Last modified: Dec 06, 2023
The following Terms of Service constitute a legally binding contractual agreement between you ("User," "you," "your") and Prowurk Global, Inc. ("Prowurk.com," "we," "us") (hereinafter collectively referred to as the "Terms of Service"). By visiting or using the services available on the domain and sub-domains of www.prowurk.com (the "Website"), you agree to be legally bound by these Terms of Service. We reserve the right to revise these Terms of Service and all linked information from time to time at our sole discretion by updating this posting or any linked information. Unless otherwise provided in such a revision, the revised terms will take effect when they are posted.
Prowurk.com is a dynamic online marketplace designed to connect buyers of professional services ("Clients") with providers of professional services ("Freelancers"). Together, these entities constitute our community of "Registered Users." The Website incorporates a variety of features empowering Freelancers and Clients to engage in the following activities:
Clients: Post Jobs, search for Freelancers, communicate with Freelancers, negotiate with Freelancers, award Jobs to Freelancers, manage Jobs, leave feedback for Freelancers, and pay Freelancers.
Freelancers: Create profiles, advertise capabilities, apply to jobs, communicate with clients, negotiate with Clients, obtain Job awards, invoice, obtain feedback from Clients, and receive payment from Clients.
We also provide registered users with certain services described in, and subject to, these Terms of Service (as further defined below, the "Services"). We may add, delete, or modify some or all of such Services at any time at our sole discretion with reasonable notice posted in advance on the Website. Capitalized terms used in these Terms of Service have the following meanings:
1099 Service: means the service described in Section 9.
Account: means the account created by the Website upon registration.
Assumed Payment Liabilities: shall mean that portion of a Freelancer's total service charges for a Job which Prowurk.com agrees to assume in consideration of the Service Charges.
Dispute Resolution Center Service: means the service described in Section 6.
Client's Acceptance of Services: shall mean: (i) with respect to an Invoice, a transfer of funds by Client to Prowurk.com in respect of such Invoice or (ii) with respect to the SecureFund Service, the earlier to occur of the following: (a) Client and the Freelancer agree as to the rightful recipient of the funds or (b) Client and Freelancer have concluded the process comprising the Dispute Resolution Center Service.
Prowurk.com Billing and Payment Services: means, collectively, the Prowurk.com Invoice Service and the SecureFund Service.
Prowurk.com Invoice Service: means the service described in Section 5(A).
SecureFund Service: means the service described in Section 5(B).
Service Charges: means, as applicable, the Job, Handling, Withdraw, and Dispute Resolution Center Service Fees.
Services: means, collectively, the Prowurk.com Billing and Payment Service, the Dispute Resolution Center Service and the 1099 Service.
Website: means the world wide web site operated by Prowurk.com at http://www.prowurk.com or any replacement URL.
(A) Eligibility
To access our Services through our Website, you must be a legal entity, or an individual of eighteen (18) years of age or older who can form legally binding contracts. To become a Registered User, you must accept all of the terms and conditions in, incorporated by reference in, and linked to, these Terms of Service. By becoming a Registered User, you agree to: (1) Abide by the Terms of Service and the processes, procedures, and guidelines described throughout the Website; (2) Be financially responsible for your use of the Website and the purchase or delivery of services; and (3) Perform your obligations as specified by any Job Agreement that you accept, unless such obligations are prohibited by law or by the Terms of Service. Prowurk.com reserves the right, in its sole discretion, to refuse, suspend, or terminate Services to anyone.
(B) Registration
To become a Registered User and to access Services you must register for an Account. You agree to provide true, accurate and complete information as prompted by the registration form and all forms you access on the Website, and to update this information to maintain its truthfulness, accuracy and completeness.
(C) Accounts and Profiles
General. Once you have registered with the Website as a Registered User, the Website will create your Account with Prowurk.com and associate it with an account number. You may create a profile under your Account, in accordance with Section 2(D). Username and Password. During registration, you will be asked to choose a username and password for the Account. As a Registered User, you agree and you are entirely responsible to safeguard and maintain the confidentiality of the username and password you use to access this Website. You authorize Prowurk.com to assume that any person using the Website with your username and password is you or is authorized to act for you. You agree to notify us immediately if you suspect any unauthorized use of the account.
