These Business Terms of Service ("Terms") constitute a binding legal agreement between ProSynServ, Inc., a Wyoming corporation ("ProSynServ," "we," "us"), and the business entity or individual completing a paid purchase ("Business," "you," "Subscriber").
These Terms take effect when you complete checkout and click to accept — the clickwrap acceptance presented at the point of purchase. That affirmative act constitutes your electronic signature and agreement to be bound by these Terms in full.
Example of the acceptance mechanism you will see at checkout:
If you are accepting on behalf of a company or other legal entity, you represent that you have authority to bind that entity. If you do not have such authority, do not complete the purchase.
These Terms apply to all paid products and services offered by ProSynServ, Inc. under the Index-Reviews network, including:
Specific pricing, feature availability, and billing cadence are set out in the checkout flow and your subscription confirmation. Those terms are incorporated into these Terms by reference.
Paid subscribers receive an account that provides access to purchased services. You are responsible for maintaining the security of your account credentials and for all activity that occurs under your account.
You represent and warrant that:
You may not transfer your account or subscription to another party without prior written consent from ProSynServ, Inc.
Fees for paid services are as set out in the checkout flow at the time of purchase. All fees are stated in US dollars unless otherwise noted. Applicable taxes are your responsibility.
Recurring subscriptions are billed automatically at the cadence selected at checkout (monthly or annual). You authorize ProSynServ, Inc. to charge the payment method on file at the start of each billing period.
If a payment fails, ProSynServ, Inc. may suspend access to paid features after reasonable notice and a cure period of no less than five (5) business days. Accounts in a failed-payment state for more than thirty (30) days may be cancelled.
ProSynServ, Inc. reserves the right to modify pricing with at least thirty (30) days' notice. Continued use of the service after the price change takes effect constitutes acceptance of the new pricing. If you do not accept the new pricing, you may cancel prior to the effective date.
You may cancel your subscription at any time through your account settings or by contacting support. Cancellation takes effect at the end of the current billing period — you retain access to paid features through that date.
Fees paid are generally non-refundable except in the following circumstances:
ProSynServ, Inc. does not offer refunds for partial months, unused features, or change-of-mind cancellations.
Subject to these Terms and payment of applicable fees, ProSynServ, Inc. grants you a limited, non-exclusive, non-transferable right to access and use the purchased services for your internal business purposes in connection with the business(es) you have registered.
Permitted uses include:
The following are strictly prohibited and constitute material breach of these Terms:
Breach of this section may result in immediate account suspension without refund, and may expose you to legal liability.
The performance data and analytics provided through paid services are derived from aggregated, anonymized review submissions. ProSynServ, Inc. does not provide, and you may not request, the identity of individual reviewers.
You acknowledge that:
Your data vs. platform data: You own the information you submit about your business (name, address, contact details). ProSynServ, Inc. owns the platform, algorithms, aggregated analytics, and all derived data products. Review scores submitted by third-party users are owned by those users; ProSynServ, Inc. holds a license to aggregate and analyze them.
The Index-Reviews platform, ProSynServ Intelligence Engine, scoring methodology, brand assets, and all software are the proprietary intellectual property of ProSynServ, Inc. and are protected by applicable intellectual property law.
These Terms do not transfer any ownership interest in ProSynServ, Inc.'s intellectual property to you. Your right to use the platform is limited to the license granted in Section 6 above.
Any feedback, suggestions, or feature requests you submit to ProSynServ, Inc. may be used by ProSynServ, Inc. without obligation or compensation to you.
ProSynServ, Inc. will treat your business's performance data as confidential and will not disclose it to third parties except as required to provide the services, as required by law, or as part of aggregated and anonymized industry reports in which your business is not individually identifiable.
You agree to treat as confidential any non-public information about ProSynServ, Inc.'s methodology, pricing, roadmap, or technology that is disclosed to you in connection with paid services.
As a paid subscriber, you agree not to take any action — directly or through third parties — to artificially inflate, suppress, or manipulate the review scores of any business on any platform in the Index-Reviews network.
You specifically agree not to:
Violation of this section is grounds for immediate termination without refund and may result in permanent removal of your business listing from the network.
Except as expressly stated in these Terms, the services are provided "AS-IS" and "AS-AVAILABLE." ProSynServ, Inc. makes no warranties, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, or non-infringement.
ProSynServ, Inc. does not warrant that the services will be uninterrupted, error-free, or that data will be accurate or complete. The analytics and performance data provided are informational tools and do not constitute professional advice of any kind.
To the maximum extent permitted by applicable law, ProSynServ, Inc. shall not be liable for any indirect, incidental, consequential, special, punitive, or exemplary damages arising from or related to these Terms or the services — including loss of profits, data, goodwill, or business opportunity — even if advised of the possibility of such damages.
Cap on liability: ProSynServ, Inc.'s total cumulative liability to you under or in connection with these Terms shall not exceed the total fees actually paid by you to ProSynServ, Inc. in the twelve (12) months immediately preceding the event giving rise to the claim.
Some jurisdictions do not allow limitations on implied warranties or exclusion of incidental damages; the above limitations apply to the fullest extent permitted by applicable law.
You agree to indemnify, defend, and hold harmless ProSynServ, Inc. and its officers, directors, employees, and agents from any claims, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or related to:
These Terms commence on the date of your first paid purchase and continue until your subscription is cancelled or terminated.
ProSynServ, Inc. may suspend or terminate your account immediately and without refund for:
For non-material breaches, ProSynServ, Inc. will provide written notice and a reasonable opportunity to cure before termination.
Upon termination, your access to paid features ceases. Your business listing may remain in the free network unless separately removed. Sections 9, 10, 13, 14, 16, and 17 survive termination.
The parties agree to attempt to resolve any dispute informally first. Either party may initiate this by sending written notice to the other describing the dispute and the resolution sought. The parties will have thirty (30) days to resolve the matter informally before proceeding.
Binding arbitration: If informal resolution fails, any dispute, claim, or controversy arising out of or relating to these Terms or the services shall be resolved by final and binding arbitration. Arbitration shall be conducted in the State of Wyoming under the rules of a mutually agreed nationally recognized arbitration administrator (such as AAA or JAMS). If the parties cannot agree on an administrator within fifteen (15) days, ProSynServ, Inc. shall select one.
Class action waiver: All arbitrations shall be conducted on an individual basis. You waive any right to bring or participate in any class, collective, or representative action against ProSynServ, Inc. This waiver is a material term of these Terms.
Exception: Either party may seek injunctive or other equitable relief in a court of competent jurisdiction to prevent irreparable harm, including to protect intellectual property rights, pending arbitration.
These Terms are governed by the laws of the State of Wyoming, United States, without regard to conflict-of-law principles. Subject to the arbitration clause above, any dispute that proceeds to court shall be brought exclusively in the state or federal courts located in Wyoming, and each party consents to such jurisdiction.
For questions about these Terms, billing, or enterprise agreements: