1. Acceptance of Terms
By accessing, browsing, or using the Prilet platform ("Platform"), including any associated websites, applications, APIs, and services (collectively, the "Service"), you ("User," "you," or "your") acknowledge that you have read, understood, and agree to be bound by these Terms of Service ("Terms"). If you are using the Service on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms, and references to "you" or "your" shall include that entity.
If you do not agree to these Terms, you must not access or use the Service. Your continued use of the Service after any modifications to these Terms constitutes acceptance of those changes.
2. Description of Service
Prilet is an online platform that connects companies seeking IT consulting talent ("Hiring Companies") with companies and individuals offering IT consulting services ("Consulting Companies" or "Consultants"). The Platform facilitates:
- Discovery of consultants based on skills, availability, and rates
- Creation and management of service assignments between parties
- Automated invoicing and billing based on agreed terms
- Payment processing, including multiple payment methods and payment terms
- Subcontracting arrangements between consulting companies
- Team management and consultant availability tracking
Prilet acts solely as an intermediary platform. We are not a party to any assignment between Hiring Companies and Consulting Companies, and we do not employ, manage, or supervise any consultants listed on the Platform.
3. Eligibility
To use the Service, you must: (a) be at least 18 years of age; (b) have the legal capacity to enter into binding contracts; (c) not be prohibited from using the Service under any applicable law; and (d) provide accurate and complete registration information. Companies must be validly formed and in good standing in their jurisdiction of organization.
4. Account Registration and Security
To access certain features, you must create an account and provide accurate, current, and complete information. You agree to:
- Maintain the accuracy of your account information and update it promptly if it changes
- Keep your login credentials confidential and not share them with any third party
- Accept responsibility for all activities that occur under your account
- Notify us immediately of any unauthorized access to or use of your account
Prilet reserves the right to suspend or terminate accounts that contain false or misleading information, or that violate these Terms.
5. Types of Users
The Platform supports the following user roles:
- Hiring Companies — Organizations that use the Platform to discover, evaluate, and engage IT consultants for projects and assignments.
- Consulting Companies — Organizations or individuals that list their consultants' profiles, skills, availability, and rates on the Platform to find client engagements.
- Company Administrators — Users within a company who have elevated privileges to manage company settings, team members, billing, and assignments.
Each company account may have multiple users with varying permission levels. The company administrator is responsible for managing user access and ensuring all users within their organization comply with these Terms.
6. Consultant Profiles and Listings
Consulting Companies are responsible for the accuracy and completeness of all consultant profiles listed on the Platform, including but not limited to skills, proficiency levels, availability, hourly rates, and professional experience. By listing a profile, you represent and warrant that:
- All information provided is truthful and not misleading
- The consultant has the legal right to perform the services described
- Availability information is kept current and accurately reflects the consultant's capacity
- Rate information reflects actual rates the Consulting Company is willing to honor
Prilet does not verify the qualifications, credentials, or background of any consultants and makes no representations about the suitability of any consultant for a particular engagement.
7. Assignments Between Parties
Assignments created through the Platform are between the Hiring Company and the Consulting Company. Prilet is not a party to these assignments. When using the Platform to create an assignment, both parties agree that:
- Assignments are formed when both parties accept the terms (including hourly rate, payment terms, start date, and estimated duration) through the Platform
- Billing commences when an assignment becomes active (i.e., on or after the agreed start date), not upon acceptance
- Either party may propose modifications to an assignment, which require mutual consent
- Assignments may be terminated by either party in accordance with the termination provisions set forth in the assignment and on the Platform
Prilet facilitates the assignment workflow but does not guarantee performance by either party. Disputes between Hiring Companies and Consulting Companies regarding the scope, quality, or delivery of services must be resolved directly between the parties.
Notwithstanding the foregoing, Prilet reserves the right to terminate assignments as part of platform enforcement actions under Section 15.2, including when either party's account is suspended or terminated for violation of these Terms.
8. Fees, Billing, and Payments
8.1 Origination Fee
Prilet may charge an origination fee on agreements that represent a new relationship between a Hiring Company and a Consulting Company — that is, agreements where the two parties did not have a working relationship before joining Prilet ("New-Relationship Agreements"). The origination fee:
- applies only to New-Relationship Agreements, and does not apply to agreements designated as pre-existing relationships;
- is a percentage of the invoiced amount (currently 5%) and is deducted from the Consulting Company's payout — it is never added to the Hiring Company's invoice;
- applies only for a limited period measured from creation of the agreement (currently the first twelve (12) months of the relationship), after which no origination fee applies regardless of continued volume; and
- does not apply to the subcontractor leg of an assignment (see Section 9) — a given assignment carries at most one origination fee.
