Our program: Licensed or Non- Licensed Professional, (“LPs, NLP” or “Consultants”) to
connect with users seeking skills, information and advice (the “Knowledge Receivers”, “KRs" or
Licensed or Non- Licensed Professional, (“LPs, NLP” or “Consultants”) reputation and status.
Rating reviews are completed at end of sessions, so the (“Knowledge Receivers”, “KRs" or
“Clients”) and Licensed or Non- Licensed Professional, “LPs, NLP” or “Consultants”) rate each
Licensed Professional gain account statuses (Levels) based on their performance and reputation.
Advanced levels provide (“Knowledge Receivers”, “KRs" or “Clients”) with benefits, including
offering services for higher prices.
Poor Rating, breaking rules and guidelines will be monitor daily. This can lead to account profile
Table of Contents
1. WisdomFactory23 Services
3. Display and Search
A. The AP Fee
B. TheWisdomFactory23 Fee
7. Non-Disclosure of Information
9. User Content and Licenses
11. Limitation of Liability
14. Legal Jurisdiction and Dispute Resolution
15. Copyright Notice
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16. Warranties and Representations
1. WisdomFactory23 Services
1.1 The www.WisdomFactory23 Site and Application is an online platform which provides
opportunities for LP-NLP Providers seeking to provide experience and knowledge, information
and advice to connect with Knowledge Receivers seeking experience and knowledge,
information and advice. WisdomFactory23 Services provided through the Site or Application
Display – The Platform enables Licensed Professional and Non-Licensed Professional
Providers (e.g. business consultants) to create profiles which display their skills, areas of
expertise, hourly rates, set WisdomFactory23 Program rate, hourly availability and
Search – Knowledge Receivers can use the Platform’s search functionality to find
Licensed or Non-Licensed Professional who have the requisite skills, areas of expertise,
hourly or set program rates, hourly availability and language proficiency they are looking
Book – Through the Platform’s scheduling functionality, Knowledge Receivers can book
30 (thirty) minute sessions (or longer sessions in 30 (thirty) minute increments) with
Licensed or Non-Licensed Professional who have the requisite skills and available hours
(calendar invitations and meetings links are sent when bookings are made);
Advise – The Platform provides multi-functional infrastructure through which the online
advice sessions between the Licensed or Non-Licensed Professional and Knowledge
Receiver takes place which includes video, online chat, VoIP, file upload and screen
sharing functionality (the “Online Consultations”); and Extra Protection (non-view
option) Privacy Name.
Pay – Payments for the Licensed or Non-Licensed Professional services are collected
though the Platform’s payment and billing functionality.
1.2 WisdomFactory23 makes the Site and Application available to Licensed or Non-Licensed
Professional to display their profiles and Knowledge Receivers to search for suitable Licensed or
Non- Licensed Professional. We do not actively introduce Licensed or Non-Licensed
Professional and Knowledge Receivers to each other, nor do we act as a broker between the
Licensed or Non-Licensed Professional and Knowledge Receivers.
1.3 Users do not have the authority to enter into any agreements (whether written, oral or
otherwise), expressly or implicitly, on behalf of WisdomFactory23. For the sake of clarity, no
partnership, joint venture or agency is created between users by agreeing to these Terms.
1.4 WisdomFactory23 does not provide any guarantee that by using the Platform a Licensed or
Non- Licensed Professional will be engaged by Knowledge Receivers.
1.5 Although we use reasonable skill and care in performing our Services we will not verify if,
and cannot guarantee that, all information supplied on WisdomFactory23 Platform is accurate,
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complete or correct, nor can we be held responsible for any errors (including manifest and
typographical errors), any interruptions (whether due to any (temporary and/or partial)
breakdown, repair, upgrade or maintenance of our Site, Application or Platform or otherwise),
inaccurate, misleading or untrue information or non-delivery of information.
1.6 WisdomFactory23 reserves the right, in its sole discretion, to refuse, suspend or revoke
access to our Site, Application or Services where false information is provided or information is
provided which otherwise violates these Terms.WisdomFactory23 may, in this regard, perform
background checks on any information provided by users, including but not limited to
verification of value-added tax (“VAT”) numbers, personal information, professional credentials
or any areas of expertise or skills listed by Licensed or Non- Licensed Professional in their
2.1 Users must register an Account to use the Site, Application or Services.
2.2 WisdomFactory23 Services are intended to be used by Licensed or Non-Licensed
Professional for business purposes only and not for personal or domestic purposes.
2.3 Users registering an Account in their individual capacity, including as self-employed
individuals or sole proprietors, must be 18 years and older to register an account.
2.4 Users registering an Account on behalf of a registered business, company, partnership
(whether incorporated or not) or any other legal entity or agency must comply with all licensing
or registration requirements relevant to their business entity.
