Mentor Agreement Between Ureeka and Mentor for Use of the Service

Effective date: October 21, 2019

1. Acceptance. By clicking “I accept” (or any similar indicia of acceptance), you (“Mentor”) agree (a) to engage Ureeka, Inc. (“Ureeka”) to provide you with the Ureeka Services for Mentors (defined below); and (b) to comply with the terms of service set forth in this Agreement between Ureeka and Mentor for use of the Service (“Agreement”).
2. Terms of Service. This Agreement is incorporated by reference into the Ureeka Terms of Use for the Service https://www.ureeka.biz/legal/tos (“Terms”). To the extent there is a conflict between the Terms and this Agreement, this Agreement will govern solely to the extent of the conflict.
3. Definitions. Capitalized terms used but not defined in this Agreement have the meanings given in the Terms. The following terms have the following meanings, and all other terms defined in this Agreement have the meanings provided in context.a. “Start Date” means the first date on which Mentor provides Mentoring Services.
4. The Ureeka Services for Mentors. Ureeka will provide the following services to Mentor who is approved by Ureeka to perform services for Clients (the “Ureeka Services for Mentors”).a. Inclusion in Directory: Ureeka will include Mentor in its directory of Consultants with information provided by Mentor, so that Mentor is available to be paired with Clients.

   b. Administrative, Management & Technology Services: Ureeka will provide miscellaneous administrative and management services to facilitate Mentor’s activities, including the technology and operations necessary to communicate with Mentor and Clients.

   c. Customer Service: Ureeka will provide personnel to field Clients’ complaints and use commercially reasonable efforts to resolve such complaints.

5. Exclusions from the Ureeka Services for Mentors. The Ureeka Services for Mentors relate to the business services set forth above, which may be updated from time to time. The Ureeka Services for Mentors do not include anything related to providing advice or freelancing. Mentor is solely responsible for all of Mentor’s own materials or requirements needed, desired or related to providing a range of services for Clients, including consulting advice and work product (“Mentor Services”). Ureeka is not, and will not be, responsible for any liability arising out of services performed for Clients. Mentor is not permitted to represent to Clients or others that Mentor is an employee, contractor, or agent of Ureeka.
6. Service Control. As an independent business and Mentor of Ureeka, Mentor maintains complete control over Mentor’s use of the Service, including:a. Mentor decides when to log into the Service and be available for appointments;

   b. Mentor decides whether to accept, reject, or ignore offers to work with certain Clients and/or Client projects if logged in;

   c. Mentor is permitted to select Mentor’s attire for the Mentor Services – no uniforms or other specific clothes are required;

   d. Mentor confers with the Client to determine the time and location of the Mentor Services – Ureeka is not involved;

   e. Mentor is permitted to maintain Mentor’s independent business, other employment and other clients without using the Service;

   f. Mentor exclusively controls Mentor’s performance of the Mentor Services, including, but not limited to, possessing the requisite skills, credentials and training to perform Mentor Services that he or she accepts hereunder.

7. Mentor Services. Mentor will provide the Mentor Services to Clients that Mentors agree to mentor. Mentor agrees that in performing the Mentor Services, Mentor will act in the best interest of the Client. Mentor will continue to provide the same level of high quality Mentor Services throughout the term of this Agreement. In performing the Mentor Services, Mentor will be honest, truthful and give recommendations to the best of their knowledge.
8. Compensation. Mentor will provide the Mentor Services at no cost to Clients and Ureeka. By performing the Mentor Services, Mentor will have the opportunity to expand Mentor’s network.
9. Independent Contractor Relationship; No Legal or Other Advice. Mentor acknowledges that Mentor is an independent contractor and not an employee of Ureeka for all purposes. Neither this Agreement nor Mentor’s performance under this Agreement creates an association, partnership, joint venture, or relationship of principal and agent, master and servant, or employer and employee, between Ureeka and Mentor.
10. Expenses. Ureeka and Mentor will each bear his, her or its own expenses relating to this Agreement and performance thereunder.
11. Termination. This Agreement commences upon Mentor’s acceptance of its terms and continues until terminated. Either party may terminate this Agreement for convenience immediately upon written notice to the other party.
12. Effects of Termination. All licenses granted by Ureeka under this Agreement will be revoked as of the termination of this Agreement. Notwithstanding the foregoing, Sections 5 (the last two sentences), 9, 10, and 12 through 14 will survive such termination.
13. Changes. Changes to this Agreement will be binding upon a party who confirms such change in writing, including via electronic mail, if such writing specifically refers to this Agreement.
14. Miscellaneous. (a) Excepting the arbitration provisions in the Terms, which are governed by the Federal Arbitration Act, 9 U.S.C. § 1 et seq., this Agreement will be governed by California law, and all disputes will be heard only in state or federal court in San Francisco, California. Any legal fees and expenses relating thereto will be awarded to the successful party; (b) This Agreement, together with any Ureeka rules or policies (including the Terms) referred to herein, represents the complete agreement between Mentor and Ureeka concerning the subject matter hereof, and it replaces and supersedes all prior oral or written communications concerning such subject matter; (c) Any notice hereunder must be given in writing by electronic mail to Ureeka at legal@ureeka.biz (if made by Mentor to Ureeka) or to the Mentor email provided to Ureeka or updated in the Service (if made by Ureeka to Mentor).