The applicable origination fee rate and duration are disclosed to both parties before an agreement is finalized. Prilet reserves the right to modify the default origination fee rate and terms for future agreements; the rate and terms for existing active agreements will not change without prior notice. Companies may be subject to individually negotiated rates.
8.2 Relationship Designation
When a Hiring Company first creates an agreement with a Consulting Company, the relationship is designated as either a new relationship (the default) or a pre-existing relationship. This designation is made once per Hiring Company–Consulting Company pair and applies to all assignments under that agreement. You may designate a relationship as pre-existing only if you and the other party genuinely had a working relationship before either of you joined Prilet. Misrepresenting a relationship's status in order to avoid the origination fee is a violation of these Terms. Agreements designated as pre-existing relationships may not receive certain origination-fee-linked platform service commitments that Prilet offers for new relationships, as described at the time the agreement is created.
8.3 Subscription Plans
Access to certain Platform features is provided through subscription plans. Subscription pricing is based on the plan selected and may include a base fee per Consulting Company plus a recurring fee for each active consultant in a given billing period, as described on our pricing page. Unless stated otherwise:
- subscription fees are billed in advance on a recurring (e.g., monthly) basis and are charged by Prilet, as merchant of record, through our third-party payment processor;
- plan tiers, the definition of an "active consultant," and the features included in each plan are described on the Platform and may be updated from time to time;
- subscription fees are non-refundable except where required by law; and
- failure to pay subscription fees may result in downgrade, suspension, or termination of access to the corresponding features or account.
Some plans may be offered at no cost. Prilet reserves the right to change subscription pricing and plan features on prospective notice.
8.4 Invoicing
Invoices are generated automatically by the Platform based on the terms of each active assignment. Hiring Companies are responsible for reviewing and paying invoices by their due date. Invoices reflect the agreed hourly rate and hours worked.
8.5 Payment Methods
The Platform supports multiple payment methods, including ACH auto-pay and bank transfer. There are no processing fees on any payment method.
8.6 Payment Terms
Assignments may specify various payment terms (e.g., Net 0, Net 15, Net 30, Net 60, or Net 90). Consulting Companies may set different hourly rates for different payment terms. Longer payment terms generally correspond to higher hourly rates to compensate for the delayed payment. Hiring Companies select their preferred payment terms when entering into an assignment.
8.7 Late Payments
Hiring Companies are expected to pay invoices by their due date. Prilet may send payment reminders for overdue invoices. Persistent failure to pay invoices may result in suspension of the Hiring Company's account and/or termination of active assignments.
8.8 Payment Processing & Stripe Connect
All payment processing is handled through Stripe, a third-party payment infrastructure provider. Prilet uses Stripe Connect with Standard accounts, which means:
- Consulting Companies create and control their own Stripe account. They have a direct relationship with Stripe and are the merchant of record for payments they receive. By onboarding, Consulting Companies agree to Stripe’s Connected Account Assignment, which governs their Stripe account separately from these Terms.
- Hiring Companies pay invoices through Stripe via ACH auto-pay or manual bank transfer. Each Hiring Company receives a unique virtual bank account for each Consulting Company relationship to facilitate manual transfers.
- Prilet facilitates the connection between parties and collects the Prilet origination fee where applicable (see Section 8.1). Prilet does not control Consulting Company Stripe accounts, payout schedules, or Stripe-imposed fees. Consulting Companies manage their own Stripe dashboard, payout settings, and account details directly with Stripe.
Prilet does not store full credit card numbers or bank account details on its servers. Stripe may charge its own fees (e.g., per-transaction fees for ACH or wire transfers) to Consulting Companies in accordance with Stripe’s pricing. These fees are separate from and in addition to the Prilet origination fee.
8.9 Invoice Adjustments and Holds
Either party to an assignment may request adjustments to an invoice (e.g., corrections to hours worked). Invoice adjustments require approval from the other party or may be auto-approved based on configured thresholds. Hiring companies may place payment holds on individual invoices or on all payments to a specific consulting company. Prilet may also place holds on invoices where disputes or irregularities are identified, pending resolution.