Each freelancer will get 40 "Bids." each month, a Freelancer uses Bids to apply to Jobs. If a Freelancer requires additional Bids in a given month, the Freelancer has the option to buy additional Bids as described here. Bid Pricing. We reserve the right to change "Bids" fee, the monthly number of Bids included in the membership options or the price of Bids or institute new fees at any time, at the sole discretion of Prowurk.com and upon reasonable notice posted in advance on the Website. No refunds of membership fees or Bids already paid will be given. If we exercise our right to cancel a membership as provided under these Terms of Service, at any time, we will not refund the membership fee already paid.
(A) Client and Freelancer
Job Agreement: The engagement, contracting and management of a Job are between an Client and a Freelancer. Upon acceptance of a Quote, the Client agrees to purchase, and the Freelancer agrees to deliver, the services and related deliverables in accordance with the following agreements: (a) the Job Agreement between Client and Freelancer including the Quote, Job Description, and other terms and conditions as communicated between Client and Freelancer on the Website or otherwise, (b) these Terms of Service, and (c) any other content uploaded to the Website by Prowurk.com (collectively, the "Job Agreement"). You agree not to enter into any contractual provisions in conflict with these Terms of Service. Any provision of a Job Agreement in conflict with these Terms of Service is void. Client is responsible for managing, inspecting, accepting and paying for satisfactory services and deliverables in accordance with the Job Agreement in a timely manner. Freelancer is responsible for the performance and quality of the services in accordance with the Job Agreement in a timely manner. Client and Freelancer each covenants and agrees to act with good faith and fair dealing in performance of the Job Agreement.
Independence: Client and Freelancer each acknowledges and agrees that their relationship is that of independent contractors. The Freelancer shall perform services as an independent contractor and nothing in these Terms of Service shall be deemed to create a partnership, joint venture, agency, or Client-employee relationship between Freelancer and Client or between Prowurk.com and any Client or Freelancer.
(B) Registered Users and Prowurk.com
General: Prowurk.com is not a party to the dealing, contracting and fulfillment of any Job between an Client and a Freelancer. Prowurk.com has no control over and does not guarantee the quality, safety or legality of any services performed or deliverables created, advertised, the truth or accuracy of Job listings, the qualifications, background, or abilities of Registered Users, the ability of Freelancers to perform services, the ability of Clients to pay for services, or that an Client or Freelancer can or will actually complete a Job. Prowurk.com is not responsible for and will not control the manner in which a Freelancer operates and is not involved in the hiring, firing, discipline or working conditions of the Freelancer. All rights and obligations for the purchase and sale of services or other deliverables are solely between an Client and a Freelancer. Prowurk.com will not provide any Freelancer with any materials or tools to complete any Job. Clients and Freelancers must look solely to the other for enforcement and performance of all the rights and obligations arising from Job Agreements and any other terms, conditions, representations, or warranties associated with such dealings.
Third-Party Beneficiary of Job Agreement: Client and Freelancer each acknowledges and agrees that the value, reputation, and goodwill of the Website depend on their performance of their covenants and agreements as set forth in their Job Agreement. Client and Freelancer therefore appoint Prowurk.com as a third-party beneficiary of their Job Agreement for purposes of enforcing the obligations owed to, and the benefits conferred on, Prowurk.com by these Terms of Service. Clients and Freelancers further agree that Prowurk.com has the right to take such actions with respect to the Job Agreement or their Accounts, including without limitation, suspension, termination, or any other legal actions, as Prowurk.com in its sole discretion deems necessary to protect the value, reputation, and goodwill of the Website.
Agency: These Terms of Service and any registration for or subsequent use of this Website by any user or Registered User will not be construed as creating or implying any relationship of agency, franchise, partnership or joint venture between you and Prowurk.com, except and solely to the extent expressly stated.