2.5 When registering and creating an Account, users provide us with user data and information,
including contact information (company name, personal name and surname, physical and email
addresses, etc.) and information on skills, level or fields of expertise, qualifications, hourly rates
and availability. By providing this information, users expressly provide us permission to publish
this user data and information for purposes of making Licensed or Non-Licensed Professional
listings available to Knowledge Receivers.
2.6 User agrees to provide true, accurate, and complete information when registering their
2.7 Users may not register for more than one account, unless prior written permission has been
obtained from WisdomFactory23.
2.8 Users are responsible for safeguarding their usernames and passwords and keeping this
information confidential always.
3. Display and Search
3.1 WisdomFactory23 makes no representations about, nor do we guarantee, the truthfulness,
accuracy, credibility or integrity of any information provided or maintained by Licensed or Non-
Licensed Professional on the Platform, including but not limited to information about Licensed
or Non- Licensed Professional, commercial background, skills, level or fields of expertise,
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proficiency, qualifications, hourly rates and availability or any other information that is listed or
displayed on our Site or Application by Licensed or Non-Licensed Professional .
3.2 We furthermore make no representations about, nor do we guarantee the ability, reliability or
capability of the Licensed or Non-Licensed Professional to provide advice on the areas of
expertise or skills listed in their profiles.
3.3 We are not required to, nor do we, verify information provided by the users of the Platform.
No background checks are required to be performed by us on any users registered on the Site or
Application. We recommend that Knowledge Receivers only book Online Consultations with
Licensed or Non- Licensed Professional after carefully and thoroughly reviewing their profiles
and whose skills and experience have been verified through the Knowledge Receiver’s own
research or investigations.
3.4 Licensed or Non-Licensed Professional are provided access to an Licensed or Non- Licensed
Professional Account with a calendar and profile section on the Platform where they take
responsibility for updating all skills, rates, hourly availability, and other information that is
displayed on the Platform.
4.1 By scheduling an Online Consultation with a Licensed or Non- Licensed Professional
through the Platform, the Knowledge Receivers enters into a direct, legally binding, contractual
relationship with the Licensed or Non- Licensed Professional with whom an Online Consultation
has been scheduled.
4.2 WisdomFactory23 acts solely as an intermediary between the Knowledge Receivers and the
Licensed or Non- Licensed Professional, transmitting the details of the Knowledge Receiver’s
booking to the relevant Licensed or Non- Licensed Professional and sending a calendar
invitation e-mail on behalf of the Licensed or Non- Licensed Professional. This calendar
invitation e-mail contains the Online Consultation meeting details, including the electronic link
which the Knowledge Receivers should click on to attend the session.
5.1 WisdomFactory23 is not a party to the transaction between the Licensed or Non- Licensed
Professional and the Knowledge Receivers. Users agree to be bound by the provisions contained
in these Terms that relate directly, or indirectly, to the Online Consultations, including but not
additional or different terms should apply to their contractual relationship, provided that these
additional or different terms are not in conflict with the Terms or affect WisdomFactory23’s
rights and obligations in any way.
5.2 Licensed or Non-Licensed Professionals act in their own, independent, capacity during
Online Consultations and remain solely responsible for any services rendered during the Online
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5.3 The approaches, methods and processes followed by Licensed or Non- Licensed Professional
during Online Consultations are determined and controlled solely by the Licensed or Non-
Licensed Professional. Licensed or Non-Licensed Professionals are independent service
providers using the Site or Application to market their skills, information and services to
Knowledge Receivers. Licensed or Non-Licensed Professionals are not employees or agents of
WisdomFactory23. We do not in any way supervise, direct or control the Licensed or Non-
Licensed Professional service and make no representations about, and do not guarantee, the
standard, quality, accuracy or legality of the advice provided by the Licensed or Non- Licensed
Professional during Online Consultations. Knowledge Receivers, in their sole discretion, should
consider whether advice provided by Licensed or Non- Licensed Professional through the
Platform is correct, accurate, suitable and usable.
5.4 It remains the sole responsibility of the Knowledge Receivers to ensure that he/she is
available on the date and time of the scheduled Online Consultation, have sufficient Internet
access and speed to allow for the successful execution of the Online Consultation, and to ensure
that his surroundings and infrastructure (including computer hardware, video and VoIP
functionality, software etc.) allow for the successful execution of the Online Consultation.
5.5 Users are solely responsible, and assume all liability, for determining whether Licensed or
Non- Licensed Professionals provide their services as independent contractors or employees of
the Knowledge Receivers. WisdomFactory23 Services may not be used to circumvent any
payroll tax, employees’ tax or employment law obligations.
5.6 Please also refer to our User Code of Conduct for more detail on the Terms which apply
specifically to the services provided during Online Consultations through the Platform.
6.1 WisdomFactory23 provides payment services to users in respect of the Online Consultations,
including payment collection via credit card and payout services (the “Payment Services”).