9. Subcontracting
The Platform allows Consulting Companies to subcontract work to other Consulting Companies registered on Prilet. Subcontracting arrangements are subject to the following conditions:
- The primary Consulting Company remains responsible to the Hiring Company for the quality and delivery of services
- Subcontracting arrangements must be created and managed through the Platform
- The subcontracting Consulting Company must accept the arrangement through the Platform
- Prilet does not charge a separate origination fee on the subcontractor leg of an assignment; a given assignment carries at most one origination fee (see Section 8.1)
- Subcontracted consultants who perform work in a billing period may count toward the prime Consulting Company's active-consultant subscription metering (see Section 8.3)
10. Feedback and Diamonds
The Platform provides a positive-only feedback system ("Diamonds") that allows parties to recognize good work and positive experiences. Diamonds are voluntary, positive endorsements and may include optional comments. Users agree not to solicit Diamonds through coercion, incentives, or misleading practices. Prilet reserves the right to remove feedback that violates these Terms or our content policies.
11. Acceptable Use
You agree not to use the Service to:
- Violate any applicable local, state, national, or international law or regulation
- Circumvent the Platform to engage consultants discovered through Prilet outside of the Platform, thereby avoiding applicable fees
- Post false, misleading, or fraudulent information, including inflated skills, fabricated experience, or inaccurate availability
- Harass, abuse, threaten, or intimidate other users
- Scrape, crawl, or use automated means to access the Service or collect data from the Platform without prior written consent
- Interfere with or disrupt the Service, servers, or networks connected to the Service
- Impersonate any person or entity, or falsely state or misrepresent your affiliation with any person or entity
- Upload or transmit viruses, malware, or other harmful code
- Use the Service for any purpose other than its intended use as a consulting talent marketplace
- Attempt to gain unauthorized access to other users' accounts, the Platform's systems, or any related networks
12. Intellectual Property
12.1 Platform Ownership
The Service, including its design, features, functionality, source code, and content created by Prilet (excluding user-generated content), is owned by Prilet and is protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, distribute, sell, or lease any part of the Service without our prior written consent.
12.2 User Content
You retain ownership of content you submit to the Platform (such as profile information, resumes, and company details). By submitting content, you grant Prilet a non-exclusive, worldwide, royalty-free license to use, display, reproduce, and distribute your content solely for the purpose of operating and improving the Service. This license terminates when you delete your content or close your account, except where your content has been shared with other users or incorporated into assignments.
12.3 Trademarks
"Prilet," the Prilet logo, and other Prilet trademarks, service marks, graphics, and logos used in connection with the Service are trademarks of Prilet. You may not use these marks without our prior written consent.
13. Confidentiality
Users may have access to confidential information of other users through the Platform, including but not limited to rates, business terms, and consultant details. You agree to:
- Keep all confidential information strictly confidential
- Use confidential information only for the purposes intended by the Platform
- Not disclose confidential information to any third party without prior written consent
- Take reasonable measures to protect the confidentiality of information obtained through the Platform
14. Non-Circumvention
For a period of twelve (12) months following the last interaction between a Hiring Company and a Consulting Company through the Platform, neither party shall engage the other's consultants or services outside of the Platform for the purpose of avoiding Prilet's fees. Violation of this provision entitles Prilet to recover the fees that would have been earned, plus any reasonable costs of enforcement.
15. Termination and Suspension
15.1 By You
You may close your account at any time by contacting us. Closing your account does not relieve you of any obligations incurred prior to termination, including outstanding invoices, active assignments, or payment obligations.
15.2 By Prilet
We may suspend or terminate your account and access to the Service at our sole discretion, with or without notice, for conduct that we determine violates these Terms, is harmful to other users or the Platform, or for any other reason we deem appropriate. Grounds for termination include but are not limited to:
- Violation of these Terms or any applicable law
- Fraudulent, misleading, or deceptive conduct
- Persistent failure to pay invoices
- Extended inactivity
- Circumvention of origination fees
As part of any account suspension or termination enforcement action, Prilet reserves the right to terminate any active assignments associated with the suspended or terminated account(s), including assignments where the suspended party is either the Hiring Company or the Consulting Company. Prilet further reserves the right to terminate any subcontracting arrangements associated with suspended companies. Upon such termination, both parties to the assignment will be notified. Outstanding invoices for work already performed will continue to be processed through the normal billing cycle.
