be refunded escrow funds, BEFORE any other outstanding creditors are paid. Any bankruptcy reorganization filed by WritingHub that does not follow this grant's priority, will not be allowed.

4. CLIENT’S REPRESENTATIONS

Client represents that it has the full power and authority to execute this Agreement.  Client is the owner of, and/or has received all appropriate consent from the owners of, any and all material, information, intellectual property in any form, or other data that Client makes available to WritingHub and to Bidders.

Some Clients and Writers may enter into additional agreements not covered by the site escrowing agreement. These include (but are not limited to) penalty clauses (ex: "Writer must deliver by x/xx/200x or they will owe Client $1 for every day late"), any agreements extending past the time of 100% work acceptance by the Client, or a Non Disclosure Agreement (NDA). Both Client and Writer understand and acknowledge that these agreements are made directly between the Client and the Writer and do not involve WritingHub, WritingHub or any of its subsidiaries or other legal entities. As such, WritingHub and OpportunityLink are not and will not be liable in any way whatsoever regarding such agreements, including enforcing such agreements.

Should the Client wish to create an agreement that extends past the time of 100% work acceptance, but still receive protection via the site...WritingHub recommends the following: creating a brand new and separate bid request (apart from the initial bid request) to allow the work to fall under a new escrowing agreement. This allows funds to be released only when the bid request (or milestone phase) is completed, and affords the Client protection via the site escrowing agreement.

Should the Client utilize the NDA feature of the site and then subsequently wish to take action against the Writer, WritingHub will provide all correspondence that it has in its possession that occurred between the Client and Writer on the site, for use by the Client in such action.

5. ACCEPTANCE OF DELIVERABLES

After writing is completed, the deliverables will be sent from the Writer to a location on the site where the Client may download them.

If the deliverables are 100% satisfactory to the Client, then Client agrees to indicate 100% acceptance of the deliverables via the web site (or a partial acceptance if the deliverables are only partially complete and satisfactory based on pre-agreed upon milestones).

Client assumes sole and complete responsibility determining for themselves whether or not the deliverables are 100% satisfactory or not (or partially satisfactory if pre-agreed upon partial milestones have been created). Client agrees to never accept any work before deliverables have been 100% reviewed and they are 100% satisfied. If against the wishes of WritingHub, Client accepts work without the above two items being true , Client agrees that the acceptance and payment fall under the risky category of "advance payments" as detailed elsewhere in this contract, and can result in a loss of funds for the Client. WritingHub cannot discourage this sort of high risk activity enough.

Realizing that the Writer will not be credited until work is fully or partially accepted, the Client agrees to do all reviewing in as timely a basis as possible. Client also agrees not to withhold acceptance unreasonably. 

 Should the Client not be 100% satisfied, then Client agrees to not accept the work and instead notify the Writer as well as WritingHub of the problem in a timely basis so that it can be resolved. Should there be any dispute by either Client and Writer regarding acceptance, both Writer and Client agree to abide by the WritingHub rules of arbitration.

These rules of arbitration exist to ensure a fair and safe environment for providing writing services. Should a dispute arise over the completion of a project, the allocation of escrowed funds, or any other issue, both Client, Writer and WritingHub agree to the following rules:

1) About Mediation / Arbitration:

Should the Client and Writer not be able to come to agreement on acceptance, (including but not limited to whether deliverables have been met and bid acceptance should occur), both parties agree to designate WritingHub as sole mediator and arbitrator (two distinct roles).  WritingHub agrees to mediate and arbitrate fairly and impartially according to the rules in this section, as they apply.  Client and Writer agree that WritingHub's decision is final and binding to them and hereby waive any other further legal challenges or remedies including but not limited to civil or criminal litigation against the other party or WritingHub.

2) Mediation:

Before arbitrating, WritingHub may attempt to first mediate a mutually acceptable compromise solution between both parties if it determines the option is a viable one. A mediated compromise can provide a quick and easy way for both parties to obtain a successful outcome, without the time and energy required by a full-blown arbitration. Both Client and Writer understand and acknowledge that they are NOT required to accept any mediation proposals. WritingHub acknowledges that the refusal of any party to accept a mediation proposal will not affect its standing in the subsequent arbitration.

