Terms and Conditions

Welcome to the Prajyora Reserve Alliance Club, part of Prajyora Consultancy & Advisory!

These terms and conditions outline the rules and regulations for the use of the Prajyora Reserve Alliance Club, part of Prajyora Consultancy and Advisory, located at https://prajyora.com.

By accessing this club and website, we assume you accept these terms and conditions. Do not continue to use the Prajyora Reserve Alliance Club if you do not agree to take all of the terms and conditions stated on this page.

Part 1: Member Terms of Service (Cardholders)

These clauses strictly govern all B2C and B2B clients holding a Prajyora Catalyst, Prime, Elite, Signature, or Apex network card (Bronze, Silver, Gold, Platinum, or Black/Founder).

1. Authorized Use, Network Authentication & Anti-Fraud

• Absolute Non-Transferability: The Prajyora Membership Card (physical and digital) is strictly non-transferable and remains the absolute property of Prajyora Consultancy and Advisory. Privileges and geographical network access are exclusively granted to the verified registered Director, Founder, or authorized user.

• Dynamic Authentication Mandate: All redemptions mandate real-time dynamic verification via the Prajyora digital ecosystem (Dynamic QR engine or Device-Bound OTP). Physical cards presented without synchronous in-app authentication carry zero validity and will be immediately declined to protect merchant margins.

• Dual-Key Authorization (Apex/Black Tier): Transactions initiated via the Black Founder Card for uncapped expense routing are subject to a proprietary Dual-Key Protocol. Prajyora executive management retains the absolute right to manually delay, audit, or decline any high-velocity transaction pending secondary authorization.

• Prohibition of Arbitrage & Forgery: Members are strictly prohibited from renting, subleasing, or commercializing discounted goods/services obtained through the network. Any attempt to clone physical metal/plastic assets, manipulate the POS engine, or duplicate vouchers constitutes financial fraud, prompting immediate criminal proceedings under Indian penal laws.

2. Data Security & Limitation of Liability

• Data Breach Exemption: While Prajyora utilizes secure digital infrastructure, Prajyora Consultancy and Advisory assumes zero legal liability, financial responsibility, or obligation for any misuse, leakage, data breach, cyber-attack, interception, loss, or unauthorized access to any personal or business data shared by the member.

• Absolute Waiver: The member explicitly acknowledges that Prajyora shall not be held liable under any circumstances for any damages, losses, or consequences arising from external factors, third-party software vulnerabilities, or cloud provider failures.

3. Unilateral Termination & Forfeiture

• Consultant's Absolute Right to Terminate: Prajyora Consultancy and Advisory reserves the absolute, unhindered right to instantly suspend or permanently terminate this Agreement, network access, or any ongoing Services at any time, with or without cause, upon giving a mere 3 days' prior written notice (or immediately without notice for breaches of the Anti-Fraud policy).

• Total Forfeiture & Non-Refundability: Upon termination for any reason, all advances, deposits, retainers, and milestone fees paid prior to or upon termination are strictly non-refundable under any circumstances whatsoever. The member permanently forfeits all unredeemed vouchers, loyalty points, and network privileges.

Part 2: Merchant Partner Agreement (The Reserve Alliance)

These clauses govern the businesses (Catalyst, Prime, Elite, Signature, Apex) participating in the vendor directory and accepting Prajyora network traffic.

1. Commercial Terms, Retainers & High-Yield Penalties

• Tax-Exclusive Retainers: Monthly subscription fees (e.g., ₹5,000 for Prime, ₹25,000 for Signature) are strictly exclusive of all applicable taxes (including GST), levies, or government charges, all of which shall be entirely borne and paid by the Merchant.

• High-Yield Late Payment Penalties: Time is of the essence regarding all subscription payments; in the event of any delayed payment, interest at the rate of 12% per month shall be automatically levied, accrued, and compounded monthly on all overdue balances from the original due date until full realization.

