Updated: April 24, 2015

Welcome to Avisare. This User Agreement (“Agreement”) is a contract between you (“you”, “your” or “User”) and EOS Management Group, LLC (“Avisare”, “we”, “us” or “our”) and explains the terms under which you are allowed to use the Avisare website at https://avisare.com (the “Site”) and Site Services. By accessing or using the Site, you agree to comply with and be legally bound by this Agreement. This Agreement incorporates by reference the agreements and policies referred to herein or linked from www.avisare.com/terms(“Terms of Use”). Any capitalized term used herein shall have the meaning set forth in Section19

1. THE AVISARE PLATFORM. The Avisare platform provides a curated environment for Clients to advertise Jobs to Consultants. If a Consultant agrees on the terms advertised by or negotiated with a Client, Consultant may enter into a consulting relationship by executing a form of consulting agreement proposed by the Client (an “Engagement”). You acknowledge that Avisare is not a party to an Engagement between a Client and Consultant, but will be a third party beneficiary thereto.

2. ACCOUNTS. To access Site Services or become a User you must register for an Avisare account (“Account”). You agree to provide true, accurate and complete information to us and on all registration and other forms you access on the Site,and to update such information to maintain its truthfulness, accuracy and completeness. You must not provide misleading information about your location. You must not register for more than one Client Account and one Consultant Account without express written permission from Avisare. Upon Account registration, and from time to time thereafter, your Account may be subject to verification as well as editorial and feedback reviews.

Avisare offers the Site Services for your business purposes, and not for personal, household, or consumer use. To register for an Account, you must be a legal entity, or an individual in business 18 years or older who can form legally binding contracts. If you are registering an Account on behalf of a legal entity, you represent that you have the authority to bind the legal entity to this Agreement.When you register for an Account, you also must accept all of the Terms of Service, including this Agreement. By registering for an Account, you agree: (a) to abide by this Agreement and the processes, procedures,and guidelines described throughout the Terms of Service and the Site,and (b) to be financially responsible for your use of the Site and the purchase or delivery of Consultant Services. Avisare reserves the right in its sole discretion to refuse, suspend, or terminate Site Services to youupon discovery that any information you provided on any form or posted on the Site or otherwise provided to us is untrue, inaccurate, or incomplete, or otherwise violates the Terms of Service, or for any other reason or no reason in Avisare’s sole discretion.


3.1 Avisare Fees. In consideration for providing Clients with a curated platform to solicit consulting talent, Avisare will receive a nonrefundable Service Fee equal to twelve percent (12%)of the Engagement Amount, which shall be paid to Avisare by the Client when funds are deposited into escrow. Because the Service Fee is payment for matching services, Avisare will not refund any portion of the Service Fee if, including but not limited to,(i) the Engagement is terminated for any reason prior to completion, or (ii) the Client finds the Consultant’s performance to be unsatisfactory.

3.2 Other Fees. Additional charges may be imposed by Avisare or third parties for providing you with certain services, including but not limited to, payment processing and escrow-related services.

4. JOB.

4.1 Non Disclosure Agreement. When a Client posts a Job on the Site, the Client has the option of requiring Consultants to agree to the terms and conditions of a non-disclosure agreement (an “NDA”) before receiving access to a full Job description.

4.2 Request for Proposal. If a Job requires prospective Consultants to submit a proposal, Consultant and Client acknowledge that such proposal shall be submitted and managed through the Site.

4.3 Client Representations. By entering into an Engagement with a Consultant, Client represents that it (i) has the intent to see the Engagement through completion, and (ii) is capable of paying the agreed upon compensation to the Consultant in accordance with the payment schedule agreed upon by the parties.

4.4 Consultant Representations. Consultant agrees that by entering into an Engagement with a Client, that the Consultant is competent to perform the Job.

5. RATING AND FEEDBACK SYSTEM. Avisare encourages you to leave objective balanced feedback about Users with whom you have transacted. You acknowledge and agree that the Site contains public feedback from Users with whom you have transacted. You acknowledge that feedback results for you may consist of comments and ratings left by other Users and that Avisare may calculate a composite feedback number based on these individual ratings. Consultants agree to be rated by Clients, and Clients agree to be rated by Consultants, along with several other criteria, as determined by Avisare. Avisare does not monitor or censor these postings or investigate any remarks posted by Users for accuracy or reliability unless a User brings the posting to Avisare’s attention. You may be held legally responsible for damages suffered by other Users or third parties as a result of your remarks if a court finds that your remarks are legally actionable or defamatory. By law, Avisare is not legally responsible for any feedback or comments posted or made available on this Site by any Users or third parties, even if that information is defamatory or otherwise legally actionable.

You agree to report violations or abuses of our rating and feedback system immediately by contacting Customer Support, and agree not to take any actions that undermine the integrity of the feedback system, including but not limited to the following:

• Leaving feedback for yourself, using a different username or another User’s username.

• Leaving fake or inaccurate feedback for another User.

• Soliciting other Users to leave fake or inaccurate feedback.

• Threatening to leave negative feedback to induce another User to perform a task not required by an Engagement.

• Withholding deliverables or funds required by the Engagement to induce another User to leave positive feed back or no feedback.

• Feedback solicitation such as offering to sell or buy services in exchange for positive feedback, trading feedback undeservedly or buying feedback.