Terms of Service

Welcome to Paisoo (“we”, “our”, or “us”). By accessing or using our website, marketplace platform, Deal Room, and related services, you agree to be bound by these Terms of Service. Please read them carefully before conducting any search, listing, or transaction on the platform.

1. The Paisoo Platform & Marketplace Scope

Paisoo operates an online venue designed to connect owners of operational businesses, commercial assets, and franchise opportunities with prospective buyers and investors across Nepal.

• Independent Due Diligence: Users are solely responsible for verifying financial claims, inspecting physical premises and inventories, reviewing IRD tax filings (PAN/VAT), and engaging licensed legal counsel and accountants prior to executing any binding agreement.
• Direct Settlement: Paisoo does not hold or custody transaction funds. Financial settlements are executed directly between the contracting parties through certified banking channels tied to verified legal milestones.
• Zero Broker Commissions: Paisoo operates on a transparent technology subscription and optional milestone advisory fee model. We do not charge traditional street broker percentages or take undisclosed transaction spreads.

2. Account Registration & KYC Verification

To access specialized features—such as publishing a confidential listing, pitching a venture in the Deal Room, or requesting access to encrypted financial records—you must register an account and maintain accurate credentials.

• Identity Integrity: You represent that all information submitted during account creation and Know-Your-Customer (KYC) verification (such as Citizenship, NID, Passport, or PAN) is authentic, accurate, and current.
• Account Security: You are responsible for safeguarding your login credentials and for all activities conducted under your account.
• Verification Signals: Verified profile badges indicate that a user has submitted government-issued identification verified by compliance checks. A verification badge is an identity signal and does not constitute a financial audit, endorsement, or commercial guarantee by Paisoo.

3. Listing Integrity & Authority to Transact

When publishing a business listing, financial metric, asset overview, or commercial teaser on Paisoo, you represent and warrant that:

• You hold lawful title, ownership, or explicit written authority from the legal entity or business owner to negotiate a sale, equity transfer, or leasehold takeover.
• All reported historical financial figures (annual turnover, gross margin, normalized net profit, inventory at cost) represent verifiable operational records.
• The underlying business is registered in accordance with applicable Nepali laws—including registration with the Office of the Company Registrar (OCR), Department of Commerce, or local municipality Ward Office, as well as the Inland Revenue Department (IRD).

4. Confidential Blind Teasers & Electronic NDAs

Paisoo protects business continuity through a two-tier confidentiality framework. Public listings are presented as blind commercial teasers concealing exact trading names and specific street addresses.

• Confidential Vault: Sensitive documentation—including Audited Balance Sheets, Kar Chukta tax clearances, detailed P&L accounts, and commercial lease contracts—is stored in the encrypted Vault.
• Electronic Non-Disclosure Agreements (NDAs): Buyers requesting vault access must execute an electronic NDA. Pursuant to Nepal's Electronic Transactions Act 2063, electronically acknowledged NDAs constitute an auditable written record of mutual confidentiality obligations.
• Seller Approval Rights: Sellers retain full autonomy to grant, decline, or revoke vault access to any prospective buyer at their sole discretion.

5. Deal Room & Investor Mandate Terms

The Paisoo Deal Room provides a structured capital venue connecting early-stage technology founders, growth ventures, and angel syndicates:

• No Public Securities Offering: Listings and pitches in the Deal Room do not constitute a public prospectus or general solicitation under the Securities Act of Nepal and are not regulated by the Securities Board of Nepal (SEBON).
• Private Bilateral Negotiations: Any equity allocations, Equity Shares, or convertible promissory notes are negotiated and executed privately between the founders and participating accredited investors.
• Founder Representation: Founders are solely responsible for ensuring cap table accuracy, intellectual property ownership, and statutory compliance with Nepal's Companies Act 2063 regarding share novations.

6. Advisor Marketplace & Independent Professional Engagements

Paisoo provides a directory and matching infrastructure connecting users with independent Chartered Accountants, corporate advocates, and transaction advisors. Advisors in the Paisoo Advisor Network are independent third-party practitioners and are not employees, brokers, or partners of Paisoo. Formal advisory engagements, deliverables, and fees are governed exclusively by separate bilateral agreements executed directly between the client and the chosen advisor.

7. Prohibited Conduct & Anti-Fraud Rules

Users must maintain high commercial integrity. You agree NOT to:

• Scrape, harvest, or systematically extract blind teaser data, pitch presentations, or user contact records using automated bots, crawlers, or scrapers.
• Upload falsified, forged, or altered tax clearance certificates, bank statements, or municipality trade licenses.
• Demand advance cash deposits, booking fees, or unverified token payments before formal legal contracts have been signed and witnessed by legal counsel.
• Circumvent platform messaging systems to solicit unauthorized brokerage fees or compromise user privacy.
• Impersonate any regulatory agency, government entity, or representative of the Inland Revenue Department (IRD) or Company Registrar (OCR).

8. Account Suspension & Termination

Paisoo reserves the right to suspend, restrict, or permanently terminate any user account without prior notice if we determine, in our sole discretion, that the user has violated these Terms of Service, breached confidentiality obligations, submitted fraudulent verification documents, or engaged in abusive commercial behavior.

9. Limitation of Liability

To the maximum extent permitted by applicable law, Paisoo, its directors, employees, and affiliates shall not be liable for any direct, indirect, incidental, special, consequential, or punitive damages resulting from:

• Any inaccuracies, misstatements, or omissions in user-generated listings, valuations, or pitch materials.
• Commercial negotiations, contractual breaches, failed handovers, or financial losses incurred between platform users.
• Interruption of service, server downtime, or unauthorized access to user transmissions.

10. Governing Law & Dispute Resolution

These Terms of Service and any dispute, controversy, or claim arising out of or in connection with them shall be governed by, construed, and enforced in accordance with the laws of Nepal. Any dispute that cannot be amicably resolved through good-faith negotiation shall be subject to the exclusive jurisdiction of the competent courts in Kathmandu, Nepal.

11. Modifications to Terms

We may update these Terms of Service periodically to reflect platform enhancements, operational changes, or statutory updates. The revised terms will be published on this page with an updated “Last updated” timestamp. Your continued use of the platform following the publication of changes constitutes your acceptance of the amended terms.