If a mediation successfully occurs in which the original contract is either reduced or cancelled, WritingHub will document what occurred by placing a rating on one or both parties' records, as detailed below under "WritingHub Ratings".

Should either party not agree to a mediation compromise, or should WritingHub (at it's sole discretion) determine that the option is not a viable one, the process moves on to arbitration.

3) Arbitration:

Whereas mediation is like a diplomatic negotiation between two countries, arbitration is like a court trial. Much like a trial case, each party's side is weighed and often evidence needs to be gathered to determine the prevailing party.

Arbitration of the bid request is based solely on whether or not the Writer met the conditions specified in the Client's 'Entire Bid Request' (unless either Client or Writer prematurely forfeits by the other rules of arbitration detailed below).    The 'Entire Bid Request' is defined as:

• The original bid request posting on the site (which includes but is not limited to the description, attachment and deliverables)
• The subsequent clarifications and/or changes made in bids/comments from both sides in the site bidding/comment system.

Both Client and Writer agree that any discussions conducted outside of the site (including email, off-site chat and oral conversations over the phone) are NOT considered part of the 'Entire Bid Request' and WILL NOT be taken into account. 

WritingHub has found that due to poor wording or lack of attention to detail, that sometimes portions of the 'Entire Bid Request' contradict other portions or are unclear.  In the event that either Client or Writer disputes with the other party any portion of the 'Entire Bid Request' (including but not limited to disputes over an alleged contradiction,  interpretation, or applicability) WritingHub will be the final determiner of the best method of resolving the issue.  It will make this determination using the most impartial method that it can, in good faith, formulate. 

Despite repeated warnings to both Client and Writer to the contrary, occasionally WritingHub finds that both parties have neglected to use the site to detail key items of the 'Entire Bid Request', withholding the information necessary to make what WritingHub feels is a "just" arbitration decision.  This can happen due to a deliberate manipulation by one party and/or due to genuine ignorance of the consequences of such behavior by one or both parties. Should WritingHub determine this to be the case, it may extend the definition of the 'Entire Bid Request' to include items not normally covered (such as 3rd party chat logs).  However, neither Client nor Writer may demand such an extension nor possess the "right" to such an extension.  Instead Clients and Writers agree to properly document the 'Entire Bid Request' on the site as WritingHub warns, and not expect, or count on an extension to occur in any arbitration.  Site users who repeatedly do not use the site to document the 'Entire Bid Request' may be ejected from the site.

4) 'Quick Resolution' Arbitrations

If a Writer does not upload completed deliverables to the site by the delivery deadline posted by the Client, then the Writer will be found in forfeit of the arbitration. However, to prevent an unscrupulous Client from unfairly manipulating a Writer to obtain free work...should WritingHub discover evidence that it feels indicates that the Client continued to work with the Writer after the deadline, then the deadline may be deemed "Implicitly Extended" by the Client's actions nullifying the previous deadline and the above mentioned forfeiture.

If the time zone for a deadline is ambiguous, then Client and Writer authorize WritingHub to determine the time zone to be enforced, using whatever method it deems (in it's sole opinion) to be appropriate.

If the Writer has already agreed to provide status reports prior to the arbitration and did not fulfill that agreement, then they also be found in forfeit of the arbitration. However, to prevent an unscrupulous Client from unfairly manipulating a Writer to obtain free work...should WritingHub discover evidence that it feels indicates that the Client continued to work with the Writer after the status report requirement was not met, then the Client will be considered to have waived their rights to cancel on that particular missed stats report nullifying the previous deadline and the above mentioned forfeiture. Note: status reports are NEVER required of the Writer while arbitration is in process.

5) 'Insufficient Progress' Arbitration

If the Client charges that the Writer is not making sufficient progress on a bid request, the Writer must supply specific demonstrable proof to the contrary. Examples of demonstrable proofs of progress are (depending on the level of progress expected) programming requirements, designs, prototype, code and/or test cases. If WritingHub determines that demons ratable proof of progress has not been supplied, the Writer will be found in forfeiture of arbitration. WritingHub may not only cancel the Writer's bid but also assign the Writer's other open bid requests to another, more responsible Writer. 

6) 'Deliverable Dispute' Arbitration

The typical arbitration case involves a disagreement on what was delivered. The Client typically claims that they did not receive 100% of the 'Entire Bid Request' and the Writer typically claims that they did provide this to the Client.

The only way to determine who is being truthful and who isn't, is to test the deliverables.  When this occurs, an WritingHub tester will perform "flaw list verification" where they compare the Client's list of problems (the "flaw list") to the actual application/deliverables.  Should one or more flaw list items be verified, then the Client wins arbitration.  Should no items be verified then the Writer wins arbitration.  The process works as follows:

1) "The Flaw List": First WritingHub will request a detailed flaw list from the Client detailing exactly what the Client contends was not delivered, and (if appropriate) instructions on how to duplicate the alleged behavior.  Client agrees to provide the above when requested by WritingHub, so that WritingHub can confirm or deny whether the original bid request requirements were met or not.  Should the Client not provide the flaw list then they will be found in default of arbitration.  Note that all flaw list items will be screened per the "Flaw List Exceptions" rule below.

An unscrupulous Client who knows that they will lose arbitration, might be tempted to unfairly delay the inevitable payment to the Writer, by delivering flaw lists in 'piece-meal' fashion. To prevent this, the Client agrees that any flaw list they present is the full, complete and final flaw list.

Occasionally, the arbitrator may add items to the initial flaw list that they feel are pertinent, and these may even be items suggested by one of the involved parties. However, both Client and Writer agree that only the arbitrator may do this, and that no other party may.

2) "Testing Venue:"  Since the deliverables must function in the Client's environment for acceptance, and the Client is the party creating the "flaw list", the Client will be responsible for hosting the reviewing venue.  However, if the Writer is determined to have not released the deliverables in question to the Client, the Writer will be responsible for hosting the reviewing venue.  WritingHub does reserves the right to move responsibility for the reviewing venue to another party if it (in it's sole opinion) believes a fairer result may be achieved.  Additionally, WritingHub may choose to host the reviewing venue itself, if it (in it's sole opinion) determines:

a)...that the arbitration venue responsibility would not be better served by either the Client or the Writer
b)...that significant setup assistance will not be required from the Writer (since a Writer can take advantage of such a situation to do configuration tweaks that were not done on the Client's system)
c)...that it has an existing environment adequate to reviewing the deliverables

    Both Client and Writer agree that if required to provide the reviewing venue, they will provide WritingHub with access to all aspects of their environment that are necessary for WritingHub to:

a) Verify or deny the Client's claims in the flaw list
b) Verify or deny that deliverables have been modified to cheat the reviewing process

Note that these aspects may include (but are not limited to) software, hardware, documentation, remote access to systems etc..   Should the party responsible for hosting the reviewing venue refuse to provide all aspects of the reviewing venue when required to, they will default on the arbitration and forfeit it.

WritingHub may use file comparisons (and/or other means) to ensure that modification of deliverables does not occur by the reviewing venue host.  If WritingHub (in it's sole judgment) determines that the host has modified deliverables to influence an arbitration unfairly in their favor, the host will forfeit arbitration, be found in default of their contract under the terms of 'fraud', and will have their account involuntarily closed.

3) "Flaw List Exceptions": Certain types of flaw list items will not be reviewed and must be removed from the flaw list.  They include:

a) Subjective Items:

Items that cannot be objectively stated cannot be objectively reviewed.  The Client will be given the chance to restate them objectively, but if they do not, then they will be removed from the flaw list.
  
b) Cosmetic Items: 

The Writer acknowledges and understands that they are expected to follow software development standards, which dictate doing adequate reviewing to ensure that the application received by the Client contains all agreed upon functionality and in stable working condition.  However, the Client also  acknowledges and understands that  the complexity of modern software makes it impossible to create software that is 100% bug free (Windows is an excellent example).  To ensure a fair test, certain items called "Cosmetic Items" will be removed from the flaws list. 

"Cosmetic items" are defined as flaw list items that are infrequent, do not affect the major functionality of the deliverables and can be corrected very easily.  Some examples are a web page with the wrong background color or "typos" in a few data entry fields.  Should items be found to be "cosmetic items" and the Writer actually wins arbitration, then they will be required to fully correct them before receiving payment.

Note that should the tester determine that the frequency of potentially cosmetic items shows a lack of adequate reviewing by the Writer, then the 'cosmetic' items will NOT be removed from the flaw list.

7) Forfeiting Arbitration by not responding

Client agrees to be prompt in corresponding with Writer and WritingHub, including final acceptance of 'Work Complete'.  Should a Client not respond to WritingHub arbitration communication in 3 days, they will forfeit arbitration (at WritingHub's sole discretion).  Should a Client respond in 3 days but (in WritingHub's sole determination) attempt to stall the arbitration by inadequately addressing one or more issues, then they may also be ruled in forfeit of the arbitration (at WritingHub's sole discretion). Should a Client not fully comply with WritingHub requests to either certify Work Complete or produce a flaw list within 5 business days, they will forfeit the arbitration at WritingHub's discretion. If WritingHub determines a forfeit has occurred then the escrowed funds will be awarded to the Writer.

Writer agrees to be prompt in corresponding with Client and WritingHub.  Should a Writer not respond to WritingHub arbitration communication in 3 days, they will forfeit arbitration (at WritingHub's sole discretion).  Should a Writer respond in 3 days but (in WritingHub's sole determination) attempt to stall the arbitration by inadequately addressing one or more issues, then they may also be ruled in forfeit of the arbitration (at WritingHub's sole discretion). Should a Writer not complete status reports prior to the beginning of the current arbitration then they will forfeit arbitration at WritingHub's discretion. If WritingHub determines a forfeit has occurred, then in addition to the Writer's bid being cancelled, all of the Writer's other bids which have been selected by Clients may be assigned to another (presumably more responsible) Writer.  This may be done with or without notice to the original Writer.

8) When the Client Wins Arbitration:

If the Client wins arbitration, they may, at their option, apply the entire escrowed amount to a new Writer at no charge.  WritingHub will offer the Client options (if available) of switching to other Writers on the original bid, opening a new bid request to get new Writer bids, or otherwise offering to connect the Client with Writers for the purpose of completing the project. 

The Client also has the option to cancel the bid request and request a refund of escrow funds.  To compensate WritingHub for the costs in this process, all refunds of this nature are subject to a cancellation fee for the Client, as detailed under "Cancellation fee" elsewhere in this contract. However, to compensate the Client when cancellation is not their fault...should the Writer be determined by WritingHub to be "at fault" for the cancellation, then funds in the Writer's account (if available) or a Writer Deposit (if available) will be used by WritingHub to lessen or completely eliminate this charge.

If the Client is awarded back 100% of their escrowed funds on a project, then they agree that the deliverables created by the Writer may NOT be kept by the Client. Client agrees to relinquish possession by promptly and completely destroying all deliverables and copies of deliverables in their possession.

9) One Party Rating the Other Party:

To prevent 'retaliatory ratings', the losing party in an arbitration forfeits the right to rate the other party. WritingHub reserves the right to suspend rating rights on either party and/or to remove/edit ratings that it judges to be either retaliatory in nature or involving a "trade" of favorable ratings to avoid a deserved bad rating.

10) WritingHub Ratings:

WritingHub reserves the right to rate any party at any time, as detailed previously.

However mediations and arbitration situations receive special scrutiny from WritingHub because they often tempt one party to "trade" a deserved bad rating in return for performing a concession for the other party.  This practice is unfair to future Clients and Writers who rely on the ratings to make decisions and taints the overall integrity of the rating system.