15.3 Effect of Termination
Upon termination, your right to use the Service ceases immediately. We may retain certain data as required by law or for legitimate business purposes (such as financial records for tax and accounting compliance). Sections of these Terms that by their nature should survive termination (including but not limited to intellectual property, limitation of liability, indemnification, and confidentiality) shall survive.
16. Disclaimers
Prilet does not warrant that: (a) the Service will be uninterrupted, timely, secure, or error-free; (b) the results obtained from the Service will be accurate or reliable; (c) the quality of any consultants, services, information, or other material obtained through the Service will meet your expectations; or (d) any errors in the Service will be corrected.
Prilet does not screen, vet, or endorse any users, consultants, or companies on the Platform. You are solely responsible for your interactions with other users and for evaluating the suitability of any consultant or engagement.
17. Limitation of Liability
- Your access to or use of (or inability to access or use) the Service
- Any conduct or content of any third party on the Service
- Any content obtained from the Service
- Unauthorized access, use, or alteration of your transmissions or content
- The performance or non-performance of any consultant or Hiring Company
- Payment processing errors or delays by third-party payment processors
18. Indemnification
You agree to indemnify, defend, and hold harmless Prilet and its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your use of the Service; (b) your violation of these Terms; (c) your violation of any rights of another party, including any other user; (d) any content you submit to the Platform; or (e) your negligence or willful misconduct.
19. Dispute Resolution
19.1 Between Users
Disputes between Hiring Companies and Consulting Companies regarding assignments, services, or payments should be resolved directly between the parties. Prilet may, at its sole discretion, assist in mediating disputes but is not obligated to do so.
19.2 With Prilet
Any dispute, claim, or controversy arising out of or relating to these Terms or the Service shall first be attempted to be resolved through good-faith negotiation. If the dispute cannot be resolved through negotiation within thirty (30) days, either party may pursue resolution through binding arbitration or in the courts of competent jurisdiction as set forth in the Governing Law section below.
20. Governing Law and Jurisdiction
These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of laws principles. You agree to submit to the exclusive jurisdiction of the courts located in the State of Delaware for the resolution of any disputes arising out of or relating to these Terms or the Service.
21. Communications
By creating an account, you consent to receive electronic communications from Prilet, including but not limited to service announcements, administrative messages, assignment notifications, invoice alerts, payment confirmations, and other communications related to your use of the Service. You may not opt out of service-related communications that are necessary for the operation of your account.
22. Third-Party Services
The Service integrates with third-party services, most notably Stripe for payment processing. Consulting Companies that use Prilet maintain their own Stripe Standard accounts and are bound by Stripe’s terms and privacy policies in addition to these Terms. Prilet is not responsible for the content, privacy practices, or availability of any third-party services.
The Service may also integrate with or contain links to other third-party services, such as accounting software (e.g., QuickBooks). These integrations are governed by their respective providers’ terms. Prilet does not endorse any third-party service.
23. Modifications to the Service
Prilet reserves the right to modify, suspend, or discontinue any aspect of the Service at any time, with or without notice. We will not be liable to you or any third party for any modification, suspension, or discontinuation of the Service. We will make reasonable efforts to notify users of significant changes that materially affect their use of the Service.
24. Changes to These Terms
We reserve the right to update or modify these Terms at any time. When we make material changes, we will notify users via email or through a prominent notice on the Platform at least thirty (30) days before the changes take effect. Your continued use of the Service after the effective date of any changes constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must discontinue use of the Service.
25. General Provisions
25.1 Entire Assignment
These Terms, together with our Privacy Policy and any other assignments or policies referenced herein, constitute the entire assignment between you and Prilet regarding the Service and supersede all prior or contemporaneous assignments, representations, warranties, and understandings.
25.2 Severability
If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid or unenforceable provision shall be modified to the minimum extent necessary to make it valid and enforceable.
25.3 Waiver
The failure of Prilet to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by Prilet.
25.4 Assignment
You may not assign or transfer these Terms, or any rights or obligations hereunder, without Prilet's prior written consent. Prilet may assign these Terms without restriction.
25.5 Force Majeure
Prilet shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, pandemics, power outages, internet service failures, or government actions.
26. Contact
If you have any questions, concerns, or feedback about these Terms of Service, please contact us or email us at support@prilet.com.