6.2 Users agree to provide true, accurate, current and complete information relating to the
Payment Services and to keep this information up to date always. Users are solely responsible for
the accuracy and completeness of information provided in respect of the Payment Services,
6.2.1 Payout service information provided by Licensed or Non- Licensed Professional,
including address, name of account holder, bank name, bank account number or IBAN;
6.2.2 Payment collection service information provided by Knowledge Receivers,
including card holder name, card number, expiry date and CVV.
6.3 Users authorize WisdomFactory23 to collect Payment Service information for purposes of
collecting payments and making payouts. WisdomFactory23 do not store any payment related
data and entrust third-party payment service providers to store your data securely. We will not be
responsible for any loss suffered by any user as a result of inaccurate or incomplete information
provided in respect of the Payment Services.
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6.4 The Payment Services involves the use of third-party payment service providers which are
subject to different terms and conditions (the Platform may contain links to these services
providers). We are not responsible or liable for the services provided by any third-party payment
service providers and do not endorse or guarantee any third-party payment services. The third-
party service providers may in certain instances charge additional fees when processing
payments and payouts in connection with the Payment Services.WisdomFactory23 is not
responsible or liable for such fees and disclaims all liability in this regard. Users are encouraged
to review the terms and conditions applicable to third-party payment services before using the
6.5 We reserve the right to modify the Terms relating to our Payment Services and will provide
notice of any material modifications or changes made via the email address specified in your
Account at least thirty (30) days prior to the date the modified Terms become effective. Any user
which disagrees with the modified Terms relating to our Payment Services may terminate this
Agreement with immediate effect. Continued use of WisdomFactory23 Services, including the
Payment Services, after the date the modified Terms become effective will constitute acceptance
of the revised Terms.
A. The AP Fee
6.6 A fee will be due and payable by the Knowledge Receivers to any Licensed or Non-
Licensed Professional in respect of any online consultation booked and successfully completed
via the Platform (“the AP Fee”).
6.7 The AP Fee due and payable in respect of an online consultation will be calculated by
multiplying the Licensed or Non- Licensed Professional’s rate per hour, as displayed in the
Licensed or Non- Licensed Professional’s profile at the time of booking, by the number of
consecutive hours booked for the online consultation.WisdomFactory23 does not set the hourly
rates as displayed in the Licensed or Non- Licensed Professional’s profiles. These hourly rates
are highly competitive and are set and maintained by the Licensed or Non- Licensed
6.8 The total amount to be paid by the Knowledge Receivers, for the online consultation,
inclusive of the AP Fee and any VAT or other taxes that may apply, will be displayed during the
booking process (the “Total Amount”). Once the quotation has been accepted, the Knowledge
Receivers will be prompted to make a pre-authorized payment via our third-party providers;
Stripe Terms in English, Stripe Terms, or such other payment methods as may be listed from
time to time in these Terms. Successful pre-authorization secures Licensed or Non-Licensed
Professional’s funds as the pre-authorization renders the balance as unavailable on a Knowledge
Receivers’s card until the outcome of the consultation is known.
6.9 Upon successful completion of a pre-authorization on the relevant credit card, the booking
will reflect on the Licensed or Non-Licensed Professional’s dashboard and WisdomFactory23
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calendar. The booking will also reflect on the Knowledge Receivers’s dashboard. A booking
confirmation email will be sent to the Knowledge Receivers and the Licensed or Non- Licensed
Professional with a meeting invite for the online consultation. The online consultation can be
accessed by users via their dashboards or via the meeting invite contained in the booking
Collection of AP Fee
6.10 WisdomFactory23 will collect the Total Amount on behalf of the Licensed or Non-
Licensed Professional from the Knowledge Receivers on the successful completion of the Online
Consultation. For the avoidance of doubt, an Online Consultation will be considered to have
been successfully completed where 1) the Licensed or Non-Licensed Professional and
Knowledge Receivers have successfully joined the Online Consultation within 10 minutes from
the start of the session, and 2) no fatal technical failure was detected by our system during the
6.11 Knowledge Receivers authorize WisdomFactory23 to charge their credit cards for the Total
Amount due, as displayed during the booking process, either directly or via third-party service
6.12 All collections and payouts will be made in USA Dollars.
Cancellations and No-Shows
6.13 No AP Fee will be collected from the Knowledge Receivers if the Online Consultation is
cancelled by either the Knowledge Receivers or Licensed or Non-Licensed Professional via the
Site or Application prior to the commencement of the Online Consultation which, for the
avoidance of doubt, will be the start time of the Online Consultation as displayed in the booking.
6.14 No AP Fee will be collected in the event of a no-show by the Licensed or Non-Licensed
Professional. A no-show by the Licensed or Non-Licensed Professional occurs where the
Licensed or Non-Licensed Professional fails to log into the Online Consultation session within
10 minutes from the Online Consultation’s starting time.
6.15 The Total Amount will be collected in the event of a no-show by the Knowledge Receivers.
A no-show by the Knowledge Receivers occurs where the Licensed or Non-Licensed
Professional has successfully logged into the Online Consultation session, but the Knowledge
Receivers fails to log into the Online Consultation session within 10 minutes from the Online
Consultation’s starting time.
