All website data is encrypted, and we will never rent, sell, or otherwise with your sensitive information. Nor will we send any unsolicited email.
We offer a full refund to users who are generally unsatisfied with our services during the first 30 days. This is a sure sign of how much confidence we have in the quality of service we provide.
You don’t have to sign any contracts, and there are no penalties for canceling.
Pros-Marketplace LLC is a trusted company with an office in Alexandria, MN. We invite you to go through our website Terms of Service (prosmarketplace.com) as they cover your rights and obligations. Your subscription to our services and use of the websites are govern by Pros-Marketplace LLC's Terms of Service.
Pros-Marketplace LLC
1716 Fireman's Lodge Rd. SW
Alexandria, MN 56308
Phone: 1-320-760-8561
Email: Admin@prosmarketplace.com
These Terms of Service ("Terms") govern your use of the website at https://prosmarketplace.com/ (the "Website") and the Services provided and/or made available by Pros Marketplace LLC, a Minnesota limited liability company ("Company"). As used herein, the "Services" shall collectively mean the Website and all data, software, materials or information made available by Company through the Website and Account (as defined below), subject to these Terms. By using and/or accessing the Website you agree to be bound by these Terms. Without limiting the foregoing each Candidate and employer must register for a service account ("Account") through the Website to receive the Services. By registering for an Account each such user ("Customer") agrees to be bound by these Terms. As used herein, "Candidate" shall mean prospective freelancers, contractors and/or employees who register an Account and use the Service. These Terms govern in the event of a conflict with the FAQ page on the Website. PLEASE READ THESE TERMS OF USE CAREFULLY. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT REGISTER FOR AN ACCOUNT OR CONTINUE TO ACCESS OR USE THE SERVICES.
Each Customer must register for an Account. Access to, and use of, the Services is strictly limited to those Customers who have registered an Account, been approved by Company, and issued Credentials to access the Account and Services. Customer represents and warrants that all information provided to Company in connection with obtaining access to the Services and registering for an Account is true, accurate, current and complete, and will immediately update all such information or data to keep it true, accurate, current and complete. Customer may receive usernames, passwords and other access credentials (collectively, "Credentials") to access and use the Services. Each Customer may not have more than one (1) Account and may not share Credentials with any other individual or entity. The security, confidentiality and integrity of Credentials is Customer’s sole responsibility. Customer shall take all reasonable steps to ensure that no unauthorized person shall have access to Credentials and shall immediately notify Company of any unauthorized access or use of which Customer becomes aware. Customer agrees to bear all liability for the same as well as all uses of Credentials, including, but not limited to, unauthorized uses of Credentials. Customer hereby authorizes Company to use, sub license and disclose Credentials and Account information if required by applicable law or where necessary to enforce these Terms and/or to protect any of Company’s or other parties’ legal rights.
The Services shall be made available to Customer during the applicable Subscription Period solely for Customer’s internal business purposes. All of Customer’s rights to the Services are subject to Customer’s compliance with these Terms. Customer acknowledges and agrees that Customer is solely responsible for verifying the suitability of the Services for Customer’s needs. Customer shall be solely responsible for providing, maintaining and ensuring compatibility with the access requirements for the Services, and all hardware, software, electrical and other requirements for access to and use of the Services, including, without limitation, telecommunications and internet service provider access, connections, links, web browsers or other equipment. Services shall include new releases, updates, upgrades and modifications which Company makes available to Customers generally but in no event shall Services include Third Party Products. “Third Party Products” means services, software and products that are owned, performed and/or supplied by an individual or entity other than Company.
