These Terms & Conditions (“Terms”) govern the engagement between TELEMERGE IT SERVICES PRIVATE LIMITED, operating under its brand MAHAPOSH (“Company”), and the individual trainer (“You” or “Trainer”) onboarded on the mahaposh.ai platform.
1. ACCEPTANCE OF TERMS
By onboarding on mahaposh.ai, you confirm that you have read, understood, and agree to be bound by these Terms. If you do not agree, you must not proceed with the engagement.
2. NATURE OF ENGAGEMENT
You are engaged solely as an independent contractor and not as an employee, partner, agent, or representative of the Company. You retain the right to offer services to third parties, provided such engagements do not pertain to the Company’s business. You shall have no authority, express or implied, to make representations, incur obligations, or enter into agreements on behalf of the Company.
3. SCOPE OF SERVICES
You shall deliver POSH training, compliance awareness, and advisory services to the Company’s designated End Clients as allocated through the mahaposh.ai platform. The broad scope of services, along with applicable fees, is set out in Schedule A at the end of these Terms.
All services shall be executed with the highest professional standards, in strict alignment with the Prevention of Sexual Harassment (POSH) of Women at Workplace Act, 2013.
4. YOUR OBLIGATIONS
- You shall strictly adhere to the schedule, timelines, and formats (online or offline) assigned and accepted via the mahaposh.ai platform.
- You shall maintain a professional demeanour, appropriate decorum, and a neutral stance during training sessions, in view of the sensitive nature of POSH compliance.
- You shall update your availability, accept or reject assignments promptly, and mark session completions accurately on the mahaposh.ai portal.
- You shall, if requested, provide a brief post-session summary or attendance confirmation within 48 hours of completing a session.
5. REPRESENTATIONS & WARRANTIES
5.1 By the Company- The Company is a legally incorporated entity under the laws of India and has full authority to enter into this engagement.
- The platform mahaposh.ai is legally owned and operated by the Company.
- You hold the necessary academic qualifications, legal certifications, and specialised experience required to conduct statutory POSH training.
- Accepting this engagement does not violate any pre-existing contract or employment obligation with a third party.
- Any content or methodology you independently share during sessions does not infringe upon the intellectual property rights of any third party.
6. PAYMENT TERMS
Session fees shall be disbursed to you only upon receipt and clearance of the corresponding payment from the End Client into the Company’s account. Upon such clearance, the applicable session fee shall be transferred to you within 5 business days, net of applicable Tax Deducted at Source (TDS) as required under the Income Tax Act, 1961.
In the event you fail to attend or conduct a booked session (a “No-Show”) for any reason, no payment shall be due for that session. You shall further be liable to indemnify the Company for any losses, penalties, or reputational damage arising from such No-Show.
7. TERM & TERMINATION
Your engagement commences on the date of onboarding and continues until terminated by either party. Either party may terminate this engagement by providing 30 days’ written notice.
The Company reserves the right to terminate your engagement immediately and without notice in the event of a breach of these Terms, conduct detrimental to the reputation of MAHAPOSH, or failure to deliver a session you have accepted.
8. NON-COMPETE & NON-SOLICITATION
- Any End Client onboarded, interacted with, or serviced by you via mahaposh.ai or through the Company shall permanently remain the exclusive client of the Company.
- During the term of this engagement and for a period of 1 year following its termination, you shall not, directly or indirectly, provide POSH training, advisory, or compliance services to any End Client introduced to you through the Company or mahaposh.ai.
- You shall not canvass, solicit, or attempt to entice away any End Client from the Company, whether for personal gain or on behalf of a competing entity.
- While conducting sessions or communicating with End Clients, you shall exclusively present yourself under the brand name MAHAPOSH and shall not share personal contact details, private business cards, or external website links with End Clients.
9. INTELLECTUAL PROPERTY
All training materials, presentation decks, brand logos, templates, and content provided by the Company or under the MAHAPOSH brand shall remain the exclusive property of the Company. You are granted a limited, non-transferable, revocable licence to use such materials solely for delivering services under this engagement. You shall not replicate, modify, distribute, or use them for any personal or external commercial purpose.
10. CONFIDENTIALITY
“Confidential Information” includes, without limitation:
- Platform & Business Metrics: proprietary algorithms, pricing models, commercial terms, and operational workflows of mahaposh.ai and the MAHAPOSH brand.
- Client Data: names, operational data, HR structures, internal policies, and contact details of End Clients and their representatives.
- Sensitive POSH Data: testimonies, case disclosures, identity details of complainants, respondents, or witnesses, and internal IC proceedings encountered during or after sessions.
You agree to hold all Confidential Information in strict confidence and shall not copy, disclose, publish, or distribute such information to any third party without the Company’s prior written consent. You shall use Confidential Information solely for the performance of your obligations under this engagement.
You must not share, publish, or discuss this information with anyone, including on social media platforms such as LinkedIn, Twitter, or personal blogs. This obligation is also mandated under Section 16 of the POSH Act, 2013.
Upon termination of this engagement, or upon demand by the Company, you shall immediately return, delete, or destroy all digital or physical copies of Confidential Information and certify such deletion in writing. These confidentiality obligations shall survive indefinitely beyond the termination or expiry of this engagement.
11. INDEMNIFICATION
You agree to indemnify, defend, and hold harmless the Company and its directors, officers, and employees from and against any losses, claims, liabilities, penalties, and legal expenses arising out of or relating to:
- Any breach of your representations, warranties, or obligations under these Terms.
- Any negligence, misconduct, or misrepresentation on your part during the performance of training or advisory sessions.
- Any violation of the POSH Act, 2013, or applicable data privacy laws.
- Any third-party intellectual property claims arising from content independently shared by you.
- Any reputational or commercial damage to the Company resulting from a No-Show by you.
12. GOVERNING LAW & JURISDICTION
These Terms shall be governed by and construed in accordance with the laws of India. Any disputes arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the Courts at Pune, Maharashtra.
13. GENERAL PROVISIONS
- These Terms, together with the booking details on mahaposh.ai and Schedule A, constitute the entire understanding between the parties and supersede all prior discussions, negotiations, or arrangements.
- The Company reserves the right to amend these Terms at any time. You will be notified of any material changes, and continued engagement shall constitute acceptance of the revised Terms. No modification is valid unless confirmed in writing by the Company.
- If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
- You may not assign, delegate, or sub-contract your obligations under these Terms without the Company’s prior written consent. The Company may freely assign its rights under these Terms to an affiliate or successor entity.
- No failure or delay by either party in exercising any right under these Terms shall operate as a waiver of that right.
ACKNOWLEDGEMENT & ACCEPTANCE
By proceeding with onboarding on mahaposh.ai, you confirm that you have read, understood, and agree to these Terms & Conditions.