6.16 No AP Fee will be collected in the event where both the Licensed or Non-Licensed
Professional and the Knowledge Receivers fail to successfully log into the Online Consultation
session within 10 minutes from the start of the Online Consultation.
6.17 No AP Fee will be collected in the event that the Online Consultation cannot commence or
is critically interrupted due to a technical error attributable to the Platform.WisdomFactory23
will not be held liable for any technical or infrastructure failures on the part of either the
Licensed or Non-Licensed Professional or Knowledge Receivers. We monitor our systems and
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do our utmost to ensure their technical and functional usability. No penalty will be payable by
WisdomFactory23 to either the Licensed or Non-Licensed Professional or Knowledge Receivers
in the event of any technical of infrastructure failures attributable toWisdomFactory23. In this
instance the Knowledge Receivers will be refunded the full amount.
6.18 No refunds will generally be made once the Total Amount has been collected from the
Knowledge Receivers. Requests for refunds can be made by contacting theWisdomFactory23
support team at firstname.lastname@example.org. Where a refund application has been approved,
the Knowledge Receivers will be refunded the full amount charged less any applicable
Taxes and Invoicing
6.19 An invoice for the AP Fee is generated by the Platform as part of the payment process upon
successful completion of the Online Consultation. Invoices and confirmation of payments made
can be accessed via user accounts.
6.20 The Licensed or Non-Licensed Professional will be solely responsible for 1) determining
the necessity of or confirming that formal invoices have been issued correctly, 2) determining
whether the Licensed or Non-Licensed Professional , or WisdomFactory23, are required by law
to remit any VAT or other similar taxes applicable to the Online Consultation to the relevant
authorities and remitting any such taxes to the appropriate authorities on behalf of itself or
WisdomFactory23, as appropriate and 3) determining whetherWisdomFactory23 is required by
any law to withhold any amount of the AP Fee and for notifyingWisdomFactory23 of any such
requirement and indemnifying WisdomFactory23 for any requirement to pay any withholding
amount to the appropriate authorities (including penalties and interest), either
byWisdomFactory23, at our sole discretion, offsetting the relevant amount against a future
payment of AP Fees to the Licensed or Non-Licensed Professional or the Licensed or Non-
Licensed Professional reimbursing WisdomFactory23 for the applicable amount.
6.21 The VAT or other similar taxes, as calculated in respect of the AP Fee, included in the
booking quotation and displayed on the invoices generated by the Platform, will be calculated in
accordance with rules and assumptions on international tax regulations. These rules and
assumptions do not constitute tax advice and Licensed or Non-Licensed Professional remain
solely responsible for determining any applicable tax or tax reporting requirements relating to the
AP Fee in consultation with their tax advisors.
6.22 WisdomFactory23 will have no responsibility whatsoever for determining the necessity of
or for issuing any formal invoices, or for determining, remitting, or withholding any taxes
applicable to the AP Fee to the necessary authorities.
6.23 It remains the responsibility of the Licensed or Non-Licensed Professional to ensure that
any invoices required in respect of the AP Fee are correct and that the correct amount of VAT or
other similar taxes have been charged on the AP Fee and are remitted to the appropriate
authorities. The Licensed or Non-Licensed Professional must inform WisdomFactory23 within 2
working days from receipt of the invoice if any invoice generated by the platform is incorrect, or
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has been incorrectly issued, or the VAT or other similar taxes have been incorrectly included or
excluded by sending an email to email@example.com. Transactions will not be reversed or
corrected, nor will any credit notes or new or additional invoices be issued by the Platform where
an Licensed or Non- Licensed Professional fails to notify WisdomFactory23 within 2 days from
the receipt of an invoice that such invoice is incorrect, or has been incorrectly issued, or the VAT
or other similar taxes have been incorrectly included or excluded. For the avoidance of doubt, an
invoice will be deemed to have been received from the moment it is accessible via the Licensed
or Non-Licensed Professional booking history.
6.24 In the event of an audit ofWisdomFactory23, Licensed or Non-Licensed Professional agree
to promptly cooperate withWisdomFactory23 and provide copies of their tax returns and other
documents as may be reasonably requested for purposes of such audit.
B. WisdomFactory23 Fee
6.25 In consideration for theWisdomFactory23 Services, we charge Licensed or Non-Licensed
Professional a fee (the “ Fee”), Wisdom Factory 23 calculated as a fixed percentage of the AP
Fee collected on behalf of the Licensed or Non-Licensed Professional . The percentage currently
used for calculating the WisdomFactory23 fee is ten percent (15%). TheWisdomFactory23 Fee is
deducted from the AP Fee payable to the Licensed or Non-Licensed Professional in respect of
the Online Consultation.
