The Website hosted at www.prolanceer.com (“Prolanceer”), it’s software as a service platform to hire Software Developers and manage software development projects and any other material contained on the Website (“Materials”) provided by Website is owned and operated by Prodio Technology Labs Private Limited (“Company”), a Private Company limited by shares, incorporated under the provisions of the Companies Act, 2013.
The User unequivocally agrees that these Terms and the aforementioned Policy constitute a legally binding agreement between the User and the Company, and that the User shall be subject to the rules, guidelines, policies, terms, and conditions applicable to any service that is provided by the Website, and that the same shall be deemed to be incorporated into these Terms, and shall be treated as part and parcel of the same. The User acknowledges and agrees that no signature or express act is required to make these Terms and the Policy binding on the User, and that the User’s act of visiting any part of the Website constitutes the User’s full and final acceptance of these Terms and the aforementioned Policy.
Prolanceer may change this TOS from time to time by providing thirty (30) days prior notice either by emailing the email address associated with your account or by posting a notice on the Site. You can review the most current version of this TOS at any time via prolanceer.com. The revised terms and conditions will become effective thirty (30) days after we post or send you notice of such changes, and if you use the Service after that date, your use will constitute acceptance of the revised terms and conditions. If any change to this TOS is not acceptable to you, your only remedy is stop using the Services.
The User represents and warrants that User is competent and eligible to enter into legally binding agreements and that User has the requisite authority to bind himself/herself to these Terms, as determined solely by the provisions of the Indian Contract Act, 1872. The User may not use this Website if User is not competent to contract under the Indian Contract Act, 1872, or is disqualified from doing so by any other applicable law, rule or regulation currently in force.
The Service is designed to connect clients (“Clients”) with third party software developers (“Developers”) and manage software development projects and deliverables for Customers and may be subject to additional terms, including payment terms if you are a Client or Developer. If you are a Client you may be required to agree to our additional Client Terms, prior to purchasing the Service. If you are a Developer, you may be required to agree to our Developer Terms prior to accepting a Project. The Client Terms and Developer Terms shall hereinafter be referred to as the “Additional Terms.” If there is any conflict between this TOS and the Additional Terms, the Additional Terms shall control.
These Terms shall continue to form a valid and binding contract between the Parties, and shall continue to be in full force and effect until:
The Company reserves the right, in its sole discretion, to unilaterally terminate the User’s access to the project, services, freelancing services offered on the Website, or any portion thereof, at any time, without notice or cause. The User shall continue to be bound by these Terms, and it is expressly agreed to by the Parties that the User shall not have the right to terminate these Terms till the expiry of the same as described above.
The User agrees and acknowledges that he/she is a restricted User of this Website, and that he/she:
The User hereby expressly authorises the Company/Website to disclose any and all information relating to the User, project, risk involved, time schedule, tools in the possession of the Company/Website to law enforcement or other government officials, as the Company may in its sole discretion, believe necessary or appropriate in connection with the investigation and/or resolution of possible crimes, especially those involve personal injury and theft / infringement of intellectual property. The User further understands that the Company/Website might be directed to disclose any information (including the identity of persons providing information or materials on the Website) as necessary to satisfy any judicial order, law, regulation or valid governmental request.
