Terms of Service

Please read these Terms of Use (“Terms”, “Terms of Use”) carefully before using the https://proshark.com website (the “Service”) operated by Proshark (“us”, “we”, or “our”). Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Service. By accessing or using the Service you agree to be bound by these Terms. If you disagree with any part of the terms then you may not access the Service.

Proshark Terms of Service

Effective Date: September 1, 2024

These “Terms of Service” ("Agreement") govern your use of the services, website, platforms, applications, and any other deliverables provided by “Proshark”, a California corporation, and its affiliates. By accessing, purchasing, or using any of our services, websites, or applications, you ("Client") agree to be legally bound by the terms and conditions outlined below. This Agreement is intended to be as broad and inclusive as possible, covering all aspects of your engagement with “Proshark” and its associated platforms.

1. Acceptance of Terms

By accessing, using, or signing up for services, platforms, applications, or websites provided by Proshark or its affiliates, you agree to these Terms of Service and any other agreements incorporated herein by reference. By continuing to use our services, platforms, or websites, you accept the terms of this Agreement without modification. If you do not agree to these terms, you must cease using our services, websites, and platforms immediately.

2. Services Rendered

2.1 “Services Initiation”: All services are considered “initiated and fully rendered” upon payment. This includes but is not limited to online courses, software, website development, and any other digital solutions provided by Proshark or its affiliates. Due to the allocation of resources, services are deemed to have commenced as soon as payment is processed, regardless of whether a deliverable has been completed.

2.2 “No Refunds or Chargebacks”: By agreeing to these terms, you acknowledge that once payment is made and services have commenced, Proshark will not issue refunds under any circumstances. This is due to the immediate application of resources. You further agree not to initiate any “chargebacks, disputes, or reversals” through your bank or credit card issuer. Any attempt to do so will result in Proshark pursuing all legal remedies available, including reimbursement of chargeback fees, legal fees, and collection costs.

2.3 “Chargeback Waiver”: By entering into this Agreement, you waive your right to initiate a chargeback for services rendered under any condition other than documented fraud or overcharge by Proshark. In the event of any unauthorized chargebacks, Proshark will contest the dispute with the credit card issuer using these Terms of Service and any corresponding evidence of work performed, and you will be responsible for any resulting fees and damages.

3. Payment Terms

3.1 “Upfront Payment Requirement”: All payments, including setup fees, must be made upfront before any work is initiated. Proshark will not commence any service without receiving full payment for the agreed-upon services. This applies to one-time services, subscription-based services, or any other type of engagement.

3.2 “Subscription Billing”: For subscription-based services, you authorize Proshark to automatically charge your credit card or bank account on a recurring monthly or annual basis, as per your selected plan. You agree to maintain a valid and updated payment method with Proshark throughout the term of your subscription. Failure to update your payment information may result in the suspension or termination of services.

3.3 “Late Payments”: In the event of a failed or late payment, services may be suspended, and a “3% late fee” will be applied to the outstanding balance after 48 hours. You agree that Proshark is entitled to cease work and withhold all deliverables until the account is fully settled.

3.4 “Collection Costs”: Should it become necessary for Proshark to initiate legal action to collect unpaid amounts, you agree to pay all associated “collection costs, legal fees”, and disbursements incurred by Proshark in pursuit of payment. You further agree that Proshark is entitled to seek and recover any damages resulting from the breach of these payment terms.

4. Services Scope and Out-of-Scope Requests

4.1 “Scope of Services”: The scope of services is defined in the signed agreement or project proposal. Any changes or additional requests beyond this scope will require a separate written agreement and may incur additional fees.

4.2 “Dormant Projects”: If your project goes dormant for more than 45 days due to a lack of required information or engagement from you, Proshark reserves the right to assess a reactivation fee to resume work on the project. Proshark will notify you before taking any such action.