If, after the first thirty (30) days of the Services being made available to an employer Customer, such employer Customer does not receive or connect with a qualified applicant, then Customer may receive a refund of Fees paid for such first month of the Services, provided Customer (i) diligently attempts to use the Services to connect with a qualified applicant during such period of time, (ii) cancels the Services and requests the refund within three (3) days after the expiration of such initial thirty (30) day period. Customer shall only be entitled to one refund. The determination as to whether an applicant is qualified and whether Customer diligently attempted to use the Services shall be made by Company, in its reasonable discretion
The term of Customer’s subscription to the Services (each a “Subscription Period”) shall commence on the date upon which Customer is granted access to the Services and continue for a period of thirty (30) days unless a longer period is selected and agreed to by Company during registration of the Account. Thereafter, such Subscription Period shall automatically renew for successive periods equal to initial Subscription Period for such Service, unless Customer provides notice of cancellation before the end of the applicable Subscription Period. For the avoidance of doubt, each Subscription Period is non-cancellable once it commences.
Customer shall pay all then current fees published on the Website at the commencement of each Subscription Period (“Fees”). All Fees published on the Website are in USD. Fees are due and payable at or before commencement of each Subscription Period. All payments shall be made in USD. Customer shall not have the right to set-off or make any deduction from payments for any reason. As between Company and Customer, Customer shall be responsible for payment of (or reimbursement for) any applicable taxes, duties and assessments, except for any taxes based on Company’s net income. All amounts paid by Customer are nonrefundable unless a refund is issued pursuant to Section 3 above. Company may increase Fees on notice to Customer (which such notice shall be deemed effective if posted on the Website, sent electronically or delivered pursuant to these Terms), provided any increase shall only apply to the new Subscription Period. Overdue amounts shall bear interest at the lesser of one and one-half percent (1.5%) per month or the maximum rate allowed by applicable law, until paid. Customer shall be responsible for all costs, fees and expenses (including, but not limited to, reasonable attorney’s fees) incurred by Company in enforcing or attempting to enforce Customer’s payment obligations hereunder, regardless of whether suit is commenced. In the event that any Fees become overdue or Customer is otherwise in default hereunder, Company may suspend Customer’s access to the Services. Company shall have no liability due to such suspension. If Customer disputes any portion of any invoice or charge, Customer must notify Company in writing within three (3) days from the date of the invoice or charge with sufficient detail to allow the parties to resolve the dispute in good faith; otherwise, such invoice or charge shall be deemed approved and undisputed for all purposes.
Customer hereby authorizes Company to charge the Fees to the payment method on file upon commencement of each Subscription Period. Without limiting the foregoing, upon request, Customer shall provide Company a duly completed and signed ACH or credit card authorization in a form satisfactory to Company. Company current accepts debit cards, PayPal, Discover, MasterCard, Visa and American Express. Customer may not make payment by any other payment method unless approved by Company, in its sole discretion. Customer is responsible for providing valid and complete payment information at the time Customer submits payment or registers to pay. Customer represents and warrants that Customer (and the individual submitting payment) is an authorized signatory or user of the payment information provided. Customer agrees that Company may pass Customer’s payment information to Company’s designated service providers for their use in processing such payments and that Company shall have no liability arising out of such service providers acts and omissions when processing payment.
Either party may terminate the Subscription Period earlier for cause if (i) the other party breaches a material term or condition of these Terms and fails to cure such breach within five (5) days of the date written notice of the breach is provided for non-payment or ten (10) days of the date written notice of the breach is provided for other breaches, or (ii) there is an assignment of all or part of the other party’s assets for the benefit of creditors, the other party becomes the subject of a voluntary petition in bankruptcy, the other party becomes the subject of an involuntary petition in bankruptcy that is not dismissed within sixty (60) days of filing, or any proceeding is commenced with respect to the other party relating to insolvency, receivership, liquidation or composition for the benefit of creditors. Customer shall pay for all Fees incurred and/or accrued up to and including the effective date of termination or expiration of the Subscription Period. Upon termination of a Subscription Period, (i) Customer’s rights to the applicable Services shall immediately terminate, and (ii) if terminated by Company for cause or by Customer without cause, the applicable Fees for the remainder of any terminated Subscription Periods shall immediately become due and owing in full.