Taxes: Registered Users are responsible for payment and reporting of any taxes. Other than in connection with the 1099 Service, Prowurk.com is not obligated to determine the applicability of any taxes or to remit, collect or report any such applicable taxes, unless otherwise agreed to by both parties pursuant to the terms of any provision of tax services provided to you by Prowurk.com. You agree that you will abide by any and all applicable state and federal tax statutes, regulations and common law. In the event Prowurk.com receives a notice of non-compliance with any such statute, regulation or common law, including, without limitation, an Internal Revenue Service Levy, Prowurk.com will deem such receipt a breach of this section and will suspend your Account until Prowurk.com received an Internal Revenue Service Release.
Commission Fee: All Freelancers on Prowurk.com are subject to a Commission Fee of 10%. This fee is calculated as a percentage of the total earnings generated from completed Jobs. It is important to note that the Commission Fee is a standard practice designed to support and maintain the functionality of our platform, ensuring continuous improvements, robust security measures, and exceptional service for both Freelancers and Clients.
Client Payment Handling Fee: When a Client pays a Freelancer, a Payment Handling Fee (3%) will be added to the invoice total.
Freelancer Transfer Method Fee: If, upon a Freelancer's request, funds are to be disbursed via a Bank transfer, a Freelancer Transfer Method Fee will be charged to the Freelancer. Freelancer Transfer Method Fee. Transfers made through the use of automated clearinghouse, Paypal, and Payoneer debit card methods will incur no such fee.
Client Withdraw Fee: When the Client withdraws funds from their cash account there is a withdrawal fee (3.5%). This fee will be subtracted from the amount withdrawn.
(C) We reserve the right to change any fees associated with Prowurk.com at any time, at the sole discretion of Prowurk.com. No refunds of fees already paid will be given. If we exercise our right to cancel a membership as provided under these Terms of Service, at any time, we will not refund the membership fee already paid.
(A) Prowurk.com Invoice Service
The Prowurk.com Invoice Service enables Freelancers to issue invoices and enables Clients to make payments for services.
B) SecureFund Service
The SecureFund Service allows Clients to entrust specific payment responsibilities to Prowurk.com.
Overview: When a client makes a payment to Prowurk.com for services to be performed by a Freelancer, Prowurk.com takes on the responsibility for processing the payment for those Freelancer's services (excluding the applicable Service Charge) upon the client's request. Prowurk.com commits not to disburse funds to Freelancers until the Employer formally accepts the services. You understand that once transferred to Prowurk.com, these funds become the property of Prowurk.com immediately. However, Prowurk.com pledges to refund the funds to the Client if (a) a Freelancer acknowledges incomplete services or (b) the Client and Freelancer, after utilizing the Dispute Resolution Center Service, determine that the Employer rightfully deserves the funds. Prowurk.com commits to keeping both the Client and Freelancer informed about the status of the Assumed Payment Liability. If a party requests Arbitration Service regarding this status, Prowurk.com will notify both parties that the matter will be addressed through the Arbitration Service.
SecureFund Disputes: In cases where a Client or Freelancer reasonably questions the quality or completion of services provided by the Freelancer, both parties agree that Prowurk.com will not have payment obligations related to relevant fees until the dispute is resolved following the procedures outlined in Section 6 below. Prowurk.com's commitment to pay any amount (excluding the applicable Service Charge) is expressly dependent on the resolution of all outstanding disputes concerning that payment.
B) Hourly Payments Guarantee
When a client enters into a contract on the platform for services provided by a freelancer on an hourly basis, Prowurk.com preauthorizes the client's payment method. This is to facilitate smooth transactions and ensure secure and timely payments for both parties involved in hourly contracts: clients and freelancers, as part of the Hourly Payment Guarantee.