6.26 After deducting the applicable WisdomFactory23 Fee, we will remit the balance of the AP
Fee, and any VAT or other taxes collected on the Licensed or Non-Licensed Professional’s
behalf, to Licensed or Non- Licensed Professional via our third-party providers, [STRIPE Terms
in English, STRIPE Terms], or such other payment methods as may be listed from time to time
in these Terms. The balance of the AP fee will be remitted to Licensed or Non-Licensed
Professional once their documents have been successfully verified by STRIPE to qualify for a
Cancellations and No-Shows
6.27 The WisdomFactory23 Fee will only be charged where the AP Fee is collected from the
Knowledge Receivers as per paragraph 8A above.
Taxes and Invoicing
6.28 An invoice for theWisdomFactory23 Fee is generated by the Platform as part of the
payment process upon successful completion of the Online Consultation and remittance of the
AP Fee. Invoices and confirmation of payments made can be accessed via the Licensed or Non-
Licensed Professional’s booking history.
6.29 The AP Fee may be subject to VAT or other similar taxes depending on the laws of the
Licensed or Non- Licensed Professional’s jurisdiction.
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7. Non-Disclosure of Information
7.1 WisdomFactory23 provides multi-functional infrastructure through which the Online
Consultations between users takes place. We are not required to, nor do we, take any
responsibility whatsoever for the safeguarding of information or data, including sensitive
information (such as non-public, confidential or other sensitive information), disclosed by any
user during Online Consultation facilitated by the Platform. As such we are not required to, nor
do we, take any responsibility whatsoever for ensuring that information and data, including
sensitive information, disclosed during an Online Consultation is not disclosed by users to
anyone else after the conclusion of the Online Consultation.
7.2 By accepting these Terms, users agree to be bound by the provisions of our User Code of
Conduct, and as such, agree to act in a professional manner, agrees to ensure that non-public
information and data shared during an Online Consultation remains non-public and agrees to
ensure that sensitive information is protected at all times before, during and after Online
Consultations. Users, who wish to enter into formalized non-disclosure agreements prior to the
disclosure of information and data during an Online Consultation, may do so by uploading,
completing and electronically signing their non-disclosure agreements at the commencement of
the Online Consultation.
8.1 All notices to WisdomFactory23 intended to have a legal effect must be in writing and
delivered either (a) in person, (b) by a means evidenced by a delivery receipt, to the following
via email to firstname.lastname@example.org all such notices are deemed effective upon receipt
9. User Content and Licenses
9.1 WisdomFactory23 enables, in its sole discretion, users to create, upload or post content,
including but not limited to text, photos, video or any other information (“User Content”), for
purposes of creating and maintaining their User profiles.
9.2 Users retain all ownership rights in any User Content created, uploaded, posted on, or
provided to us via, theWisdomFactory23 Site, Application or Platform, including any copyright
rights attached to any copyrightable User Content.
9.3 By creating, uploading, posting or providing User Content, users grant us, to the extent
permitted by applicable law, a non-exclusive, royalty-free, sub-licensable, worldwide license to
use, copy, reproduce, process, adapt, modify, publish, translate, distribute, publicly display of all
such User Content for use in connection with theWisdomFactory23 Site, Application or
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9.4 You represent and warrant that you own the User Content created, uploaded or posted by you
on theWisdomFactory23 Site, Application or Platform, including any copyright rights attached to
any copyrightable User Content, or otherwise have the right, power and authority to create,
upload or post the User Content on theWisdomFactory23 Site, Application or Platform.
9.5 You further represent and warrant that you have the right, power and authority to grant the
licenses specified above and that by creating, uploading, posting or providing such User Content
you will not violate third-party rights of any kind, including but not limited to, Intellectual
Property and Privacy Rights.
9.6 You also hereby grant each user a non-exclusive license to access your User Content through
theWisdomFactory23 Site, Application or Platform and to use such User Content to the extent
permitted through the normal functionality of theWisdomFactory23 Site, Application or Platform
9.7 Notwithstanding the foregoing paragraphs, we will only use or disclose User Content you
post to any non-public area of the Site to the extent necessary to provide theWisdomFactory23
9.8 The licenses to User Content granted by you in this Agreement will terminate within a
commercially reasonable time after you remove or delete your User Content from the Site or
Application, except that you grant us the irrevocable and perpetual license to retain and use, but
not publicly display or distribute, server or archival copies of all User Content that you have
removed or deleted to the extent permitted by applicable law.
9.9 You may submit comments or ideas about the Site and Site Services, including without
limitation about how to improve the Site or Site Services (collectively, "Ideas"). Any Ideas you
submit to us will be considered non-confidential and non-proprietary to you. By submitting any
Ideas, you agree that your disclosure is voluntary, gratuitous, unsolicited, and without restriction
and will not place us under any obligation. You further agree that we are free to use the Ideas
without any additional compensation to you.
9.10 Unless stated otherwise, the software required for, or available on or used by,
theWisdomFactory23 Site, Application, Platform and Services, is owned byWisdomFactory23.
