Terms of service

The agreement

These terms are an agreement between proprev ("proprev", "we", "us") and the business that signs up for or uses proprev ("Customer", "you").

If you accept these terms on behalf of a company, you confirm you have authority to bind it. Where you and we have signed an order form, that order form and these terms together form the agreement. If they conflict, the order form wins. Our Privacy policy explains how we handle personal data, and our Data Processing Addendum (available on request, and part of the agreement once signed) governs the personal data you put into proprev.

Accounts and users

• You may invite your employees, contractors and channel partners as users. You decide each user's role and the projects they can see.
• You are responsible for everything done through your users' accounts, and for keeping sign-in details confidential.
• Tell us promptly at support@proprev.ai if you suspect unauthorised access.
• proprev is for business use. Users must be at least 18.

Plans and fees

• proprev CRM is free, for any number of users, subject to these terms and to reasonable use limits we publish or agree with you.
• proprev Intelligence and proprev Leads are paid modules, priced per project as set out in your order form or quote.
• Messaging, telephony, AI usage and other third-party charges (for example WhatsApp conversation fees or SMS charges) may be billed separately at the rates in your order form, or paid by you directly to the provider.
• Fees are exclusive of GST and other applicable taxes, which you will pay. Invoices are due within 15 days unless your order form says otherwise.
• We may change prices for a future renewal term with at least 30 days' notice. Fees already paid are non-refundable except where these terms or the law say otherwise.

Your data

• You own your data. Everything you and your users put into proprev, including leads, buyer records, inventory, bookings and documents ("Customer Data"), remains yours.
• You give us permission to host, process and transmit Customer Data only to provide and support proprev for you, to keep it secure, and as the law requires.
• For personal data in Customer Data, you are the Data Fiduciary and we are your Data Processor under the Digital Personal Data Protection Act, 2023. We process it on your instructions.
• You can export your data at any time while your account is active, and for 30 days after the agreement ends. After that we delete it from active systems, as described in the Privacy policy.
• We may use aggregated, de-identified information about how proprev is used (never identifying you or any individual) to operate and improve the service.

Your responsibilities

proprev gives you tools to sell responsibly. Using them lawfully remains your responsibility. In particular, you will:

• Have a lawful basis, including valid consent where needed, for every person whose data you add to proprev and every message or call you make through it.
• Comply with TRAI's rules on commercial communications, including DLT registration of your headers and templates, and honour opt-outs and do-not-disturb preferences.
• Follow WhatsApp Business, Meta and Google platform policies when you connect those services.
• Comply with RERA and other laws that apply to your projects, marketing, bookings and collections. proprev helps you track RERA details and certain thresholds, but does not provide legal advice and does not guarantee compliance.
• Check that information in proprev, including prices, cost sheets, demand letters and documents you issue to buyers, is accurate before you send it.

Acceptable use

You will not, and will not let anyone else:

• Send spam or unsolicited messages, or contact people who have opted out.
• Upload data you have no right to use, including purchased or scraped contact lists without a lawful basis.
• Use proprev to break any law, mislead buyers or infringe anyone's rights.
• Probe, scan or test proprev's security, or try to access another customer's data.
• Reverse engineer proprev, resell it, or use it to build a competing product.
• Overload the service or bypass usage limits.

AI features and automation

• AI features are optional and switched off by default. You choose which to enable.
• AI output, such as drafted replies, summaries, scores and suggested next actions, can be incomplete or wrong. Review it before relying on it.
• Outreach runs in Copilot mode by default, where a person approves messages. If you switch a campaign to Auto mode, you authorise proprev to send messages for that campaign without individual approval, within the limits you set, and you are responsible for those messages.
• Lead scores and rankings are decision aids. Decisions about buyers remain yours.

Third-party services

proprev connects to services we do not control, such as property portals, Meta, Google, WhatsApp Business providers, SMS and email providers, telephony, payment gateways and e-signature services. Your use of them is governed by their own terms. We are not responsible for their availability, changes or acts. If a provider changes or withdraws its service, the matching proprev feature may change or stop working.

Intellectual property

We own proprev, including its software, design, documentation and the proprev name and marks. Subject to these terms, we grant you a non-exclusive, non-transferable right to use proprev for your internal business during the agreement. If you send us feedback, we may use it freely, without obligation to you.

Confidentiality

Each party will keep the other's non-public business information confidential, use it only for this agreement, and protect it with at least reasonable care. This does not apply to information that is public, already known, independently developed or required to be disclosed by law.

Availability and changes

We work to keep proprev available and will try to give notice of planned maintenance. Any service levels we commit to will be set out in your order form. We may improve, change or retire features. If we remove a material feature of a paid module during a paid term, we will tell you in advance and, if it materially reduces what you paid for, offer a pro-rated refund.

Term, suspension and termination

• The agreement starts when you first accept these terms or sign an order form, and continues until terminated. Paid modules run for the term in your order form and renew as stated there.
• You can stop using the free CRM at any time. Either party may terminate for a material breach not cured within 30 days of written notice.
• We may suspend access immediately if needed to prevent harm to proprev, other customers or the public, for serious breach of acceptable use, or for fees more than 30 days overdue after notice. We will restore access once the issue is resolved.
• On termination your right to use proprev ends, and the data export and deletion terms in "Your data" apply. Sections that by their nature should survive termination will survive.

Disclaimers

We will provide proprev with reasonable skill and care. Otherwise, and to the extent the law allows, proprev is provided "as is", and we disclaim all other warranties, including fitness for a particular purpose and uninterrupted or error-free operation. We do not guarantee any sales, lead-quality or revenue result.

Limitation of liability

• Neither party is liable for indirect, incidental, special or consequential loss, or for loss of profits, revenue, business or goodwill.
• Each party's total liability under the agreement is limited to the fees you paid us in the 12 months before the claim arose. For use of the free CRM only, our total liability is limited to ₹10,000.
• These limits do not apply to your payment obligations, a breach of confidentiality, your indemnity obligations, or liability that cannot be limited by law.

Indemnity

You will defend and indemnify us against third-party claims arising from Customer Data, your messages and calls, or your breach of "Your responsibilities" or "Acceptable use". We will defend and indemnify you against third-party claims that proprev, as we provide it, infringes their intellectual property rights in India.

Governing law and disputes

These terms are governed by the laws of India. The parties will first try to resolve any dispute in good faith within 30 days. If that fails, the dispute will be referred to arbitration by a sole arbitrator under the Arbitration and Conciliation Act, 1996, seated in Bengaluru, in English. Subject to that, the courts at Bengaluru have exclusive jurisdiction.

General

• We may update these terms. We will give at least 30 days' notice of material changes. Continued use after that means you accept them. Changes will not alter an order form already signed for its current term.
• Neither party may assign the agreement without the other's consent, except to a successor in a merger or acquisition.
• Neither party is liable for delays caused by events beyond its reasonable control.
• If any part of these terms is unenforceable, the rest still applies. Not enforcing a right is not a waiver of it.
• Notices to us go to support@proprev.ai; notices to you go to the email of your account owner.