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Outsized Ltd. Boutique Terms of Service

Effective as of June 12, 2024



These Terms of Use for Boutique Companies (“Terms”) govern the access and use of and all related software, services, mobile sites, and apps provided by Outsized Technologies Ltd. (“Outsized”) or that link to these Terms, including Outsized’s Talent Marketplace (collectively the “Services”) by you and your End Users (as defined below). By signing up for, accessing, or using the Services, you are agreeing either in your individual capacity as an independent consultant or on behalf of the legal entity you represent, as applicable (“you”), to enter into a legally binding contract between you and Outsized as of the date of such first access or use of the Services (the “Effective Date”). You and Outsized are sometimes referred to herein individually as a “Party” and together as the “Parties.”

1. Access to and Use of the Services

1.1 Right to Use

Subject to compliance by you and your End Users, as applicable, with these Terms, Outsized hereby grants you a non-exclusive, non-transferable, non-sublicensable, revocable, limited right to access and use the Services for your internal business purposes only, in accordance with these Terms and subject to the limitations and restrictions contained herein. Outsized reserves any and all rights not expressly granted to you pursuant to these Terms. The limited rights granted to you to access and use the Services do not constitute the sale of or license to any software program or other intellectual property. Outsized may change or modify the Services in its sole discretion, including adding or removing features or functions from time to time.

1.2 End Users

“End User” shall mean an individual authorized by you to use the Services. You are responsible for compliance with the terms and conditions of these Terms by your End Users and for any and all

(a) acts or omissions of your End Users with respect to the Services and

(b) activities that occur under any of your End User’s Accounts (as defined below).

The actions of your End Users with respect to the Services shall be binding on you.

1.3 Accounts and Profiles

(a) To access and use the Services as a Talent (as defined below), you and your End Users, as applicable, must register for a talent account (“Account”) with a username and password. You and your End Users, as applicable, are responsible for ensuring the security of any Account and agree not to share your or any End User’s username or password. You authorize Outsized to assume that any individual using the Services with your End User’s username and password is authorized to act for you. You must notify Outsized at immediately if you suspect that a password has been lost or stolen, if you suspect or become aware of any unauthorized use of your or an End User’s Account, or if the security of the Services has been otherwise compromised.

(b) In the event that an End User grants permission to another individual to access the Services under his or her Account, you represent and warrant that (i) such individual shall be authorized to act on your behalf; (ii) you shall be financially and legally responsible for said individual’s acts and omissions, including, if applicable, entering into binding contracts on your behalf; and (iii) you shall be responsible and liable for any act or omission of any individual provided such permissions, including, without limitation, entering into binding contracts on your behalf.

(c) You and all your End Users, as applicable, must create a user profile (“Profile”) which may be shown to other users of the Services unless you modify your or an End User modifies his or her Profile privacy settings within the Services. You and your End Users, as applicable, agree to provide true, accurate, and complete Profile information and all other fields and forms within the Services and to update any Profile information to maintain its truthfulness, accuracy, and completeness. You and your End Users, as applicable, agree not to provide any false or misleading Profile information, including, without limitation, information about identity, location, or skills, and to correct any such information that is or becomes false or misleading. Outsized reserves the right to validate you and your End User’s Account and Profile information at any time. In addition to complying with the terms of these Terms, you and your End Users, as applicable, agree to the Outsized Community Standards, which are hereby incorporated into these Terms. You and your End Users are solely responsible for your communications and interactions (through the Services or otherwise) with other users of the Services. OUTSIZED DISCLAIMS LIABILITY FOR ANY SUCH COMMUNICATIONS OR INTERACTIONS TO THE EXTENT PERMITTED BY LAW. Outsized reserves the right (but has no obligation) to monitor or intercede in any disputes between you and other users of the Services.

1.4 Eligibility

The Services are available only to legal entities and individuals who are at least eighteen (18) years old and are otherwise capable of forming legally binding contracts under applicable law. In addition, Talents may be subject to verification, screening, or similar review processes that must be met in order to provide Talent Services. By creating an Account or authorizing End Users to create an Account, you represent and warrant that you and your End Users are not prohibited or limited in any way from acting as a Talent on the Services or from entering into any Project Agreement to which you are a party and performing Talent Services for a Client in connection with a Project (as defined below) for which you are engaged through the Services by

(i) any contract (e.g., employment, consulting, confidentiality, or non-disclosure agreements);

(ii) your current employer’s policies or codes of conduct if you are employed;

(iii) any similar policies or obligations that limit your conduct in any way; or

(iv) any rule of conduct applicable to your profession or industry, or any similar laws, rules, or regulations.

To the extent your ability to provide Talent Services is limited in any way, you represent and warrant that you have obtained all necessary consents or waivers (e.g., the consent of your employer, any company or organization for which you have consulted, or any affiliated academic or government organization) to offer your Talent Services as a Talent via the Services. You further represent and warrant that you have not been

(A) convicted of, plead guilty to, or admitted committing any criminal offense involving dishonesty or deception (e.g., theft, fraud, etc.) or any crime that may be punishable by a prison term of six months or more (e.g., a felony in the United States) or

(B) subject to an order, judgment, action, or investigation of a court or any national or state regulatory or self-regulatory organization such as the Financial Conduct Authority (FCA) or the Information Commissioner’s Office (ICO) relating to a violation of data protection laws or an accusation of civil or criminal fraud or deceptive practices. In the event you are or have been in the past accused of a felony or any offense involving dishonesty or deception, or sued for theft of corporate assets, fraud, breach of any confidentiality or nondisclosure agreement, breach of fiduciary duty, or any similar action, to promptly disclose that information to Outsized by emailing While Outsized reserves the right to verify this independently, you agree to notify Outsized immediately if your status changes with respect to any of these representations. Notwithstanding the foregoing, Outsized may determine your or your End User’s eligibility to create an Account on the Services in its sole discretion.