Terms of Service

1. Parties and Acceptance

These Terms of Service ("Terms") constitute a legally binding agreement between IRPR Media Private Limited ("IRPR Network", "we", "us", "our"), a company incorporated under the Companies Act 2013 (India) with its registered office at Pune, Maharashtra, India, and the entity or individual ("Client", "you", "your") accessing irpr.network or engaging our professional services.

By (a) accessing or using irpr.network, (b) submitting an enquiry or contact form, or (c) signing a service agreement, proposal, or statement of work with IRPR Media Private Limited, you confirm that you have read, understood, and agree to be bound by these Terms. If you are accepting on behalf of a company or other legal entity, you represent that you have authority to bind that entity.

2. Services

IRPR Media Private Limited provides the following professional services under the irpr.network brand:

• GCC setup advisory, entity structure analysis, and incorporation support
• Employer of Record (EOR) arrangements under Indian law
• Payroll processing, TDS, EPFO, ESIC, and Professional Tax management
• Company registration and post-incorporation statutory compliance
• Regulatory compliance management (MCA, RBI, GST, Income Tax, Labour Law)
• FEMA and RBI filing services (FC-GPR, FLA return, SOFTEX, 15CA/15CB, ECB)
• Accounting, bookkeeping, and transfer pricing documentation
• Virtual office and registered address services

The specific scope, deliverables, timeline, and fees for any engagement are set out in a written proposal or Statement of Work ("SOW") signed by both parties. These Terms apply to all SOWs and govern in the event of any conflict unless the SOW explicitly overrides a specific clause.

3. Client Obligations

To enable us to perform our services, you agree to:

4. Fees and Payment

Fees are set out in each SOW. Unless otherwise specified:

• Invoices are issued monthly in advance for retainer services and upon milestone completion for project-based engagements.
• Payment is due within 15 days of invoice date. Overdue amounts attract interest at 18% per annum from the due date.
• All fees are exclusive of applicable GST, which will be charged at the prevailing rate and reflected on each invoice.
• Government fees, registration charges, stamp duty, and third-party costs are pass-through charges billed at cost with prior client approval.
• We reserve the right to pause services on accounts with invoices overdue by more than 30 days, without liability for resulting delays.

5. Confidentiality

Both parties agree to treat as strictly confidential all non-public information disclosed by the other party in connection with an engagement, including but not limited to financial data, employee information, business strategies, regulatory filings, and client lists ("Confidential Information").

Confidential Information may only be disclosed to employees, advisors, or subcontractors who have a need to know and are bound by equivalent confidentiality obligations. This obligation survives termination of the engagement for a period of 5 years. Disclosure required by law, court order, or regulatory authority is permitted provided the disclosing party gives prior written notice where legally possible.

6. Intellectual Property

All intellectual property in deliverables produced specifically for a client engagement (reports, structured documents, prepared filings) is assigned to the Client upon full payment of all outstanding fees.

IRPR Media Private Limited retains all rights in its methodologies, templates, process frameworks, tools, and proprietary know-how used in delivering services. Nothing in these Terms grants the Client a licence to use our methodologies outside the specific engagement.

7. Warranties and Disclaimers

We warrant that our services will be performed by qualified professionals with reasonable care and skill in accordance with applicable Indian professional standards.

8. Limitation of Liability

To the maximum extent permitted by applicable law:

• Our aggregate liability to you under or in connection with any engagement shall not exceed the total fees paid by you to IRPR Media Private Limited in the 12 months immediately preceding the event giving rise to the claim.
• We shall not be liable for indirect, consequential, special, incidental, or punitive damages, including loss of profit, loss of business, or loss of data, even if advised of the possibility of such damages.
• We shall not be liable for penalties imposed by government authorities where such penalties arose from inaccurate, incomplete, or late information provided by you, or from government processing delays outside our control.
• Nothing in these Terms limits liability for fraud, wilful misconduct, death, or personal injury caused by negligence.

9. Indemnification

You agree to indemnify, defend, and hold harmless IRPR Media Private Limited, its directors, employees, and subcontractors from and against any claims, losses, damages, penalties, and costs (including reasonable legal fees) arising from: (a) your breach of these Terms or any SOW; (b) inaccurate or misleading information provided by you; (c) your violation of applicable law; or (d) third-party claims arising from your business operations.

10. Term and Termination

Unless otherwise specified in a SOW, each engagement continues until completion of the agreed scope. Retainer engagements continue on a monthly basis with either party able to terminate with 30 days' written notice.

Either party may terminate immediately by written notice if the other party: (a) materially breaches these Terms and fails to remedy the breach within 14 days of written notice; (b) becomes insolvent, enters liquidation, or is subject to insolvency proceedings; or (c) engages in fraudulent conduct. On termination, all outstanding fees become immediately payable, and Clauses 5 (Confidentiality), 6 (IP), 8 (Limitation of Liability), 9 (Indemnification), and 11 (Governing Law) survive.

11. Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of India. Any dispute, controversy, or claim arising out of or relating to these Terms or any SOW shall be resolved as follows:

Courts at Pune, Maharashtra shall have exclusive jurisdiction for any matter not subject to arbitration, including urgent interim relief.

12. General Provisions