Customer represents and warrants that (i) these Terms constitute the legal, valid and binding obligation of such party enforceable against such party, (ii) it has all requisite authority to agree to these Terms and to carry out the transactions contemplated herein (and that if Customer is an individual he, she or they are older than eighteen (18) years old), (iii) Customer owns or has the rights and authorizations necessary to provide Customer Content and the other materials made available in connection with the Services and for Company to use and process Customer Content in connection with the Services or as otherwise authorized in these Terms, (iv) Customer does not directly or indirectly, in any capacity, develop, license, sell, market or otherwise provide services or software that are substantially similar to the Services, (v) Customer shall only use the Services for their internal/personal employment needs and Customer is not a recruiter, staffing agency or similar business, and (iv) Customer shall not engage in or assist any third party to engage in benchmarking or other competitive uses of the Services, including, but not limited to, creating or providing services or software that are substantially similar to the Services.
EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS, (I) COMPANY DOES NOT MAKE AND HEREBY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES, REPRESENTATIONS OR ENDORSEMENTS OF ANY KIND WHATSOEVER (INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT), (II) THE WEBSITE, SERVICES AND ANY MATERIALS OR INFORMATION RELATED TO OR PROVIDED THROUGH THE WEBSITE OR SERVICES ARE MADE AVAILABLE “AS IS,” AND (III) COMPANY DOES NOT REPRESENT OR WARRANT THAT THEY WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE OR THAT CERTAIN RESULTS MAY BE OBTAINED BY THEIR USE. ALL THIRD PARTY PRODUCTS ARE MADE AVAILABLE “AS IS.”
“Confidential Information” means any and all nonpublic, proprietary or confidential materials, information or data which is disclosed or otherwise made available by or on behalf of Company in any form, including, but not limited to, data or information accessed through the Account regarding Candidates, employers and employment opportunities. Confidential Information shall also include, without limitation, any other information, oral or written, that is designated as confidential or proprietary or should reasonably be considered confidential or proprietary. Confidential Information shall also include, without limitation, the Services.
Confidential Information shall not include materials, information or data which (i) was lawfully disclosed to Customer free of any confidentiality or nondisclosure obligation from a source other than the Company or its employees, directors, governors, managers, officers, owners, affiliates, contractors or agents, (ii) is or becomes publicly available other than by unauthorized disclosure, or (iii) is lawfully and independently developed by Customer without use of or reliance on any of Company’s Confidential Information. Customer shall bear the burden of proof for relying on any of the foregoing exceptions.
Customer shall (i) keep all Confidential Information confidential, (ii) not use or disclose Confidential Information except as permitted hereunder or as otherwise necessary to fulfill its obligations hereunder, (iii) use the same degree of care it uses to protect its own proprietary information (but in no event less than a reasonable degree of care) to prevent the unauthorized use or disclosure of Confidential Information, (iv) limit disclosure and access to Confidential Information to its employees (if any) with a need to know such information in order to fulfill its obligations hereunder; provided that such employees are bound in writing by confidentiality obligations not materially less protective of Confidential Information than this Section, (v) immediately notify Company of any use or disclosure of Confidential Information not permitted by these Terms of which it becomes aware, and (vi) return to Company all Confidential Information in its possession or control, or, if Company so requests, immediately destroy any such Confidential Information and certify such destruction to Company.
In the event that Customer is legally compelled to disclose any Confidential Information pursuant to a subpoena, order, process or other requirement of a judicial or other governmental agency, Customer may disclose such Confidential Information provided that Customer (i) notifies Company as soon as practicable prior to making such legally compelled disclosure, (ii) provides any reasonably requested assistance to Company in obtaining a protective, and (iii) only discloses that portion of Confidential Information that, in the opinion of Customer’s legal counsel, it is legally compelled or otherwise required to disclose.
Customer acknowledges and agrees that as between Customer and Company, Company is and shall remain the exclusive owner of its logos, marks, and Website materials, the Services and Confidential Information and all patent, copyright, trade secret and other intellectual property rights therein. Customer agrees not to change or delete any copyright or proprietary notices contained on or provided through the Services or Third Party Products. Except as expressly recited these Terms, no rights or obligations are to be implied and no license is hereby granted by Company to Customer or any other party, directly or indirectly, under any patent, trade secret, copyright or other intellectual property right now held by, which may be obtained by or which are or may be licensable by Company. Company expressly reserves all rights not expressly set forth in these Terms.