The WisdomFactory23 Site, Application, Platform and Services and any user
orWisdomFactory23 content may be protected by copyright and trademark laws in the European
Union and other countries.WisdomFactory23, and any licensor or authorizing third-party, are the
owners of theWisdomFactory23 Site, Application, Platform and Services and
anyWisdomFactory23 content, including the intellectual property rights associated with it.
TheWisdomFactory23 logos and names are trademarks ofWisdomFactory23 and may be
registered in certain jurisdictions. All other product names, company names, marks, logos, and
symbols on the Site or Site Services may be the trademarks of their respective owners.
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9.11 Subject to your compliance with these Terms, WisdomFactory23 grants you, a limited, non-
exclusive, non-sublicensable, revocable, non-transferrable license to access and use
theWisdomFactory23 Site, Application and Platform solely in connection with your use of
9.12 You must not access (or attempt to access) theWisdomFactory23 Site by any means other
than the interface provided, and you will not use information from theWisdomFactory23 Site for
any purposes other than the purposes for which it was made available.
9.13 You agree not to use theWisdomFactory23 Site for offering any goods or services other
than Licensed or Non- Licensed Professional Services as permitted by this Agreement.
9.14 You must not attempt to reverse engineer, modify, adapt, translate, prepare derivative works
from, decompile, attempt to interfere with the operation of, or otherwise attempt to derive source
code from any part of the Site, Application or Services unless expressly permitted by applicable
10.1 Users use the Site, Application, Platform andWisdomFactory23 Services at their own risk.
TheWisdomFactory23 Site, Application, Platform and Services are provided “as is”, without any
warranty of any kind, either express or implied.
10.2 Users understand and acknowledge thatWisdomFactory23 will not be held liable for any
loss or damage caused by any reliance on the skills, information or advice accessed or provided
during Online Consultations or otherwise, through theWisdomFactory23 Site, Application,
Platform and Services.WisdomFactory23 is not responsible for, and expressly disclaims, any and
all liability related to any skills, information or advice provided or accessed during Online
Consultations or otherwise, through theWisdomFactory23 Site, Application, Platform and
10.3 WisdomFactory23 cannot be held liable for any advice provided by any Licensed or Non-
Licensed Professional during Online Consultations or otherwise, and you agree to
freeWisdomFactory23 of any liability whatsoever as far as the advice provided and any
consequences resulting from it.
10.4 Users understand and acknowledge thatWisdomFactory23 does not have an obligation to
conduct background checks on any Users, but may, in its sole discretion, conduct such
background checks, to the extent permitted by applicable law.
10.5 WisdomFactory23 makes no warranty:
10.5.1 that theWisdomFactory23 Site, Application, Platform and Services will be available on an
uninterrupted, secure, or error-free basis;
10.5.2 that any advice or services received via theWisdomFactory23 Site, Application, Platform
and Services is correct, accurate, complete, reliable, suitable, usable and meets Users’
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10.5.3 regarding the quality of any advice or services received via theWisdomFactory23 Site,
Application, Platform and Services.
11. Limitation of Liability
11.1 Users acknowledge and agree that, to the maximum extent permitted by law, the entire risk
arising out of your access to and use of theWisdomFactory23 Site, Application, Platform, and
Services, including Online Consultations or any other contact with other Users, remains with
11.2 Except for any liability in relation to the breach of any implied condition, warranty or
guarantee in this agreement, the exclusion of which would contravene the law or cause any part
of this agreement to be void (“the Excluded Conditions”), and to the extent permitted by
law,WisdomFactory23 disclaims all liability for any loss or damage, whether actual, special,
direct, indirect or consequential, of any kind, including but not limited to loss of income, revenue
or profits, loss of data, loss of goodwill or reputation, loss of production or interruption of
services, arising out of or in connection with any Online Consultations or other transactions
between Knowledge Receivers and Licensed or Non- Licensed Professional .
11.3 Except for any liability in relation to the breach of any Excluded Condition, and to the
extent permitted by law,WisdomFactory23 disclaims all liability for any loss or damage, whether
actual, special, direct, indirect or consequential, of any kind, including but not limited to loss of
income, revenue or profits, loss of data, loss of goodwill or reputation, loss of production or
interruption of services, arising out of or in connection with any transactions between Users and
any third-party service providers used as part of forming part of theWisdomFactory23 Site,
Application, Platform, and Services.
11.4 Except for instances of gross negligence, willful misconduct or any liability in relation to
the breach of Excluded Conditions, WisdomFactory23’s liability arising out of or in connection
with these terms or from the use, or inability to use, by a User of theWisdomFactory23 Site,
Application, Platform, and Services shall not exceed the amount the User has paid in the twelve
(12) month period preceding the event or incident giving rise to the liability. Certain jurisdictions
do not allow the exclusion or limitation of liability for consequential or incidental damages; the
limitations of damages set forth above may therefore not apply to all Users.
