Ondera Terms of Service

Ondera is a managed B2B marketplace that connects companies seeking professional AI data services ("Buyers") with specialist service providers such as annotation, transcription, data collection, RLHF, and expert review teams ("Vendors"). Ondera facilitates discovery, structured briefs, evidence-based bidding, managed anonymized connections, and project tracking. Ondera is an infrastructure platform and is not a party to any service agreement formed between a Buyer and a Vendor.

2.1. Accounts are strictly for legitimate businesses and their authorized representatives. You must sign up with a valid company email address and provide verifiable corporate information.

2.2. You are responsible for all activity under your account and for keeping access credentials (including magic-link authentication) secure.

2.3. We reserve the right to decline, suspend, or terminate accounts that provide false information, misuse the platform, or violate these Terms. Suspended accounts may retain read access but cannot post briefs, submit bids, or message counterparties.

2.4. Geographic Restrictions. The platform is not available to individuals or entities located in, incorporated in, or ordinarily resident in jurisdictions subject to comprehensive international sanctions or restricted by our payment processors — currently including Cuba, Iran, North Korea, Syria, Russia, Belarus, and the Crimea, Donetsk, and Luhansk regions of Ukraine — nor to any person or entity named on applicable sanctions lists (including US OFAC, UK, and EU restricted-party lists). We may suspend or terminate accounts, and decline verification, where we determine a geographic or sanctions restriction applies. This list may be updated as compliance requirements change.

3.1. Ondera offers tiered verification levels ("Company Verified" and "Documents Verified") based on periodic checks, including reviews of websites, corporate email domains, public professional profiles, and official company registration documents submitted by users.

3.2. Verification indicates only that specific checks were passed at a single point in time. It does not constitute a guarantee, endorsement, or warranty of any party's quality, solvency, legality, capability, or performance. You remain entirely responsible for conducting your own due diligence before entering into any external contract.

4.1. Buyers may post project briefs; Vendors may respond with structured bids. All briefs and bids must pass through Ondera moderation before becoming visible on the marketplace. We may approve, return with formatting requirements, or edit briefs for clarity and completeness (logged and displayed as "Edited by the Ondera team").

4.2. All content you post must be accurate, lawful, and yours to share. Bids represent binding operational commitments of the Vendor that submitted them; Ondera does not alter bid metrics or pricing content.

4.3. You are strictly prohibited from including direct contact details, external hyperlinks, or identifying information intended to circumvent the platform's anonymization and connection process in briefs, bids, or any pre-connection communication fields.

5.1. Vendor identities are strictly anonymized to Buyers (and Buyer identities may be anonymized upon the Buyer's selection) until a Managed Connection is formally activated by the system.

5.2. A Managed Connection is initiated when a Buyer spends a platform connection credit on an anonymous bid, shifting the connection state to 'Pending_Vendor_Accept'. The connection is activated when the Vendor accepts the request and spends the required credit allocation. Upon activation ('Active_Match'), real identities and the contact details designated for sharing are revealed, and a secure communication channel opens.

5.3. Pending connection requests expire automatically after 72 hours ('Canceled_Ghosted'). Repeated failure to respond to connection requests, or persistent unresponsiveness after connecting, may result in account flags, administrative warnings, and reduced platform visibility.

6.1. Platform connections are paid for exclusively with platform credits. Credit packs are purchased through our third-party merchant of record (Paddle), whose standalone billing terms also apply to the purchase transaction.

6.2. Platform credits are non-refundable as cash in all cases. All credit pack purchases are final. Credits do not expire and remain as a ledger balance within your user account.

6.3. Credits automatically return to your account balance (never as cash) if a connection fails to complete, specifically if: the Vendor declines the request; the request expires unanswered after 72 hours ('Canceled_Ghosted'); or a counterparty is confirmed unresponsive or in material breach following an official Ondera platform review. Promotional or administrator-granted credits follow the same rules.

6.4. We reserve the right to change credit pricing structures, pack compositions, or connection credit costs prospectively. Such changes will not affect credits already settled in your existing account balance.

7.1. Ondera does not process, hold, escrow, or transfer payments for project work. Buyers and Vendors settle payment for services directly between themselves off-platform, on terms they mutually negotiate. We recommend milestone-based payment and paid pilot batches.

7.2. Payment, invoice, and milestone statuses displayed within Ondera deal rooms are for informational tracking and workflow organization purposes only. They do not represent funds held, secured, or cleared by Ondera.

7.3. Ondera does not guarantee financial payment to Vendors or service delivery to Buyers. Any escrow or quality-assurance-supported payment features launched in the future will be governed by explicit, additional terms.

7.4. Fee Circumvention. You may not use the platform to identify a counterparty and then deliberately move off-platform in order to avoid the connection credit process — including soliciting or sharing contact details before a Managed Connection is activated, or instructing a counterparty to bypass a pending connection request. Once a Managed Connection has been activated and the applicable credits spent, both parties are free to communicate, contract, and settle payments through any channel they choose; however, communications and agreements conducted outside Ondera cannot be considered in Ondera-facilitated dispute reviews (Section 8.2), and off-platform activity does not accrue platform track record, ratings, or completed-project counts. Deliberate circumvention of the connection credit process may result in account termination and forfeiture of remaining credit balances under Section 16.

