Terms & Conditions

This Terms and Conditions ("Terms") document is issued by ProSansaar, operating the online platform available at prosansaar.com ("ProSansaar", "we", "us", or "our").

1.1. Administrative & Billing Facilitator

ProSansaar operates as a digital marketplace connecting businesses ("Clients") with independent professionals ("Professionals"). For administrative convenience, centralized project management, and streamlined tax compliance, ProSansaar acts as the central invoicing entity.

1.2. Independent Service Delivery

ProSansaar is a technology and billing facilitator, not a professional services firm. We do not execute the accounting, legal, or IT services listed. Professionals operate strictly as independent contractors.

1.3. No Agency or Employment

ProSansaar's role as the invoicing entity does not create an employer-employee, agency, partnership, or joint venture relationship between ProSansaar and any Professional. The Professional bears sole legal responsibility for the accuracy, legality, and quality of the services and deliverables provided to the Client.

2.1. Eligibility

To use the Platform, you must be of legal age to form a binding contract in your respective jurisdiction.

2.2. Account Security

You agree to provide accurate, current, and complete information during registration. You are strictly responsible for maintaining the confidentiality of your account credentials. You must not share your account or allow any unauthorized third party to access the Platform on your behalf.

2.3. Acceptable Use and Professional Conduct

Users must interact on the Platform with the utmost professionalism. You agree not to:

• Use automated scripts, bots, spiders, or scrapers to extract data from the Platform
• Interfere with the security features of the Platform or attempt to gain unauthorized access to our servers
• Post false, defamatory, harassing, or misleading information
• Send unsolicited advertising, spam, or bulk communications to other Users
• Engage in any behavior that could damage the reputation of ProSansaar or its Users

2.4. Account Suspension

ProSansaar reserves the right to suspend, restrict, or terminate any account at its sole discretion, at any time, without prior notice or liability, for any suspected breach of these Terms.

3.1. Client Invoicing

Upon agreeing to a project scope, the Client will make the total project payment upfront. ProSansaar will issue a direct invoice to the Client for the total agreed project value, inclusive of applicable platform fees and taxes.

3.2. Safe Hold Security

Client funds are held securely in the ProSansaar Safe Hold system via our authorized third-party payment gateways until the project milestones are completed and approved.

3.3. Professional Payout Invoicing

Upon successful completion and Client approval of the work, the Professional must raise an invoice directly to ProSansaar for their agreed professional fee (which is the total project value minus ProSansaar's platform commission/fees).

3.4. Settlement

ProSansaar will settle the Professional's invoice and release the funds to the Professional's registered bank account, subject to standard processing times and applicable tax withholdings.

4.1. Non-Circumvention Period

For twenty-four (24) months from the time you identify or are identified by another party through the Platform, you agree to use ProSansaar as your exclusive method to request, make, and receive all payments for work with that party.

4.2. Prohibited Direct Contracting

Clients and Professionals are strictly prohibited from bypassing the Platform to engage in direct billing or contracting.

4.3. The Opt-Out Fee

You may opt out of this exclusivity obligation only if you pay ProSansaar an "Opt-Out Fee" for each specific relationship. The Opt-Out Fee shall be the greater of:

• $3,500 USD (or equivalent in INR); OR
• 20% of the anticipated annualized value of the services or salary to be paid to the Professional

4.4. Violation Penalties

To maintain the integrity of our professional network, Users may not utilize ProSansaar to offer, request, or engage in projects related to:

• Online gaming, betting, or gambling
• Adult content, pornography, or related services
• "Get rich quick" schemes, multi-level marketing (MLM), or unverified financial advisories
• Unregulated virtual currency exchanges, coin offerings, or remittance services
• The distribution of malware, viruses, or phishing links
• Any activity that violates local, national, or international laws, including intellectual property infringement

6.1. Platform Intellectual Property

All content, design, graphics, compilation, underlying code, and software on the Platform are the exclusive property of ProSansaar and are protected by applicable intellectual property laws.

6.2. Deliverables and Work Product

Unless otherwise agreed upon in writing, upon full payment and clearance of funds from the Safe Hold system, all intellectual property rights pertaining to the customized deliverables produced by the Professional shall be transferred to the Client.

6.3. User Content License

By uploading portfolios, project descriptions, or reviews, you grant ProSansaar a worldwide, non-exclusive, royalty-free license to use, display, and reproduce such content for the purposes of operating and marketing the Platform.

Your use of the Platform is subject to the ProSansaar Privacy Policy. By using the Platform, you consent to the collection, storage, and processing of your data as outlined in our Privacy Policy.

While ProSansaar employs industry-standard security measures to protect data, the internet is not a fully secure environment. Users are responsible for backing up their own business records, communications, and project files. ProSansaar is not liable for data loss resulting from network failures, unauthorized access, or user negligence.

8.1. Good Faith Resolution

Clients and Professionals must first attempt to resolve any project disputes amicably through the Platform's communication channels.

8.2. Platform Intervention

If a dispute cannot be resolved, either party may request ProSansaar's intervention. ProSansaar will review the project communications and deliverables.

8.3. Final Authority

9.1. "As Is" Platform

THE PLATFORM AND ALL SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. PROSANSAAR EXPLICITLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

9.2. Professional Outcomes

ProSansaar assumes no responsibility for and makes no guarantees regarding the professional outcomes, legal compliance, or tax accuracy of the work performed by the independent Professionals.

9.3. Limitation of Liability

To the maximum extent permitted by applicable law, ProSansaar shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of business, data, or profits.

9.4. Liability Cap

In no event shall our total aggregate liability exceed the total platform fees retained by ProSansaar from your specific projects in the three (3) months preceding the event giving rise to the claim.

You agree to indemnify, defend, and hold harmless ProSansaar, its directors, employees, and agents from any claims, damages, liabilities, penalties, legal fees, and expenses arising out of:

• Your use or misuse of the Platform
• The deliverables provided or received
• Your breach of these Terms
• Your violation of any laws, statutory tax obligations, or third-party rights

These Terms shall be governed exclusively by the laws of India, without regard to conflict of law principles.

Any and all disputes arising out of or relating to these Terms shall be subject to the exclusive jurisdiction of the competent courts in Mumbai, Maharashtra (Bombay Jurisdiction).

If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.

We reserve the right to modify these Terms at any time. Continued use of the Platform constitutes acceptance of the modified Terms.