• Right to Suspend Network Traffic: If any invoice remains unpaid past its due date, Prajyora reserves the absolute, unhindered right to immediately suspend, pause, or terminate all ongoing Services, POS access, and geographical locks without incurring any liability or breach of contract.

2. Geographic Exclusivity & Territory Rights

• Tier-Based Radius Locks: Upon successful MCA/GST/MSME verification and payment clearing, Prajyora grants a strict Exclusivity Lock (2.5 km for Prime, 5.0 km for Elite, Zonal for Signature, City-Wide for Apex).

• Contingency of Exclusivity: This lock is strictly contingent upon the Merchant honoring all valid Prajyora redemptions, maintaining a 4.5-star minimum network rating, and remaining current on all financial dues.

• Revocation Authority: Prajyora reserves the absolute right to revoke the exclusivity lock, downgrade the Merchant's tier, or introduce direct competitors into the territory if the Merchant fails to meet these minimum service standards or repeatedly rejects verified cardholders.

3. Discount Integrity & Anti-Collusion

• Price Inflation Prohibition: The Merchant strictly agrees not to artificially inflate the Maximum Retail Price (MRP) prior to applying the Prajyora member discount.

• Collusion & Escrow: Any collusion between a Merchant and a Member to process fraudulent or "phantom" transactions to manipulate the Ascension Tracker or loyalty points will result in immediate termination, and Prajyora reserves the absolute right to retain all funds collected as liquidated damages.

4. Consulting Grants (Golden Tickets) & Disclaimer

• No Liability for Implementation: Strategic Grants redeemed for Prajyora Consultancy and Advisory services are provided for informational and strategic purposes only; the Consultant shall not be held liable for any loss, damage, or consequences resulting from incorrect, incomplete, or improper implementation of the advice provided by the Client.

• Waiver of Financial Liability: Prajyora Consultancy and Advisory shall not be held liable for any direct, indirect, incidental, consequential, special, or punitive damages or losses of any kind, including loss of profits, revenues, or business goodwill arising out of the advice provided.

5. Indemnification & Termination

• Absolute Merchant Indemnification: The Merchant (Client) hereby unconditionally agrees to indemnify, defend, protect, and hold harmless Prajyora Consultancy and Advisory, along with its owners and agents, against any and all losses, damages, costs, liabilities, third-party claims, or regulatory actions arising directly or indirectly out of the Merchant's business operations or failure to properly execute the network services.

• Heavy Kill Fee for Merchant Termination: The Merchant has no right to terminate for convenience; if the Merchant attempts to terminate, cancel, or suspend this Agreement without cause, they must give at least 30 days' prior written notice and shall remain strictly and unconditionally liable to pay 100% of the total remaining contract value or the full retainer for the remainder of the agreed term.

• Governing Law & Mandatory Jurisdiction: This Agreement shall be governed by the laws of India, and the Parties hereby irrevocably submit to the exclusive jurisdiction and venue of the courts located in Delhi, India. If the Merchant initiates any legal action outside of Delhi, they shall be strictly liable to fully reimburse Prajyora for all resulting legal fees and travel costs.

Disclaimer:

To the maximum extent permitted by applicable law, we exclude all representations, warranties, and conditions relating to our website and the use of this website. Nothing in this disclaimer will:

• Limit or exclude our or your liability for death or personal injury;

• Limit or exclude our or your liability for fraud or fraudulent misrepresentation;

• Limit any of our or your liabilities in any way that is not permitted under applicable law; or

• Exclude any of our or your liabilities that may not be excluded under applicable law.

The limitations and prohibitions of liability set in this Section and elsewhere in this disclaimer: (a) are subject to the preceding paragraph; and (b) govern all liabilities arising under the disclaimer, including liabilities arising in contract, in tort, and for breach of statutory duty.

As long as the website and the information and services on the website are provided free of charge, we will not be liable for any loss or damage of any nature.