12.1 Users agree to release, indemnify, and holdWisdomFactory23 and its affiliates and
subsidiaries, and their officers, directors, employees and agents, harmless from and against any
claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal
and accounting fees, arising out of or in any way connected with 1) access to or use of
theWisdomFactory23 Site, Application, Platform, and Services, 2) breach of these Terms, 3) the
improper use of theWisdomFactory23 Site, Application, Platform, and Services, 4) any
interaction between Users and 5) Users’ reliance on any information exchanged via
theWisdomFactory23 Site, Application, Platform, and Services.
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13.1 Either Users orWisdomFactory23 may terminate Users’ accounts or this Agreement at any
time for any reason.
13.2 Third Party Services are subject to Third Party Service provider terms and conditions.
13.3 Sections 8 (Pay), 13 (Limitation of Liability), 14 (Indemnification) and 16 (Legal
Jurisdiction and Dispute Resolution) and any other terms which by their nature should continue
to apply, will survive any termination or expiration of this Agreement.
13.4 If a User account or this Agreement is terminated for any reason, the user may not
withoutWisdomFactory23’s consent (in its absolute discretion) create any further
14. Legal Jurisdiction and Dispute Resolution
14.1 To the extent permitted by law, this Agreement and the provision of our Services shall be
governed by and construed in accordance with German law and any dispute arising out of this
Agreement and our Services shall exclusively be submitted to the competent courts in Berlin,
14.2 This choice of law does not impact users’ rights as consumers according to the consumer
protection regulations of their countries of residence. If a user is acting as a consumer, the user
agrees to submit to the non-exclusive jurisdiction of the courts. Judicial proceedings that you can
bring against us arising from or in connection with this Agreement may only be brought in a
court located in New Mexico USA or a court with jurisdiction in your place of residence. If we
wish to enforce any of our rights against you as a consumer, we may do so only in the courts of
the jurisdiction in which you are a resident. If you are acting as a business, you agree to submit
to the exclusive jurisdiction of the courts in New Mexico, USA.
15. Copyright Notice
15.1 WisdomFactory23 respects the intellectual property rights of others and desires to offer a
platform which has no content that violates the said rights. Our Terms and Conditions
Agreement requires that users provide information which is lawful, accurate and does not violate
rights of third parties.
15.2 In order to ensure our objective is adhered to, WisdomFactory23 has provided a detailed
procedure for submission of complaints regarding content on our website by our users. Our
policy and procedures are described and/or referenced in the sections herein below.
15.3 Kindly note that whether or not we disable access to or remove content, WisdomFactory23
may take a good faith attempt to forward the written notice which includes the complainant’s
contact information, to the users who provided the content and/or take other reasonable measures
to notify the user that WisdomFactory23 has received notice of an alleged violation of
intellectual property rights.
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15.4 WisdomFactory23 has the discretion to terminate and/or disable the user’s account in the
event he or she is found culpable of infringing the rights of others.
15.5 Kindly note that WisdomFactory23 requires that you submit truthful and accurate
information in the notice or counter-notice and the same must be submitted under penalty of
perjury. Be warned that a false notice or counter-notice may result to personal liability. We
advise that you seek legal counsel before submitting a notice or a counter-notice.
Notice of Copyright Infringement
15.6 WisdomFactory23 has incorporated procedures for receiving written notification of alleged
infringements pursuant to the Digital Millennium Copyright Act (17 U.S.C. § 512).
WisdomFactory23 has designated an agent to receive notices of claimed copyright infringement.
In the event your copyright has been infringed, please furnish us with a written communication
containing the following information:
1. An electronic or physical signature of the person authorized to act on behalf of the owner
of the copyright interest;
2. A description of the copyrighted work that you claim has been infringed;
3. A description specifying the location on our website of the material that you claim is
4. Your email address and your mailing address and/or telephone number;
5. A statement by you that you have a good faith belief that the disputed use is not
authorized by the copyright owner, its agent, or the law; and
6. A statement by you, made under penalty of perjury, that the information in your notice is
accurate and that you are the copyright owner or authorized to act on the copyright
15.7 In the event you believe that a notice of copyright infringement has been unfairly submitted
against you, please feel free to submit a Counter-Notice. The Digital Millennium Copyright Act
under Sections 512 (g) (2) and (3) provide for submission of Counter-Notice.
Please furnish us with a written communication containing the following information:
1. Your physical or electronic signature;
2. Identification of the material removed or to which access has been disabled;
3. A statement under penalty of perjury that you have a good faith belief that removal or
disablement of the material was a mistake or that the material was misidentified;
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4. Your full name, your email address, your mailing address, and a statement that you
consent to the jurisdiction of the Federal District court (i) in the judicial district where
your address is located if the address is in the United States, or (ii) if your address is
located outside the United States, and that you will accept service of process from the
Complainant submitting the notice or his/her authorized agent.