To prevent this, both parties agree to cooperate fully and completely with WritingHub's investigations as to why a cancellation or reduction in payment has occurred. WritingHub (at it's sole discretion) will determine who is "at fault" and will then apply it's own rating as follows:

• When one party is found at fault
  
  The at fault party receives a negative rating (3 or less) with a comment detailing  what occurred and the arbitration is recorded as a 'lost' arbitration on their record.
   
• When two parties are found at fault.
  
  Both parties will receive a negative rating (3 or less) with an comment detailing  what occurred and the arbitration is recorded as a 'lost' arbitration on their record.
   
• When WritingHub can't determine who is at fault
  
  There are times when it is not possible (or economically practical) to determine conclusively which party is at fault and which isn't.  In these cases, both parties will receive a neutral rating with a comment detailing each party's unverifiable position.  The arbitration is recorded as  'neutral' arbitration on both party's records.
   
• When WritingHub determines that neither party is at fault
  
  Both parties will receive a neutral rating with a comment detailing why the result was neither party "at fault".  The arbitration is recorded as  'neutral' arbitration on both party's records.

11) Writer cancellation grace period:

There are some legitimate reasons why a Writer may place a bid, but then at the time of escrowing, find they cannot take on the work. Some examples include simply winning more bids than anticipated, or due to a change in scope by the Client. If a Writer promptly notifies both WritingHub and the Client within 24 hours of the funds being escrowed that a legitimate reason is causing them not to complete the bid request, then WritingHub will grant them a neutral rating, rather than a bad rating. A comment on the Writer's record detailing that the work was not started will still be left, to fully document what occurred. Should WritingHub (at it's sole discretion) determine that the reason does not appear to be legitimate (including but not limited to 'I just don't feel like doing the work'), it can revoke this privilege.

12) Harassment:

If either party threatens or harasses the other party or WritingHub, attempts to manipulate or unduly influence the arbitration process, or breaks any rules in the Client or Writer agreement or in the site terms and conditions, then WritingHub may choose to automatically rule in favor of the opposite party.

13) Unfair contact via phone:

WritingHub arbitrators must maintain their objectivity to produce a fair judgment. This cannot be maintained when a party initiates one or more phone calls to attempt to influence or pester the arbitrator into deciding in their favor. To prevent this, both parties agree to communicate exclusively via the site and not by phone. WritingHub arbitrators can communicate by phone to explain the rules, clarify statements that they made (if they were unclear to a party), or explain how to post to arbitration. But the actual arbitration itself cannot be discussed on a phone call initiated by either party.

Client will transfer funds to WritingHub via one of the methods provided on the web site which includes credit card, PayPal, snail mail check and bank to bank wire transfer (methods are subject to change).   If Client chooses a bank to bank wire transfer, Client agrees to pay WritingHub a surcharge to cover its expenses as follows:

Note that WritingHub reserves the right from time to time to amend, modify or change this agreement. When this happens, WritingHub shall notate the new information clearly and post a notice in the 'news' section of the site about the update. Due to the majority of parties requesting not to be contacted via email about updates to the site, email notice will not always be given. Additionally, due to the financial costs associated with written notices...written notice will not always be given. If you are interested in keeping abreast of the latest changes to this agreement, then please bookmark this page and review it from time to time, or monitor the 'news' section of the site.

IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT BY PROVIDING NOTICE TO US. YOUR CONTINUED PARTICIPATION IN THE PROGRAM FOLLOWING OUR POSTING OF A CHANGE NOTICE OR NEW AGREEMENT ON OUR SITE WILL CONSTITUTE BINDING ACCEPTANCE OF THE CHANGE.

Should WritingHub and the Writer come to a special understanding not outlined in this agreement it will be laid out in writing and signed by both parties.

This Agreement is the entire understanding between Client and WritingHub with respect to the subject matter of this Agreement, and supersedes all (i) proposals, oral or written, (ii) negotiations, conversations or discussions between the parties and (iii) industry custom or past course of dealing, relating to the subject matter.