5. No Warranties

Proshark provides its services, websites, platforms, and applications on an “as-is” basis and makes no representations or warranties regarding the services offered. To the fullest extent permitted by law, Proshark disclaims all warranties, express or implied, including, without limitation, warranties of merchantability, fitness for a particular purpose, and non-infringement.

6. Limitation of Liability

6.1 “Limitation on Damages”: To the maximum extent permitted by law, Proshark shall not be liable for any incidental, indirect, punitive, consequential, or special damages, including but not limited to lost revenue, lost profits, loss of data, or business interruption, even if Proshark has been advised of the possibility of such damages.

6.2 “Liability Cap”: In any event, Proshark’s total liability for any claim arising out of or relating to this Agreement, regardless of the nature of the claim, shall not exceed the amount paid by you to Proshark during the 6 months preceding the event giving rise to the liability. This limitation applies to any and all claims, regardless of whether they arise in contract, tort, statute, or otherwise.

7. Indemnification

You agree to indemnify, defend, and hold Proshark, its officers, directors, employees, and agents harmless from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to (i) your breach of this Agreement, (ii) your use of the services, websites, platforms, or applications, or (iii) any violation of applicable law by you. Your obligation to indemnify and defend Proshark will survive the termination of this Agreement. In no case shall Proshark be liable for any claim, loss, or damage that exceeds the amount you paid for the services in question.

8. Cancellation and Termination

8.1 “Cancellation”: You may cancel your subscription at any time by providing 60 days' written notice. However, Proshark does not issue refunds for any services already rendered, and you will remain responsible for any outstanding payments until the cancellation is effective.

8.2 “Termination for Cause”: Either party may terminate this Agreement if the other party breaches any material term and fails to cure the breach within 30 days after receiving notice of the breach. Proshark may also terminate this Agreement immediately if you fail to make timely payments or engage in fraudulent activities.

9. Intellectual Property and Data Ownership

9.1 “Client Ownership of Data”: Upon payment in full, you will own all data, content, and materials you provide to Proshark, as well as the final deliverables. However, Proshark retains ownership of any proprietary tools, frameworks, or code used to develop the services.

9.2 “Licensing Rights”: Proshark grants you a perpetual, non-exclusive license to use the materials created under this Agreement solely for your own business purposes where Proshark has the ability to do so. If it is determined or discovered that Proshark does not have the right to use certain materials, it is the sole responsibility of the client to rectify any infringement and notify Proshark that an infringement exists in order to address content to remedy the situation. You may not resell or redistribute these materials without prior written consent from Proshark.

Proshark 

40477 Murrieta Hot Springs Rd, Suite D1-240 

Murrieta, CA 92563 

Phone: 951-444-7944 

Email: info@proshark.com

10. Third-Party Providers and Confidentiality

10.1 “Third-Party Providers”: Proshark uses third-party services to facilitate certain aspects of our offerings, such as hosting, payment processing, and development tools. While we take reasonable precautions to ensure the security and confidentiality of your data, we are not responsible for the actions or failures of third-party providers.

10.2 “Confidentiality”: Both parties agree to maintain the confidentiality of proprietary or sensitive information disclosed during the course of this Agreement. Confidential information shall not be used for any purpose other than fulfilling the obligations of this Agreement.

11. Governing Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflicts of law provisions. Any disputes arising out of this Agreement shall be resolved exclusively in the state or federal courts located in Riverside County, California, and you consent to the jurisdiction of such courts.

12. Severability

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect, and the invalid or unenforceable provision shall be reformed to the extent necessary to be enforceable.

13. Entire Agreement

This Agreement, along with any referenced documents, constitutes the entire agreement between you and Proshark with respect to the services, websites, platforms, and applications provided and supersedes all prior agreements, representations, and understandings, whether written or oral.

14. Acknowledgment of Terms

By purchasing or using Proshark services, by accessing or using any Proshark website, platform, application, or affiliated website, platform, or application, you acknowledge that you have read, understood, and agree to these Terms of Service. You further acknowledge that you are waiving your right to initiate chargebacks and disputes related to the services provided under this Agreement.