16. Warranties and Representations
16.1 Please note that this is WisdomFactory23 no warranty of legal liability for the quality or
reliability of our services. WisdomFactory23 and its affiliates make no representation or
warranty about the services, including any representation that the services will be uninterrupted
or error-free and provide the services (including content and information) on “as is” and “as
available” basis. To the fullest extent permitted under applicable law, WisdomFactory23 and its
affiliates disclaim any implied or statutory warranty, including any implied or statutory warranty,
including any implied warranty of title, accuracy of data, non-infringement, merchantability or
fitness for a particular purpose.
Exclusion of Liability
16.2 Please note that these are the limits of legal liability WisdomFactory23 may have to you. To
the fullest extent permitted by law (and unless WisdomFactory23 has entered into a separate
written agreement that overrides this agreement), WisdomFactory23 including its affiliates, will
not be liable in connection with this agreement for lost profits or lost business opportunities,
reputation (e.g., offensive or defamatory statements), loss of data (e.g., down time or loss of your
information or content) or any indirect, incidental, consequential, special or punitive damages.
17.1 Except as they may be supplemented by additional terms and conditions, policies,
guidelines or standards, these Terms constitute the entire Agreement between WisdomFactory23
and users pertaining to the subject matter hereof, and supersede any and all prior oral or written
understandings or agreements between WisdomFactory23 and users in relation to the access to
and use of the WisdomFactory23 Platform, Site, Application and Services.
17.2 No joint venture, partnership, employment, or agency relationship exists between users’ and
WisdomFactory23 as a result of this Agreement or the use of the WisdomFactory23 Site,
Application, Platform, and Services.
17.3 This Agreement does not and is not intended to confer any rights or remedies upon any
person other than the parties to this Agreement.
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17.4 The provisions of this Agreement are severable. If any provision of this Agreement is held
to be invalid or unenforceable, such provision may be removed and will not affect the validity
and enforceability of the remaining provisions.
17.5 WisdomFactory23’s failure to enforce any right or provision in this Agreement will not
constitute a waiver of a future enforcement of such right or provision. The waiver of any such
right or provision will be effective only if in writing and signed by a duly authorized
representative ofWisdomFactory23. Except as expressly set forth in this Agreement, the exercise
by either party of any of its remedies under this Agreement will be without prejudice to its other
remedies under this Agreement or otherwise permitted under law.
17.6 You may not assign, transfer or delegate this Agreement and your rights and obligations
hereunder withoutWisdomFactory23’s prior written consent. We may without restriction assign,
transfer or delegate this Agreement and any rights and obligations hereunder, at our sole
discretion, with 30 days prior notice. Your right to terminate this Agreement at any time remains
17.7 If you reside in the EU you can access the European Commission’s online dispute
resolution platform here: http://ec.europa.eu/consumers/odr. Please note thatWisdomFactory23 is
not committed nor obliged to use an alternative dispute resolution entity to resolve disputes with
17.8 The English language version of the Terms of Service will be controlling in all respects and
will prevail in case of any inconsistencies with translated versions, if any.
II. Customer Information
Identity of the Provider
Alternative dispute resolution:
2. Information regarding the conclusion of the contract
By placing our services in question on our website, we provide you with a binding offer to
conclude an agreement subject to the conditions specified in the aforementioned terms and
The conclusion of the service agreement takes place via the website as follows:
The services agreement can be entered by registering for our services. You can select
“REGISTER” using the appropriate buttons on the navigation bar.
After calling up the “REGISTER” page and entering the required personal data you can
still make changes there at any time. By selecting the button “NEXT” you register for our
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The conclusion of a contract with a Licensed or Non-Licensed Professional takes place via the
website as follows:
(5) You are not bound by your enquiries regarding the creation of an offer that have been
conveyed to us. We supply you with a textual and binding offer (e.g. via e-mail), which you can
accept within a period of 5 days.
(6) The execution of the contract and the sending of all the details necessitated by the conclusion
of the contract take place via e-mail, in a partially-automated manner. Consequently, you have to
ensure that the e-mail address that you have deposited with us is the correct one, and that the
receipt of the respective e-mails is guaranteed. In particular, you have to ensure that the
respective e-mails are not blocked by a SPAM filter.
3. Contractual language, saving the text of the contract
3.1 Contract language shall be English.
3.2 The complete text of the contract is not saved with us. Before the agreement is concluded, the
contract data can be printed out or electronically saved using the browser’s print function. After
the registration is received by us, the registration data and the standard business terms are re-sent
to you via e-mail.
3.3 You will be sent all contractual information within the framework of a binding offer in
written form, via e-mail for example, for quotation requests outside of the online shopping basket
system, which can be printed out or saved electronically in a secure manner.
4. Requirements for product or service use
To use our services, you need a browser with HTML5 support and a stable internet connection.
Without these conditions the use of the service is excluded.
Costs and Billing
How It Works
Trust and Safety
Terms and Conditions
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Code of Conduct
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