The User expressly agrees and acknowledges that the Company/Website has no obligation to monitor the material including project posted on the Website, but that it has the right to remove or edit any content that in its sole discretion violates, or is alleged to violate, any applicable law or either the spirit or letter of these Terms. Notwithstanding this right, the User remains solely responsible for the content of the materials including project posted on the Website by him/her. In no event shall the Company/Website assume or be deemed to have any responsibility or liability for any content including project, costs, risks, schedule posted, or for any claims, damages or losses resulting from use of any such content and/or the appearance of any content on the Website. The User hereby represents and warrants that he/she has all necessary rights in and to all content provided as well as all information contained therein, and that such content does not infringe any proprietary or other rights of any third party (ies), nor does it contain any libellous, or otherwise unlawful or offensive material, and the User hereby accepts full responsibility for any consequences that may arise due to the publishing of any such material on the Website
The User is aware that a ‘Cookie’ is a small piece of information stored by a web server on a web browser so it can later be traced back from that particular browser, and that cookies are useful for enabling the browser to remember information specific to a given user, including but not limited to a User’s login identification, password, etc. The User is aware that the Website places both permanent and temporary cookies in the User’s computer's hard drive and web browser, and does hereby expressly consent to the same
The User is further aware that the Website uses data collection devices such as cookies on certain pages of the Website to help analyse web page flow, measure promotional effectiveness, and promote trust and safety, and that certain features of the Website are only available through the use of such cookies. While the User is free to decline the Website’s cookies if the User’s browser permits, the User may consequently be unable to use certain features on the Website
Notwithstanding other legal remedies that may be available to it, the Company may in its sole discretion limit the User’s access and or activity by immediately removing the User’s access credentials either temporarily or indefinitely, or suspend / terminate the Users membership, and/or refuse to provide User with access to the Website, without being required to provide the User with notice or cause:
Suspension shall not relieve User of the service requirement to pay for time spend an expenses incurred prior to the suspension of the account including fees and expenses with taxes
The User hereby expressly agrees to defend, indemnify and hold harmless to the Website and the Company, its directors, affiliates, employees, staff and their successors and assigns and against any and all claims, liabilities, damages, losses, costs and expenses, including attorney's fees, caused by or arising out of claims based upon the User’s actions or inactions, including but not limited to any warranties, representations or undertakings, or in relation to the non-fulfilment of any of the User’s obligations under this Agreement, or arising out of the User’s infringement of any applicable laws, rules and regulations, including but not limited to infringement of intellectual property rights, payment of statutory dues and taxes, claims of libel, defamation, violation of rights of privacy or publicity, loss of service by other subscribers, or the infringement of any other rights of a third party.
In no event shall the Company/Website be liable to compensate the User or any third party for any special, incidental, indirect, consequential or punitive damages whatsoever, including those resulting from loss of use, data or profits, whether or not foreseeable, and whether or not the Company/Website had been advised of the possibility of such damages, or based on any theory of liability, including breach of contract or warranty, negligence or other tortuous action, or any other claim arising out of or in connection with the User’s use of or access to the Website and/or the products, services or materials contained therein
The limitations and exclusions in this section apply to the maximum extent permitted by applicable law, and the Parties expressly agree that in the event of any statute, rule, regulation or amendment coming into force that would result in the Company/Website incurring any form of liability whatsoever, these Terms and the Policy will stand terminated one (1) day before the coming into effect of such statute, rule, regulation or amendment. It is further agreed to by the Parties that the contents of this Section shall survive even after the termination or expiry of the Terms and/or Policy
Unless expressly agreed to in writing, nothing contained herein shall give the User/Project Owner/Member a right to use any of the Website’s trade names, trademarks, service marks, logos, domain names, information, questions, answers, solutions, reports, images, and other distinctive brand features, save according to the provisions of these Terms. All logos, trademarks, brand names, service marks, domain names, including material, designs, and graphics created by and developed by the Website and other distinctive brand features of the Website are the property of the Company. Furthermore, with respect to the Website created by the Company, the Company shall be the exclusive owner of all the designs, graphics and the like, related to the Website
The User including Project Owner or Member may not use any of the intellectual property displayed on the Website in any manner that is likely to cause confusion among existing or prospective User, Project Owner or Member of the Website, or that in any manner disparages or discredits the Company/Website, to be determined in the sole discretion of the Company