This feature becomes effective when a contract is initiated on Prowurk.com with an hourly payment arrangement. To benefit from the Hourly Payment Guarantee, clients and freelancers must adhere to Prowurk.com's guidelines, ensuring compliance with the platform's requirements.
For clients, this entails maintaining sufficient funds in their payment method to cover the agreed-upon hourly rate multiplied by the weekly hours. For example, if the hourly rate is $25 and the weekly limit is 40 hours, the client must have $1000 available for preauthorization (uncaptured funds) at the time of contract commencement and the beginning of each week for ongoing payment purposes.
Freelancers must use the Prowurk.com time tracker exclusively, refraining from using any third-party key manipulator tools. Additionally, freelancers must ensure the inclusion of appropriate task notes within the app, accompanied by recorded activity for each task.
Freelancers must adhere to this practice as it ensures accurate tracking of work hours and fosters transparent communication between freelancers and clients regarding project progress and completion. By following this practice, freelancers are eligible to benefit from the Hourly Payment Guarantee, which assures secure and timely payments for both parties(Client & Freelancer) involved.
Hourly Payment Guarantee Disputes: Hourly Payment Guarantee Disputes may arise in cases where a Client reasonably questions the quality of the work, suspects inappropriate logged hours, or believes a Third-party key manipulator tool has been used. Additionally, disputes may occur if the Freelancer fails to deliver the agreed-upon work at the start of the Hourly Contract or a Task within the contract. Both parties agree that Prowurk.com will not have payment obligations related to relevant fees until the dispute is resolved following the procedures outlined in Section 6 below. Prowurk.com's commitment to pay any amount (excluding the applicable Service Charge) is expressly dependent on the resolution of all outstanding disputes concerning that payment.
(A) Eligibility
Prowurk.com provides the Dispute Resolution Center to Registered Users who have funds in Earning, have requested Prowurk.com to assume all or a portion of the payment liability for services, and are involved in a dispute over a Job that meets the following criteria: (i) Originates from a Job posting by a Client through the Website, (ii) Involves a Proposal submitted by a Freelancer through the Website in response to such a Job posting, and (iii) Includes acceptance through the Website by the Client for that Proposal. Both the Client and Freelancer mutually agree and acknowledge that, concerning Assumed Payment Liabilities, any disputes related to the underlying fees shall be governed by the terms outlined in this Section 6.
(B) Process
(C) Communication
You agree and acknowledge that (i) Prowurk.com will use the e-mail address corresponding with your Account registered at the time Dispute Resolution Center is opened to notify and communicate with you with regard the Dispute Resolution Center and (ii) you are solely responsible for the receipt of any notification or communication sent by Prowurk.com using the e-mail address corresponding with your Account registered at the time Dispute Resolution Center is opened.
(D) Acknowledgements
You agree and acknowledge that (i) Prowurk.com is not providing legal services to you, (ii) Prowurk.com will not advise you regarding any legal matters and (iii) if you desire to have legal counsel, you will seek independent legal counsel licensed to practice law in your jurisdiction and not rely on Prowurk.com for any such counsel. You agree to indemnify and hold harmless Prowurk.com and any of our affiliates against any damages or liability you may suffer as a result of using the Dispute Resolution Center Service. If you do not agree to use this Dispute Resolution Center Service under these terms, you should not request Prowurk.com to assume the Assumed Payment Liabilities.
Your use of the Website and the services provided therein and thereby is governed by the terms of these Terms of Service and the Prowurk.com Privacy Policy. It is your responsibility to review the Prowurk.com Privacy Policy, which is incorporated by reference, and we suggest that you review the Privacy Policy and print a copy for yourself. The Privacy Policy is posted on the Website and may be updated from time to time. Unfortunately, we cannot ensure that disclosure of your personal information will not occur in ways not described in the Privacy Policy. We may be required by law to disclose information to government authorities, law enforcement agencies, or third parties upon subpoena, and you authorize us to disclose information as we believe, in our sole discretion, is necessary or appropriate.
