CaliberGuild — Terms of Service
Last updated: 10 July 2026
1. These terms and your agreement with us
These Terms of Service ("Terms") govern your access to and use of the CaliberGuild platform at caliberguild.com (the "Platform"). They form a binding agreement between you and Loopsu Pty Ltd trading as CaliberGuild.
By creating an account or using the Platform, you agree to these Terms. If you are using the Platform on behalf of a business, you confirm you have authority to bind that business, and "you" includes that business.
If you don't agree to these Terms, don't use the Platform.
2. Some definitions
- Freelancer — a senior freelance operator who creates a profile and offers services through the Platform.
- Company — a business that uses the Platform to find and engage Freelancers.
- User — anyone who uses the Platform, whether a Freelancer or a Company.
- Engagement — an arrangement between a Company and a Freelancer, formed through the Platform, for the Freelancer to provide services to the Company for an agreed amount.
- Services Contract — the contract for the actual services, which is between the Company and the Freelancer (see section 3).
- Platform Fee — our fee of 5% (inclusive of GST) of the Engagement amount, described in section 9.
3. What CaliberGuild is — and isn't (important)
CaliberGuild is a facilitator and intermediary. We provide a marketplace that helps Companies and Freelancers find each other, and we facilitate the payment for an Engagement.
We are not any of the following:
- We are not the employer of any Freelancer.
- We are not a party to the Services Contract and not a party to the work performed between a Company and a Freelancer.
- We do not provide the professional services ourselves, and we do not supervise, direct, or control how a Freelancer performs.
- We are not an agent of any User, and we do not guarantee the quality, timeliness, legality, or outcome of any work, or any User's conduct.
The Services Contract is between the Company and the Freelancer. They are responsible for agreeing the scope, deliverables, timelines, and any additional terms (including intellectual property and confidentiality — see section 12). Freelancers provide services as independent contractors, not as employees or contractors of CaliberGuild.
Nothing on the Platform creates an employment, partnership, joint-venture, or agency relationship between CaliberGuild and any User, or determines the employment status between a Company and a Freelancer — that is a matter for those parties and their own advice.
4. Who can use the Platform (eligibility)
To use the Platform, you must:
- be at least 18 years old and able to enter into a binding contract;
- be based in Australia (in this version of the Platform, both Freelancers and Companies must be AU-based — this is a current limitation, partly for payment reasons); and
- use the Platform for genuine business purposes, and provide accurate information.
We may decline, suspend, or remove any account at our discretion, including where eligibility isn't met.
5. Your account
You are responsible for keeping your login credentials secure and for activity under your account. Tell us promptly if you suspect unauthorised use. You must give accurate information and keep it up to date.
6. Freelancers — profiles and getting paid
- Your CV and profile. You can upload a CV, which an AI service reads to pre-fill an editable profile (see the Privacy Policy). You review and edit the draft, and choose whether to publish. You warrant that the information you publish is accurate and not misleading, and that you have the right to upload and publish it.
- Public profile. Your published profile is public-facing and visible to Companies and potentially the public. You grant CaliberGuild a non-exclusive, royalty-free licence to host, display, and promote your published profile on and in connection with the Platform. You can edit or unpublish it at any time.
- Payment onboarding. To be paid, you must complete Stripe Express onboarding. Your profile is only shown as "available for hire" once Stripe confirms you can receive payouts. You agree to Stripe's Connected Account Agreement and Stripe's terms, which apply to you directly.
- Independent contractor. You act as an independent contractor and are responsible for your own tax, insurance, superannuation (if applicable), licences, and compliance.
7. Companies — onboarding and job requests
- You provide basic business details to onboard.
- You may post job requests (title, description, required skills, budget, expected duration). Job requests must be genuine, lawful, and accurate.
- You may browse and search Freelancer profiles and initiate Engagements.
- You are responsible for your own assessment of any Freelancer and for the terms you agree with them.
8. Engagements
- An Engagement is formed when a Company proposes an Engagement (with a scope and amount) and the Freelancer accepts it.