An Account shall only grant access to the Services for the specific business entity or individual designated in the Account registration. Customer shall not, and shall not assist or permit any third parties to, (i) sell, supply, sublicense, rent, lease, license, access, use, permit use of, modify, create derivatives of or make available any part of the Services, (ii) decompile, reverse engineer or otherwise attempt to discover any underlying code which is part of the Services, (iii) use the Services in violation of applicable laws, rules or regulations or other than in accordance with these Terms, (iv) export any part of the Services outside of the Account without Company’s prior written consent, (v) use the Services to post, upload or transmit any Disabling Code or any data, content or materials of any type that are illegal, threatening, obscene, defamatory, harmful, invasive to privacy or similar rights of Company or a third party or that infringe or violate any rights of any party, (vi) access or use the Services in an unauthorized manner or in a manner that would interfere with or disrupt their accuracy, integrity or reliability, (vii) copy the Services other than as necessary for permitted uses of the Services, (vii) solicit and redirect workers to external platforms, (viii) solicit, recruit, or encourage any worker, freelancer, or business to leave Company’s Services for any competing service, platform, or employer outside of the platform, (ix) engage in mass messaging, scraping, or automated outreach with the intent of diverting Candidates away from Company’s Services, (x) misrepresent employment opportunities to lure workers to external job sites, and/or (xi) use the Services to sell goods or products. “Disabling Code” means computer code designed to delete, disable, deactivate, interfere with or otherwise harm any hardware or software, including, but not limited to, a time bomb, virus, software lock, drop-dead device, malicious logic, worm, Trojan horse or trap door.
Upon Company’s request, Customer shall provide Company and/or its contractors with access to its systems, records, documents, policies and procedures relating to these Terms for purposes of determining Customer’s compliance. If Customer is determined to not be in compliance, then Customer shall promptly pay to Company the reasonable costs of conducting the foregoing determination and any subsequent determinations for the purpose of verifying the resolution of such issues.
Customer hereby grants to Company, its affiliates and its and their contractors, suppliers and vendors a non-exclusive license to use, host, sublicense, reproduce, create derivative works from, modify, publish, edit, translate, distribute, perform and display, including digitally or electronically, Customer Content as necessary to make available, access or integrate with the Services. Customer also hereby grants Company permission to name them as a customer and/or use their name and logo across Company’s marketing materials (e.g. the Company’s website, presentations, brochures, etc.). If Customer provides Company any feedback, suggestions or similar matters related to the Services (“Feedback”), Customer hereby grants, and/or warrants that the owner of such Feedback has granted to Company, a royalty free, perpetual, irrevocable, worldwide, nonexclusive, transferable, sublicensable (through multiple tiers) license to use such Feedback for any purpose and in any media or medium, or any form, format or forum, now known or hereafter developed. “Customer Content” means Customer’s data, content and information provided to Company in connection with the Services, but in no event shall Customer Content include Company’s Confidential Information, the Services or Third Party Products. Customer is solely responsible for the accuracy, integrity and reliability of Customer Content.
To the extent Company collects and uses Customer’s personal information in connection with the Website, such collection and use is subject to Company’s Privacy Policy which is incorporated herein by reference. Company’s Privacy Policy can be found online at https://prosmarketplace.com/privacy-policy.