(A) Prowurk.com Content
Your use of the Website and the services provided therein and thereby is governed by the terms of these Terms of Service and the Prowurk.com Privacy Policy.
(B) Registered User Content
C) Removal of Content for which Copyright Infringement Is Claimed
At the request of an Client, Prowurk.com shall issue each individual Freelancer whom you have engaged through the Website a summary on Form 1099 reflecting Payments (less fees) paid to each Freelancer. You hereby acknowledge that, although Prowurk.com may provide the 1099 Service to Client, the Employer's Job Agreement to obtain services and make payments is an agreement between an Client and a Freelancer.
These Terms of Service shall become effective as your contractual agreement upon your use of the Website, and shall continue until your Account is terminated by you or Prowurk.com as provided for under the terms of this section.
Unless otherwise agreed to in writing between the parties, either party may terminate the contractual agreement represented by these Terms of Service at any time upon notice to the other party. In such event, your Account is automatically terminated and (1) Prowurk.com shall continue to perform those services necessary to complete any open transaction between you and another Registered User; and (2) You shall continue to be obligated to pay any amounts accrued but unpaid as of the date of termination to Prowurk.com for any service and to any Freelancer for any services.
Any termination of an Account will automatically lead to the termination of all related profiles.
Without limiting our other remedies, we may issue a warning, or temporarily suspend, indefinitely suspend, or terminate your Account or a Job, and refuse to provide any or all services to you if: (1) you breach the letter or spirit of any terms and conditions of these Terms of Service or the linked policies and information incorporated herein by reference, including our written policies and procedures posted on the Website; (2) we are unable to verify or authenticate any information you provide to us; or (3) we believe in our sole discretion that your actions may cause legal liability for you, our Registered Users or for Prowurk.com or are contrary to the interests of the Website. Once indefinitely suspended or terminated, you must not continue to use the Website under the same Account, a different Account, or register under a new Account.
In addition, violations of these Terms of Service may be prosecuted to the fullest extent of the law and may result in additional penalties and sanctions.
Without limiting our other remedies, to the extent you engage in actions or activities which circumvent the Prowurk Billing and Payment Services or otherwise reduce fees owed Prowurk.com under these Terms of Service, you must pay Prowurk.com for all fees owed to Prowurk.com and reimburse Prowurk.com for all losses and costs and reasonable expenses (including attorney fees) related to investigating such breach and collecting such fees.
When your Account is terminated for any reason, you may no longer have access to data, messages, files and other material you keep on the Website. The material may be deleted along with all your previous posts and proposals.
(A) Registered User Representations and Warranties
All Registered Users represent, warrant, and agree:
not to grant access to an Account only to users authorized to act on behalf of the Registered User and only in accordance with these Terms of Service.
to be fully responsible and liable for any action of any user who uses your Account.
not to use your Account, username, or password of another Registered User that you are not expressly authorized to use.
not to allow any third party who is not authorized to do so to use your Account at any time.
not to use any device, software or routine, including but not limited to any viruses, Trojan horses, worms, time bombs, robots or denial-of-service attacks, intended to damage or interfere with the operation of the Website or any transaction being conducted through the Website.
not to intercept or expropriate any system, data or personal information from the Website.
not to take any action that imposes an unreasonable or disproportionately large load on the Website infrastructure, including but not limited to "spam" or other such unsolicited mass emailing techniques.
that it has the right and authority to enter into the Terms of Service and to transact business hereunder.
that they are using the Website solely for the purpose of entering into a bona fide business transaction with other Registered Users.
that they will not use the Website or its services to defraud or mislead any person or entity, including without limitation Prowurk.com or any Register User.
that they will not use the Website to violate any law or regulation of the United States of America or any international law or treaty.
that they are not a resident national of, or, an entity located in any country subject to economic sanctions imposed by the government of the United States of America. The current list of US sanctions can be found here.
that they are not currently and have never been listed as a Specially Designated National by the United Stated Department of Treasury's Office of Foreign Assets Control ("OFAC").
that they will not use the Website in connection with any "prohibited transaction" as defined under the Cuban Assets Control Regulations, 31 C.F.R. Part 515; Iranian Transactions Regulations, 31 C.F.R. Part 560; or Sudanese Sanction Regulations, 31 C.F.R. Part 538; Former Liberian Regime of Charles Taylor Sanctions Regulations, 31 C.F.R. Part 593; Burmese Sanctions Regulations, 31 C.F.R. Part 537; Foreign Assets Control Regulations as they relate to North Korea, 31 C.F.R. Part 500; Executive Order 1338; or any other law, regulation or executive order of the United States of America.