- The scope and amount are agreed between the Company and the Freelancer. CaliberGuild is not responsible for the adequacy of the scope, the fairness of the amount, or the performance of the work.
- Work is performed off-platform in this version. The Company and Freelancer are responsible for how the work is carried out and for their Services Contract.
9. Payments, held funds, fees, release and refunds (core mechanics)
CaliberGuild facilitates payment through Stripe Connect, using separate charges and transfers. Here's how it works:
9.1 Payment and holding of funds
- Once an Engagement is accepted, the Company pays the agreed amount through the Platform (via Stripe).
- On successful payment, the funds are held on the platform balance — they are not immediately paid to the Freelancer. The Engagement becomes funded.
9.2 Release and the Platform Fee
- When the Company validates completion of the work, CaliberGuild releases the funds by transferring the agreed amount minus the Platform Fee to the Freelancer's connected Stripe account. The Engagement becomes released.
- The Platform Fee is 5% of the Engagement amount, inclusive of GST, and is retained by CaliberGuild. The Freelancer therefore receives 95% of the Engagement amount. We will make tax invoices available as required.
9.3 What happens if the Company doesn't act
- After a Freelancer indicates work is complete, the Company has a validation window of 14 days to validate completion or raise an issue.
- If the Company does neither within that window, the Engagement is referred to CaliberGuild for manual review, and we may (acting reasonably) release the held funds to the Freelancer, keep them on hold pending contact with both parties, or take other appropriate steps. In this version there is no automatic release; releases and refunds are handled manually where the parties don't act.
9.4 Cancellation and refunds
- Before funding (before the Company has paid), either party may cancel an Engagement at no cost.
- After funding but before release, cancellation requires the mutual agreement of both parties, or a decision by CaliberGuild on manual review. Where an Engagement is cancelled before release, the Company is refunded the amount held, and the Engagement becomes refunded. This is intended to protect a Freelancer who has performed work from a unilateral cancellation.
- CaliberGuild is not obliged to resolve disputes about the underlying work, but may (at its discretion) review the position of both parties before releasing or refunding held funds.
9.5 Merchant of record, chargebacks and taxes
- CaliberGuild is the merchant of record for the payment flow and bears chargeback and payment-dispute liability at the payment layer (there are no reserves in this version). This does not make us responsible for the underlying work or the Services Contract.
- GST on the underlying services (i.e. the Freelancer's services to the Company) is a matter between the Company and the Freelancer, and each party is responsible for its own tax obligations. The Platform Fee is inclusive of any GST payable by CaliberGuild on that fee.
- Amounts are in Australian dollars (AUD).
Stripe's terms also apply to payments, and you authorise CaliberGuild and Stripe to process payments, hold funds, make transfers, and issue refunds as described in these Terms.
10. No circumventing the Platform
The Platform's value — and our ability to run it — depends on Engagements happening through it. So:
- You must not use the Platform to identify a counterparty and then arrange, invoice, or pay for that work off-platform to avoid the Platform Fee, where the connection was made through CaliberGuild.
- This applies during your use of the Platform and for 12 months after you first connect with a counterparty through it.
If you breach this section, we may suspend or terminate your account and recover the fees we would have earned, in addition to any other rights we have.
11. Acceptable use
You must not:
- use the Platform unlawfully, or for fraud, misrepresentation, or money laundering;
- create fake profiles or impersonate others, or publish false or misleading information;
- infringe anyone's intellectual property, privacy, or other rights;
- scrape, harvest, or bulk-extract data from the Platform, or use bots to access it without our permission;
- upload malware, or attempt to compromise the Platform's security or integrity;
- harass, abuse, or harm other Users; or
- circumvent the Platform as described in section 10.
We may investigate suspected breaches and take appropriate action, including suspension or termination.
12. Intellectual property and confidentiality
- Our IP. The Platform, and all intellectual property in it (other than User content), belongs to CaliberGuild or its licensors. We grant you a limited, revocable, non-exclusive licence to use the Platform under these Terms.
