Provider Terms

These Provider Terms (the “Provider Terms”) constitute a binding agreement between Prouva Ltd (BRN C236255), the operator of the Prouva platform (the “Operator”), and any person or entity that lists, claims, manages or otherwise controls a service provider listing on the Platform (the “Provider”, “you”). They supplement, and are to be read conjunctively with, the Terms of Service and the Privacy Notice; in the event of conflict in respect of provider-specific matters, these Provider Terms prevail. Capitalised terms not defined herein bear the meaning given in the Terms of Service. By electronically signifying assent (whether by claiming, listing or continuing to manage a listing), you acknowledge and agree that such assent constitutes a valid and enforceable agreement pursuant to the Electronic Transactions Act 2000 and articles 1101 et seq. and 1134 of the Civil Code of Mauritius.

1. Capacity, authority and warranties

You represent, warrant and undertake on a continuing basis that: (a) you are at least 18 years of age and possess full legal capacity to contract; (b) you are the proprietor of, or a duly authorised representative of, the business to which the listing relates, and are empowered to bind it; (c) where the business is registered, its Business Registration Number is accurate and subsisting within the meaning of the Business Registration Act 2002 and, where applicable, the Companies Act 2001; and (d) you hold all permits, licences, registrations and authorisations requisite for the lawful conduct of your trade or profession. Any misrepresentation as to authority may result in immediate removal of the listing and shall engage your liability under articles 1382 to 1384 of the Civil Code of Mauritius.

2. Acknowledgement of, and consent to, the publication of Reviews

You acknowledge and irrevocably accept that the Platform is a venue for the dissemination of honest, good-faith reviews authored by customers, and that the act of listing or claiming a listing does not confer upon you any right to suppress, veto, procure the removal of, or otherwise interfere with lawful Reviews concerning your business. The publication of fair comment and honest opinion, and of statements that are true or substantially true, is a legitimate exercise of the right to freedom of expression guaranteed by section 12 of the Constitution of Mauritius and is not actionable.

3. Remedies in respect of disputed Reviews

Your sole and exclusive remedies in respect of a Review you consider inaccurate or objectionable are (a) to exercise your right of reply, and (b) to submit a report through the Platform. The Operator will assess such reports in good faith and will remove or moderate content only where it is satisfied, acting reasonably, that the content is unlawful or in breach of the Terms — including content that is defamatory within the meaning of articles 1382 to 1384 of the Civil Code and the relevant provisions of the Criminal Code, or that contravenes the Information and Communication Technologies Act 2001. You shall not engage in self-redress, intimidation or retaliation against any reviewer.

For the avoidance of doubt, the Operator does not remove a listing, or the Reviews associated with it, merely because the Reviews are unfavourable, critical or commercially unwelcome. Completion of the verification process confirms your identity and authority over the listing; it confers no right to delete, suppress or compel the removal of lawful Reviews or of the listing itself. Any right you may hold in respect of your own personal data under the Data Protection Act 2017 is unaffected and may be exercised separately by contacting the Operator (see the Privacy Notice). The Operator's position on listing and review removal is published on the Platform's Community Guidelines, to which you are referred.

4. Permanence of listings and Reviews

You acknowledge that a bona fide business operating in Mauritius may be listed and reviewed by customers, and that the relinquishment, un-claiming or deletion of your management of a listing shall not, of itself, entitle you to the erasure of lawful Reviews previously published. The Operator may retain a listing and its associated Reviews where it has a legitimate interest in doing so and where such retention is consistent with the Data Protection Act 2017.

5. Listing accuracy and lawful conduct

You undertake to ensure that all information you publish is accurate, not misleading and kept up to date, and to refrain from any unfair or deceptive commercial practice contrary to the Consumer Protection Act and the Competition Act 2007. You remain solely responsible for your own commercial dealings, pricing, taxation, insurance and statutory obligations to your customers; the Operator is not a party thereto and assumes no liability in respect thereof.

6. Verification and badges

You consent to the verification procedures operated by the Platform, including the examination of identity documents and Business Registration particulars. Such documents are processed solely for verification and are deleted upon determination, in accordance with the principles of purpose limitation and data minimisation under the Data Protection Act 2017; only the outcome of the verification is retained. A verification badge denotes that specified particulars were checked as at the date of verification and constitutes neither a warranty nor an endorsement of the quality, fitness or outcome of any service. The Operator may suspend or revoke a badge at its reasonable discretion.

7. Contact details and customer data

You consent to the public display of your business contact number upon verification of your listing, and to the receipt of customer enquiries thereby. Where, in consequence, you obtain personal data relating to a customer, you shall process such data solely for the purpose of responding to the enquiry and shall comply with your independent obligations as a controller under the Data Protection Act 2017, including the security and retention obligations thereunder.

8. No guarantee of leads, ranking or outcomes

The Platform is provided to Providers free of charge. The Operator makes no representation, warranty or guarantee as to the volume of enquiries, leads, placement, ranking, visibility or revenue that may result from a listing, and reserves the right to modify ranking and presentation methodologies at any time.

9. Prohibited conduct

You shall not, whether directly or indirectly: (a) author, solicit, procure, incentivise or facilitate any false, fabricated or non-genuine review, or any review of your own or a competitor's business, such conduct being capable of constituting an unfair commercial practice; (b) harass, threaten or intimidate any person, including by means of a message liable to cause inconvenience, distress or anxiety contrary to section 46 of the Information and Communication Technologies Act 2001; (c) effect or attempt any unauthorised access to, or interference with, the Platform contrary to the Cybersecurity and Cybercrime Act 2021; or (d) extract, scrape or harvest data from the Platform.

10. Intellectual property and licence

You retain such intellectual property rights as subsist in the content you submit under the Copyright Act 2014, and grant to the Operator a worldwide, non-exclusive, royalty-free, sub-licensable licence to host, store, reproduce, adapt for formatting and clarity, communicate to the public and display such content for the operation and promotion of the Platform.

11. Indemnity and limitation of liability

You shall indemnify and hold harmless the Operator, its officers and agents against any claim, demand, loss, liability or reasonable cost (including legal costs) arising from content you submit, your use of the Platform, or your breach of these Provider Terms or of any applicable law. To the fullest extent permitted by law, the Operator's liability to you is excluded; nothing herein excludes any liability that may not lawfully be excluded.

12. Suspension, termination and severability

The Operator may suspend, restrict, remove or terminate a listing for breach of these Provider Terms or where reasonably necessary to comply with the law. If any provision is held invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. No failure or delay in exercising any right shall operate as a waiver thereof. These Provider Terms, together with the Terms of Service and Privacy Notice, constitute the entire agreement between the parties in respect of their subject matter.

13. Governing law and jurisdiction

These Provider Terms are governed by, and shall be construed in accordance with, the laws of the Republic of Mauritius. The Supreme Court of Mauritius shall have exclusive jurisdiction to determine any dispute arising out of or in connection with them, without prejudice to any mandatory provision of consumer-protection law. References to any enactment are to that enactment as amended, re-enacted or replaced from time to time.

14. Contact

Prouva Ltd, The Grand Business Centre, Level 3, Block A, La Promenade, Telfair, Moka Smart City 80813, Mauritius — hello@prouva.mu.