(B) Warranty Disclaimer
THE SERVICES PROVIDED BY Prowurk.COM OR OUR THIRD-PARTY SERVICE PROVIDERS ARE PROVIDED "AS IS," AS AVAILABLE, AND WITHOUT ANY WARRANTIES OR CONDITIONS (EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, ACCURACY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OR TRADE). WE MAKE NO REPRESENTATIONS OR WARRANTIES, OF ANY KIND, EITHER EXPRESS OR IMPLIED, AS TO THE QUALITY, IDENTITY OR RELIABILITY OF ANY THIRD PARTY, OR AS TO THE ACCURACY OF THE POSTINGS MADE ON THE WEBSITE BY ANY THIRD PARTY. SOME STATES AND JURISDICTIONS DO NOT ALLOW FOR ALL THE FOREGOING LIMITATIONS ON IMPLIED WARRANTIES, SO TO THAT EXTENT, IF ANY, SOME OR ALL OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
(C) Limitation of Liability
IN NO EVENT SHALL WE OR OUR THIRD-PARTY SERVICE PROVIDERS BE LIABLE TO YOU OR ANY OTHER REGISTERED USER FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES PURSUANT TO THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, LOSS OF BUSINESS OPPORTUNITIES OR LOSS OF GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, IN NO EVENT WILL OUR LIABILITY TO YOU FOR ANY ACTION OR CLAIM RELATED TO THE WEBSITE SERVICES PROVIDED UNDER THESE TERMS OF SERVICE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE OR ANY OTHER THEORY OF LIABILITY, EXCEED THE GREATER OF: (A) $100 OR (B) THE AGGREGATE AMOUNT OF MONIES ACTUALLY COLLECTED BY US FROM YOU FOR THE SERVICES TO WHICH THE LIABILITY RELATES DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE DETERMINATION OF SUCH LIABILITY. SOME STATES AND JURISDICTIONS DO NOT ALLOW FOR ALL THE FOREGOING EXCLUSIONS AND LIMITATIONS OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO TO THAT EXTENT, IF ANY, SOME OR ALL OF THESE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
(D) General Release
If you have a dispute with another Registered User, you release Prowurk.com (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such dispute.
(E) State Specific Release
YOU HEREBY WAIVE CALIFORNIA CIVIL CODE §1542 (AND ANY ANALOGOUS LAW IN ANY OTHER APPLICABLE JURISDICTION) WHICH SAYS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR."
(F) Indemnity
You agree to defend, hold harmless and indemnify Prowurk.com from and against any and all losses, costs, expenses, damages or other liabilities incurred by Prowurk.com from and against any cost, liability, loss, damage, cause of action, claim, suit, proceeding, demand or action brought by a third party against Prowurk.com: (1) in connection with your use of the Services including any payment obligations incurred through use of the Prowurk.com Billing and Payment Services; or (2) resulting from: (a) your use of the Website (b) your decision to supply credit information via the Website, including personal financial information; (c) your decision to submit postings and accept offers from other Registered Users; (d) any breach of contract or other claims made by Registered Users with which you conducted business through the Website; (e) your breach of any provision of these Terms of Service; (f) any liability arising from the tax treatment of payments or any portion thereof; (g) any negligent or intentional wrongdoing by any Registered User; (h) any act or omission of yours with respect to the payment of fees to any Freelancer; (i) your dispute of or failure to pay any Invoice or any other Payment; or (j) your obligations to a Freelancer. Any such indemnification shall be conditioned on our: (i) notifying you in writing of any such claim, demand, action, cost, liability, loss or threat of any thereof; (ii) cooperating with you in the defense or settlement thereof; and (iii) allowing you to control such defense or settlement. We shall be entitled to participate in such defense through our own counsel at our own cost and expense. We reserve the right to report any wrongdoing of which we become aware to the applicable government agencies or otherwise.
