GigShield.ai — Terms and Conditions

These Terms and Conditions ("Terms") are entered into between GigShield.ai Ltd, a company registered in England and Wales under company number 17223823, with its registered office at 124-128 City Road, London, England, EC1V 2NX ("GigShield," "we," "us," or "our"), and you ("User," "you"). GigShield operates a platform that facilitates secure payment escrow ("Shields") between businesses and remote professionals for project-based and retainer work ("Gigs"), together with the GigShield website and related services (the "Platform"). By creating an account, accepting these Terms where prompted, or otherwise accessing or using the Platform, you agree to be bound by these Terms and by our Privacy Policy, which is incorporated by reference. If you do not agree, do not use the Platform.

These Terms apply to every User of the Platform, whether acting as a paying Business or a receiving Professional — the same account can act as either, on a Gig-by-Gig basis.

"Gig" — a defined scope of work, either project-based (paid by milestone) or a monthly retainer, agreed between a Business and a Professional through the Platform.

"Shield" — the escrow arrangement created for a Gig, into which the Business deposits funds that are held pending completion and approval of the corresponding milestone(s).

"Business / Client / paying party" — the User who deposits funds into a Shield for a Gig.

"Professional / Developer / receiving party" — the User who performs the work and receives funds released from a Shield.

"Milestone" — a discrete unit of deliverable work within a Gig, with an associated payment amount, approval step, and (for project Gigs) a 3-day auto-release window.

"Platform Fee" — the fee GigShield charges on funds released from a Shield — currently 1%, waived to 0% for Verified LinkedIn Partners (Section 8).

• You must be at least 18 years old and capable of entering into a binding contract under the law of your country of residence.
• You must not be located in, or a national of, a country or region subject to comprehensive sanctions, and must not appear on any applicable sanctions or restricted-party list.
• You must complete identity verification (KYC for individuals, KYB for businesses) before funding or receiving funds through a Shield.
• One account per person or legal entity; accounts may not be shared, sold, or transferred.
• You must provide accurate, current information and promptly update it if it changes. GigShield may suspend or terminate an account for misrepresentation.

A Business creates a Gig and invites a Professional (or a Professional is invited to price and accept a Gig) by email. Once accepted, the Business funds the Shield — by card, bank transfer, or USDC on a supported blockchain network. Funds are held in the Shield and are not released to the Professional until the corresponding Milestone is marked complete and approved by the Business, or auto-released after the applicable review window if the Business does not respond. Upon release, funds are sent to the Professional's selected payout method (crypto wallet, bank account, or card), less the applicable Platform Fee. Disputes over a Milestone are handled under Section 9.

• Standard Platform Fee: 1% of the amount released from a Shield, deducted at the time of release.
• Verified LinkedIn Partners: 0% Platform Fee, for as long as the required GigShield-verified banner remains active on the Partner's LinkedIn profile and partner status has not been revoked under Section 8.
• Card processing fees, bank transfer fees, and blockchain network (gas) fees may apply in addition to the Platform Fee and are disclosed at the time of the relevant transaction where technically possible.

6.1 Custody

Funds deposited into a Shield are held in segregated custodial wallets or accounts maintained through GigShield's payment and custody infrastructure partners, including Circle Internet Financial, LLC for USDC-denominated Shields, and regulated payment processing partners for fiat-denominated Shields. GigShield does not commingle Shield funds with its own operating funds.

6.2 No Investment of Shield Funds

GigShield does not currently place funds held in a Shield into any yield-generating, interest-bearing, or investment instrument. Shield funds are held solely to facilitate the escrow and payment mechanics described in these Terms. If GigShield begins doing so in the future, this section will be updated in advance of any change, and Users will be notified in accordance with Section 16 (Changes to These Terms) before it applies to funds they hold in a Shield.

Each Milestone within a project Gig has a description, an amount, and a review window (currently 3 days) after the Professional marks it complete. During the review window the Business may approve the Milestone (releasing funds immediately) or raise a dispute (Section 9). If the Business does neither, the Milestone auto-releases at the end of the window. Retainer Gigs follow a monthly billing-day funding and release cycle instead of discrete milestones.

Professionals who add the official GigShield Verified banner to their LinkedIn profile and confirm this in-platform are upgraded to Partner status, waiving the Platform Fee to 0% on their Gigs. GigShield periodically re-checks that the banner remains present; Partner status (and the fee waiver) may be revoked if the banner is removed or verification otherwise fails, with notice to the affected User.

If a Business disputes a Milestone, both parties may submit evidence (descriptions, screenshots, code, logs, or other files). GigShield's automated mediator ('Shield AI') reviews the original agreement, the Milestone description, and the submitted evidence, and proposes a payout split with reasoning. Either party may reject the proposal; after two rejections from either side, the dispute escalates to human review by GigShield staff. GigShield's resulting decision determines only how the funds held in that Shield are released between the Business and the Professional, and does not limit or waive either party's other legal rights or remedies against the other.

GigShield is required by law to verify the identity of Users before they fund or receive funds through a Shield, and to screen Users against applicable sanctions and restricted-party lists. GigShield may delay, freeze, refuse, or reverse a transaction, or suspend an account, where necessary to comply with these obligations, and may be required to report certain activity to regulators or law enforcement.

• Using the Platform for money laundering, terrorist financing, fraud, or any illegal purpose.
• Using the Platform to pay for or receive payment for illegal goods or services.
• Attempting to circumvent the Platform Fee by arranging payment for Platform-sourced work outside the Platform.
• Providing false identity, KYC/KYB, or payout information.
• Interfering with the security or normal operation of the Platform.

GigShield may suspend or terminate a User's account for breach of these Terms, suspected fraud or illegal activity, failed or expired identity verification, or as required by law. Suspension or termination does not forfeit funds already held in an active Shield — those funds remain governed by the applicable Gig's terms and, where relevant, the dispute process in Section 9, and are returned or released accordingly rather than retained by GigShield.

The Platform is provided "as is." GigShield does not provide investment, legal, or tax advice. Use of blockchain-based payments carries inherent risk, including price volatility of any non-stablecoin assets involved, irreversibility of on-chain transactions, and the risk of loss from sending funds to an incorrect address or unsupported network — GigShield is not responsible for losses caused by User error in these respects. Shield AI's dispute proposals are an automated tool, not a legal adjudication, and do not constitute legal advice to either party. GigShield does not guarantee the quality of work delivered by a Professional or the solvency of a Business beyond the escrow mechanics described in these Terms.

To the maximum extent permitted by law, GigShield's total liability to you arising out of or in connection with these Terms or your use of the Platform is limited to the greater of (a) the total Platform Fees you paid GigShield in the twelve months before the claim arose, or (b) £100. GigShield is not liable for indirect, incidental, special, or consequential loss, including loss of profits, business, or data, arising from your use of the Platform. Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot be excluded or limited under English law.

These Terms, and any dispute arising out of or in connection with them (including non-contractual disputes), are governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction over any dispute, except that if you are a consumer resident in another country, you may also be entitled to bring proceedings in the courts of, and rely on the mandatory consumer-protection laws of, your country of residence, where applicable law requires.

GigShield may update these Terms from time to time. For material changes, GigShield will notify Users by email and by an in-platform notice, and will require re-acceptance before the affected User can continue using the Platform. Continued use after non-material changes take effect constitutes acceptance of those changes.

GigShield.ai Ltd, 124-128 City Road, London, England, EC1V 2NX, United Kingdom. Email: legal@gigshield.ai.