- Your content. You keep ownership of the content you upload (such as your CV, profile, logo, and job requests). You grant us a licence to host, store, and display it as needed to run the Platform (including displaying published profiles publicly, as described above).
- Between the Company and the Freelancer. Ownership of, and rights to, the work product produced under an Engagement, and any confidentiality obligations, are governed by the Services Contract between the Company and the Freelancer. CaliberGuild claims no ownership of that work product. We strongly recommend the parties agree clear IP and confidentiality terms before work starts.
13. Disclaimers
- The Platform is provided on an "as is" and "as available" basis.
- We do not warrant or guarantee the accuracy of any User's profile or content, the quality, legality, or outcome of any work, or the conduct or reliability of any User. Users deal with each other at their own risk and are responsible for their own due diligence.
- Australian Consumer Law. Nothing in these Terms excludes, restricts, or modifies any consumer guarantee, right, or remedy you may have under the Australian Consumer Law (Schedule 2 to the Competition and Consumer Act 2010 (Cth)) or any other law that cannot lawfully be excluded ("Non-excludable Rights").
14. Limitation of liability
- To the maximum extent permitted by law, and subject to your Non-excludable Rights, CaliberGuild is not liable for any indirect, incidental, special, or consequential loss, or for loss of profit, revenue, data, goodwill, or business opportunity, arising out of or in connection with the Platform or an Engagement.
- To the extent we are able to limit our liability for breach of a Non-excludable Right in relation to services, our liability is limited (at our option) to re-supplying the services or paying the cost of having them re-supplied.
- Subject to the above, our total aggregate liability to you arising out of or in connection with the Platform is limited to the greater of the Platform Fees we received from you in the 12 months before the claim, or AUD $100.
- We are not responsible for the acts or omissions of other Users, or for the performance of any Services Contract.
15. Indemnity
You agree to indemnify CaliberGuild against loss, liability, and reasonable costs we incur arising from your breach of these Terms, your misuse of the Platform, your content, or your Engagements — except to the extent the loss was caused by our own breach or negligence.
16. Disputes
- Between Users. Disputes about the work, the Services Contract, or an Engagement are primarily a matter between the Company and the Freelancer to resolve. In this version, CaliberGuild may (but is not obliged to) assist by reviewing held funds and deciding, acting reasonably, whether to release or refund them (see section 9).
- With us. If you have a dispute with CaliberGuild, please contact us first (section 19) so we can try to resolve it. If it can't be resolved, the dispute is subject to the governing law and jurisdiction in section 18.
17. Suspension and termination
- You may close your account at any time. Closing your account doesn't end obligations relating to Engagements that are still on foot, or amounts owing.
- We may suspend or terminate your access if you breach these Terms, if required by law, or to protect the Platform or other Users.
- On termination, any funded but unreleased Engagements will be handled under section 9 (release, refund, or manual review as appropriate). Sections that by their nature should survive termination (including fees owing, IP, disclaimers, limitation of liability, indemnity, and governing law) continue to apply.
18. Governing law and jurisdiction
These Terms are governed by the laws of New South Wales, Australia. You and CaliberGuild submit to the non-exclusive jurisdiction of the courts of New South Wales and the courts that hear appeals from them.
19. Contact us
CaliberGuild Loopsu Pty Ltd (ACN 676 832 894) Email: hello@caliberguild.com Post: 9 Bond Street, Maroubra NSW 2035
20. General
- Changes. We may update these Terms from time to time. The current version will be on the Platform with its effective date. If a change is significant, we'll take reasonable steps to notify you. Continuing to use the Platform after a change means you accept the updated Terms.
- Entire agreement. These Terms (with the Privacy Policy and any terms we reference) are the entire agreement between you and us about the Platform.
- Severability. If part of these Terms is unenforceable, the rest continues to apply.
- Assignment. You may not transfer your rights under these Terms without our consent. We may assign ours (for example, on a sale of the business).
- No waiver. If we don't enforce a right, that's not a waiver of it.