(G) Links
The Website may contain links to third-party websites not under the control or operation of Prowurk.com. When we provide links, we do so only as a convenience and do not endorse and are not responsible for the content of any linked site or any link contained in a linked site.
(H) Data
You are responsible for creation, storage, and backup of your business records. These Terms of Service and any registration for or subsequent use of this Website will not be construed as creating any responsibility on Prowurk.com's part to store, backup, retain, or grant access to any information or data for any period.
(A) Compliance with Law
You are responsible for compliance with applicable U.S. state, U.S. federal, and international laws, regulation,s and treaties, keeping in mind that access to the contents of this Website may not be legal for or by certain persons or in certain countries.
(B) Modification and Waiver
prowurk.com will not be considered to have modified or waived any of our rights or remedies under these Terms of Service unless the modification or waiver is in writing and signed by an authorized representative of Prowurk.com. No delay or omission by Prowurk.com in exercising its rights or remedies will impair its rights or be construed as a waiver. Any single or partial exercise of a right or remedy will not preclude further exercise of any other right or remedy.
(C) Severability
If any part of these Terms of Service is held to be unenforceable, the unenforceable part will be given effect to the greatest extent possible and the remainder will remain in full force and effect.
(D) Assignment or Transfer
You will not transfer, assign or delegate your rights or obligations (including your Account) under these Terms of Service to anyone without the express written permission of Prowurk.com, and any attempt to do so will be null and void. Prowurk.com may assign these Terms of Service in its sole discretion.
(E) State Specific Legal Notice
Under the California Civil Code Section 1789.3 and California Business and Professions Code Section 17538, residents of California are hereby advised of the following: Prowurk.com, registered in Silver Spring, Maryland, is the provider of the electronic commercial service on the Website. Registered Users are notified in advance regarding any applicable service charges. The Complaint Assistance Unit of the Division of Consumer Services of the Department of Consumer Affairs in California may be contacted in writing at 400 R. Street, Suite 3090, Sacramento, CA 95814 or by calling 1-800-952-5210. Upon your request, you may have this Agreement sent to you by email. Please feel free to contact Prowurk.com to resolve a complaint regarding any aspect of service relating to the Website by writing to the above address, or contact us at info@prowurk.com
(F) Force Majeure
Except for the payment of fees to Prowurk.com, neither of the parties to these Terms of Service shall be responsible for the failure to perform or any delay in performance of any obligation hereunder due to labor disturbances, accidents, fires, floods, telecommunications or Internet failures, strikes, wars, riots, rebellions, blockades, acts of government, governmental requirements and regulations or restrictions imposed by law or any other similar conditions beyond the reasonable control of such party. The time for performance of such party shall be extended by the period of such delay.
(G) Notice
All notices required or permitted to be given under these Terms of Service shall be in writing and shall be deemed to have been duly given certified mail to the addresses set forth below or to such other address as any party shall designate by notice in writing.
(H) Headings and Labels
The boldface paragraph headings in these Terms of Service are included for ease of reference only and have no binding effect.
(I) Integration.
These Terms of Service and all documents referenced in these Terms of Service (including the policies listed and available by hyperlink) comprise the entire agreement between you and Prowurk.com concerning the use of this Website and supersede all prior agreements between the parties regarding the subject matter contained herein as well as any conflicting or inconsistent terms in any Website that link to or are linked from the Website.
(J) Survivall
Sections 4, 5, 6, 7, 8, 9, 10, 11, and 12 will survive any termination of these Terms of Service for any reason.