The User, Project Owner or member is further aware that any reproduction or infringement of the intellectual property of the aforementioned owners by the Project Owner will result in legal action being initiated against the User, Project Owner or member by the respective owners of the intellectual property so reproduced / infringed upon. It is agreed to by the Parties that the contents of this Section shall survive even after the termination or expiry of the Terms and/or Policy
The User undertakes to protect the secrecy of all the data of the Company beneficiary and trade or business secrets of the Company shared during the existence of business or professional relationship and shall not share the same with any unauthorized person for any reason whatsoever with or without any consideration
The User agrees that at all times during or subsequent to the collaboration, the User will keep confidential and not divulge, communicate, cause to be disclosed, publish, disseminate or otherwise make available or use Confidential Information, except for the Service Provider's own use during the Term of this Agreement, for the purpose of enabling productive interaction between the Parties
Confidential Information includes, but is not limited to, any and all information concerning User, Project Owner, Service Provider, Freelancer, agents, agencies, partner or third party details, payment details, Project details, business contacts, discoveries, developments, designs, improvements, inventions, formulas, software programs, processes, techniques, know-how, data, research techniques, customer and supplier lists, marketing, sales or other financial or business information, scripts, approaches to designs, alternate ideas, time, effort estimates, costs and resources to build them, final solution and/or service deliverables, the means or cost of implementing, production, the component-usage, block diagrams, improvement-recommendations, part-lists, simulation results, testing methods, iterations made in order to achieve the final product, assembly information, schematic files, assembly files, that was used, lines of code, ways of testing, scaling, hosting, software libraries used, effort and cost involved, technical and business process management tools used, design specifications defined in the requirement, materials used, procurement information, ways of assembly, functionality, testing, composition of the individual pieces used, methods of production, scale of production, cost, effort duration details, improvement recommendations, related service partner’s details; and all derivatives, improvements and enhancements to any of the above. Client Information also includes like third-party information, which is in Client’s possession under an obligation of confidential treatment.
The User further agrees not to cause the transmission, removal or transport of tangible embodiments of, or electronic files containing, Confidential Information from the Company, without prior written approval of the Client
Confidential Information includes not only information disclosed by the Company, but also information developed or learned by User during their business relationship. Confidential Information is to be broadly defined and includes all information, which has or could have commercial value or other utility in the business that the Company is engaged in or contemplates engaging or the unauthorized disclosure of which could be detrimental to the interests of the Company, whether or not such information is identified or marked by the Company
Except as otherwise expressly stated on the Website, all products/services offered on the Website are offered on an "as is" basis without any warranty whatsoever, either express or implied
The Company/Website makes no representations, express or implied, including without limitation implied warranties of merchantability and fitness of a product for a particular purpose
The Project Owner agrees and undertakes that he/she is accessing the Website and transacting at his/her sole risk and are that he/she is using his/her best and prudent judgment before posting, purchasing or hiring any product/service listed or member registered on the Website, or accessing/using any information displayed thereon
The Website and the Company accepts no liability for any errors or omissions, whether on behalf of itself or third parties, or for any damage caused to the User, the User’s belongings, or any third party, resulting from the use or misuse of any service published, purchased or service availed by the User from the Website
The Company/Website does not guarantee that the functions and services contained in the Website will be uninterrupted or error-free, or that the Website or its server will be free of viruses or other harmful components, and the User, Project Owner or Member hereby expressly accepts any and all associated risks involved with the use of the Website
It is further agreed to by the Parties that the contents of this Section shall survive even after the termination or expiry of the Terms and/or Policy
Neither party shall assign any rights, duties or obligations under this Agreement to any other third party, without the written prior permission of the other party
It is expressly agreed to by the Parties hereto that the formation, interpretation and performance of these Terms and any disputes/claim/refund/compensation arising here from will be resolved through a two-step Alternate Dispute Resolution (“ADR”) mechanism. It is further agreed to by the Parties that the contents of this Section shall survive even after the termination or expiry of the Terms and/or Policy
The Parties expressly agree that the Terms, Policy and any other agreements entered into between the Parties are governed by the laws, rules and regulations of India, and that the Courts at Surat shall have exclusive jurisdiction over any disputes arising between the Parties