8.1. Upon successful connection activation and bid acceptance, a secure deal room is provided for milestone management, file exchange, and project communications.

8.2. Ondera does not actively monitor private communications. Messages and files are securely stored. In the event of a formal operational dispute, either party may request that Ondera review the relevant digital thread as historical evidence. Agreements or communications made outside of the Ondera platform cannot be considered in Ondera-facilitated dispute reviews.

8.3. Ondera may, at its sole discretion, offer good-faith, non-binding mediation of operational disputes via internal reporting tools. We do not act as a legal arbitrator, and all formal legal disputes remain exclusively between the Buyer and the Vendor.

9.1. After a project workflow is marked as completed and fully paid by the parties, both users may submit mutual reviews. Reviews are held blind until both parties submit their input or a set administrative period elapses. Reviews are immutable after submission and may be hidden (not edited) by Ondera for policy violations.

9.2. Reviews must reflect genuine professional experience. Fake, incentivized, coercive, or retaliatory reviews are strictly prohibited and will be removed upon review.

You explicitly agree not to: (a) circumvent connection fees, platform credits, or profile anonymization; (b) misrepresent your corporate identity, credentials, geographical workforce location, or actual technical capabilities; (c) post unlawful, infringing, or deceptive project content; (d) scrape, harvest, or bulk-extract platform data, user directories, or platform framework parameters; (e) use the platform to solicit users for competing data marketplaces; (f) upload malicious files, scripts, or executable code; (g) use the platform to source, distribute, or annotate datasets containing illegal materials, explicit adult content, or synthetic variations thereof; (h) use the platform to coordinate low-value traffic generation, click-fraud systems, or artificial engagement farming; (i) use the platform in connection with projects involving gambling services, illegal substances, weapons, counterfeit goods, or content infringing intellectual-property rights; (j) post briefs or perform work relating to regulated activities (including telemedicine, pharmaceuticals, cryptocurrency exchange services, or stored-value products) without holding, and providing on request, the applicable regulatory licenses; (k) misrepresent your jurisdiction, ownership, or sanctions status; (l) post briefs, submit bids, or perform work involving data collection or annotation intended for weapons systems, autonomous targeting, military or intelligence surveillance applications, or any use subject to export-control regulation of defense articles — nor projects whose foreseeable primary application is causing physical harm to persons.

Each brief published and each bid submitted on the platform includes an affirmative attestation by the submitting party that the project or services offered comply with this Section 10. Attestations are recorded with the relevant brief or bid.

11.1. Proprietary materials shared in briefs, bids, and deal rooms (including guidelines, datasets, and samples) are strictly confidential to that specific project and may not be disclosed to third parties or used for any other purpose.

11.2. As between Buyer and Vendor, ownership of deliverables and project intellectual property is governed exclusively by their own direct agreement. Ondera claims no ownership over your uploaded content; you grant us a limited, worldwide license to host, display, and process your data solely as required to operate the platform features.

11.3. The Ondera platform, brand design, interface structure, and software architecture are the exclusive property of Ondera.

Vendors operate as entirely independent businesses. Nothing in these Terms creates an employment, agency, legal partnership, or joint-venture relationship between Ondera and any user, or between Ondera and any marketplace engagement.

THE PLATFORM IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT ANY BUYER OR VENDOR WILL PERFORM, PAY, OR DELIVER; THAT ALGORITHMIC MATCH SCORES ARE ACCURATE PREDICTIONS; OR THAT THE PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ONDERA'S TOTAL COLLECTIVE LIABILITY ARISING FROM OR RELATED TO THE PLATFORM SHALL NOT EXCEED THE TOTAL CASH AMOUNTS YOU PAID DIRECTLY TO ONDERA VIA PADDLE IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. WE SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, DATA, OR BUSINESS.

You will indemnify, defend, and hold harmless Ondera and its operators from any claims, damages, liabilities, or expenses arising out of your content, your use of the platform, your violation of these Terms, or your contractual engagement with any marketplace counterparty.

You may request to close your account at any time. We reserve the right to suspend or terminate accounts for material breach, systemic misuse, or legal compliance necessity. Credit balances belonging to accounts terminated due to a material breach of Section 7.4 (Fee Circumvention) or Section 10 (Acceptable Use) may be permanently forfeited. Sections that by their nature should survive termination (including 6.2, 8.2, 11, and 13–15) survive termination.

We may update these Terms from time to time. Material changes will be notified via the platform or by email, and the "Last updated" date will be revised. Continued use of the platform after the effective date of updated Terms constitutes acceptance of the changes.

These Terms are governed by and construed in accordance with the laws of Egypt. Any dispute, controversy, or claim arising out of or relating to these Terms, including their validity or termination, shall first be pursued amicably, failing which it shall be referred to the exclusive jurisdiction of the competent courts of Cairo, Egypt.

Ondera Marketplace Project · Cairo, Egypt · hello@onderahq.com