Customer shall indemnify, defend and hold Company Parties harmless from and against any and all claims, actions, audits, proceedings, litigation, investigations, demands, losses, liabilities, fines, damages, judgments, penalties, charges, costs, interest, awards and expenses (including, but not limited to, reasonable attorneys’ fees) (collectively, “Claims”) arising out of or related to (i) Customer’s breach of these Terms or any terms or policies applicable to Third Party Products, (ii) any disputes between or among Customers related to employment opportunities, practices, wages or compensation, or (iii) disputes that any Customer Content violate or in any way infringe on any patent, copyright, trade secret or other intellectual property right of a third party. “Company Parties” means Company, its affiliates and its and their managers, officers, owners, directors, governors, employees, agents, contractors, successors and assigns.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL COMPANY PARTIES BE LIABLE UNDER ANY LEGAL THEORY FOR (I) ANY INDIRECT, SPECIAL, EXEMPLARY, CONSEQUENTIAL, LOST PROFITS, LOST DATA OR PUNITIVE DAMAGES ARISING OUT OF OR RESULTING FROM THESE TERMS, THE SERVICES OR WEBSITE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR INTERRUPTION OF BUSINESS, WHETHER BASED UPON CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE, DUTY TO WARN AND STRICT LIABILITY), WARRANTY OR ANY OTHER LEGAL OR EQUITABLE GROUNDS, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR (II) ANY DAMAGES EXCEPT FOR ACTUAL, DIRECT DAMAGES INCURRED BY CUSTOMER, NOT TO EXCEED THE FEES PAID BY CUSTOMER TO COMPANY FOR THE SERVICES IN THE THIRTY (30) DAYS PRECEDING THE EVENT GIVING RISE TO SUCH DAMAGES OR, IF THERE IS NO SERVICES GIVING RISE TO THE DAMAGES, ONE HUNDRED DOLLARS ($100). THE EXISTENCE OF MULTIPLE CLAIMS SHALL NOT INCREASE THIS LIMIT.
Customer acknowledges that Company has dedicated an enormous amount of time, effort and expense to develop the Services and that much of the value of the Services is derived from the confidential and specialized nature of Candidate information, as well as Candidate procurement and matching that is provided through the Services. To that end, if Customer’s breach Sections 8(v), 8(vi) or 12 results or leads to any of Company’s Candidates being hired or retained by a party that is not a then active Customer of Company, then Customer shall be liable to Company in the amount of a Placement Fee for each such instance as liquidated damages. The “Placement Fee” shall be equal to 20% of the pay, compensation and/or wages paid (or to be paid) during the 12 months of such Candidate’s employment or engagement with such non-Customer third-party. The parties acknowledge Company’s actual damages as a result Customer breaching the foregoing provisions is difficult to ascertain and that the Placement Fee(s) is reasonably determined.
The parties are independent contractors and nothing herein shall be construed to establish an employer-employee, partnership, joint venture or other relationship. Neither party shall make any such representations to a third party or incur liability on behalf of the other party except as specifically agreed in connection with the performance of their duties hereunder. All acts and omissions of Customer’s employees, contractors and agents shall be deemed Customer’s acts and omissions. CUSTOMER ACKNOWLEDGES THAT COMPANY IS NOT THE EMPLOYER OF ANY CANDIDATE DISPLAYED IN CONNECTION WITH THE SERVICES. CUSTOMER ACKNOWLEDGES THAT WHILE COMPANY DOES USE REASONABLE EFFORTS TO EVALUATE CANDIDATES, COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE INFORMATION PROVIDED OR RELATED TO CANDIDATES. FURTHER, COMPANY HAS NO OBLIGATION OR RESPONSIBILITY TO CONDUCT OR PERFORM BACKGROUND CHECKS. CUSTOMERS SHALL BE SOLELY RESPONSIBLE AND LIABLE FOR ALL HIRING AND CUSTOMER’S OWN EVALUATIONS OF THE CANDIDATE(S), EMPLOYERS AND/OR WORK OPPORTUNITIES.
The registration and/or order form to access the Services, along with these Terms, constitutes the entire agreement between the parties with respect to the subject matter hereof, and supersedes all prior agreements, understandings, negotiations and discussions, whether oral or written, of the parties with respect to the subject matter hereof; provided that these Terms do not impair, limit, or operate as a waiver of any of Customer’s obligations or liabilities under any such prior agreements with Company, including, without limitation, a prior version of these Terms of Service in effect for Customers receiving Services before the date set forth above. Any other terms and conditions supplied by or through Customer (e.g., terms contained on a purchase order) or otherwise, shall be of no force or effect and are superseded by these Terms. Company may modify these Terms from time to time. Once posted to the Website, such modified Terms shall be effective for Customers upon commencement of their next Subscription Period. If Customer continues to access or use the Services, they shall be deemed to have accepted such modified terms. To ensure compliance with these Terms, Company recommends reviewing the current Terms prior to commencement of each Subscription Period.
These Terms and the parties agreement shall be governed by, construed and enforced according to the laws of the State of Minnesota, without regard to its conflict or choice of law principles. Any action arising out of or relating to these Terms or the Services shall be brought only in the state courts of Douglas County, Minnesota, or federal courts of Hennepin County, Minnesota and all parties expressly consent to such courts’ jurisdiction and irrevocably waive any objection with respect to the same, including, without limitation, any objection based on convenience. EACH OF THE PARTIES WAIVES ITS RIGHT TO A JURY TRIAL WITH RESPECT TO THE ENFORCEMENT OR INTERPRETATION OF THESE TERMS AND ANY LEGAL ACTION OR PROCEEDING THAT ARISES OUT OF OR IS RELATED TO THESE TERMS OR THE SERVICES.
Customer may not assign these Terms, or any of its rights or obligations hereunder, without the prior written consent of Company. Any attempted assignment in violation of the foregoing shall be null and void. Company may assign these Terms, or any of its rights or obligations hereunder, to an affiliate or in the event of a transfer of all or substantially all of Company’s assets or its merger or restructuring. All of the terms and provisions herein shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns. Subject to Sections 16 and 17 above, nothing herein is intended to confer upon any person other than the parties hereto and any third party beneficiaries identified herein, and their respective successors and permitted assigns, any rights or remedies under or by reason of these Terms.
Except as otherwise expressly provided, notices shall be in writing and shall be deemed provided (i) when delivered personally, (ii) three (3) business days after the date sent by certified mail, postage prepaid with return receipt requested, (iii) on the date receipt is confirmed if sent by e-mail, or (iv) upon written confirmation of delivery by recognized international carrier sent by overnight service. Any notice to Company must be sent to Pros Marketplace LLC, 1716 Fireman’s Lodge Road SW, Alexandria, Minnesota 56038, Admin@prosmarketplace.com. Any notice to Customer must be sent to the mailing or email address specified during registration. Any party may change its notice address upon written notice to the other party.
Neither party shall be responsible for delays or failures of performance resulting from acts beyond the reasonable control of such party, except for payment obligations. Such acts shall include, but are not limited to, acts of God, strikes, internet connection failures, lockouts, riots, acts of war, acts of terror, epidemics, fire, communication line failures, power failures, earthquakes and other disasters. In such an event, the delayed party shall use reasonable efforts to resume performance.
It is recognized that damages in the event of a breach or threatened breach of certain provisions of these Terms will be difficult, if not impossible, to ascertain. It is therefore agreed that the parties, in addition to, and without limiting, any other remedy or right that each party might have, shall have the right to seek an injunction issued by a court of competent jurisdiction, enjoining a party from violating the provisions of these Terms. This Section shall not limit any remedies otherwise available to the parties.
Section and subsection headings are not to be considered part of these Terms. They are included solely for convenience and are not intended to be full or accurate descriptions of the content hereof. Any Sections (or portions thereof) that either expressly by their terms, or in order to give full effect to their provisions must, survive the expiration or termination of a Subscription Period, shall so survive, including, without limitation, the following Sections of these Terms: 1, 5, 6, 7 (last sentence) and 8 through 26. Each of the parties hereto have been represented by independent legal counsel or afforded the opportunity of representation by independent legal counsel. Therefore, no provision herein shall be construed against the party who drafted these Terms. Should any provision of these Terms be held invalid or unenforceable, such invalidity will not invalidate the whole of these Terms, but rather that invalid provision will be amended to achieve as nearly as possible the same effect as the original provision and the remainder of these Terms will remain in full force and effect. No waiver of any provision of these Terms nor consent to any departure herefrom shall in any event be effective unless the same shall be in writing and signed by the waiving party, and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Customer agrees to sign and deliver such other documents, instruments and agreements and to take such further action as is reasonably requested by Company to consummate or to evidence the consummation of the transactions contemplated herein.