These terms and conditions, together with the proposal we will send to you, contain the terms and conditions upon which we will provide services to you. Please read these documents carefully.
AGREEMENT:
1. Definitions and interpretation
In the Agreement: “Agreement” means agreement between the parties incorporating these consultancy terms and conditions and the Proposal, and any amendments to it from time to time.
“Charges” means the charges specified in the Proposal.
“Confidential Information” means:
- Any information supplied (whether supplied in writing, orally or otherwise) by the Customer to the Consultant [during the term of the Agreement] that is marked as “confidential”, is described as “confidential” or should have been reasonably understood by the Consultant to be confidential;
- Consultant” means TRADEMARKWALI.COM, a company incorporated in INDIA
- “Customer” means the customer for the Services under the Agreement identified in the Proposal;
- “Services” means the services provided or to be provided by the Consultant to the Customer under the Agreement.
2. Term of Agreement
The Agreement will come into force upon the execution of the Proposal, and the Agreement will continue in force indefinitely, unless terminated in
3. Duties of the Consultant
3.1 The Consultant will perform the Services to a good professional standard.
3.2 The Consultant will devote such of its personnel’s time, attention and abilities to the Project as may be necessary for its satisfactory and timely completion.
3.3 The Consultant will deliver the Deliverables to the Customer in accordance with the timetable set out in the Proposal. Time shall be of the essence in relation to the timetable for delivery of the Deliverables.
4. Charges
4.1 The Customer will pay the Charges to the Consultant in accordance services.
4.2 The Consultant may issue invoices for the Charges to the Customer from time to time during the term of the Agreement / on or after the dates set out in the Proposal / at any time after the relevant Services / Deliverables have been delivered to the Customer.
4.3 The Customer will pay the Charges to the Consultant as per the requirement
5. Warranties
5.1 The Consultant warrants and represents to the Customer that:
(a) the Consultant has full power to enter into the Agreement and to perform its obligations under the Agreement;
(b) the Deliverables will: (i) meet the requirements set out in the Proposal; (ii) be of a good professional / reasonable standard;
c) the Deliverables will not intentionally: (i) breach the provisions of any law, statute or regulation; (ii) infringe the Intellectual Property Rights or other legal rights of any person; or (iii) give rise or be capable of giving rise to any cause of action against the Customer or any other person, in each case in any jurisdiction and under any applicable law. (iv) To guarantee 3rd party patents or Intellectual
Property have not been infringed would require a detailed review via an independent patent Intellectual Property specialist.
5.2 The Customer warrants and represents to the Consultant that the Customer has full power to enter into the Agreement and to perform its obligations under the Agreement.
6. Limitations and exclusions of liability
6.1 Nothing in the Agreement will:
(a) limit or exclude the liability of a party for death or personal injury resulting from negligence;
(b) limit or exclude the liability of a party for fraud or fraudulent misrepresentation by that party
(c) limit any liability of a party in any way that is not permitted under applicable law; or
(d) exclude any liability of a party that may not be excluded under applicable law.
6.2 The limitations and exclusions of liability set out in this Clause [6] [and elsewhere in the Agreement]:
(a) are subject to Clause [6.1];
(b) Govern all liabilities, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty; and
(c) Govern all liabilities arising under the Agreement or any collateral contract or in relation to the subject matter of the Agreement or any collateral contract.
6.3 The Consultant will not be liable in respect of any loss of profits, income, revenue, use, production or anticipated savings.
6.4 The Consultant will not be liable for any loss of business, contracts or commercial opportunities.
6.5 The Consultant will not be liable in respect of any loss or corruption of any data, database or software.
6.6 The Consultant will not be liable in respect of any special, indirect or consequential loss or damage.
order.
7. Confidentiality
7.1 The Consultant will not disclose the Confidential Information and will protect the Confidential Information against unauthorised disclosure by using the same degree of care as it takes to preserve and safeguard its own confidential information of a similar nature, being at least a reasonable degree of
7.2 Confidential Information may be disclosed by the Consultant to the Consultant’s employees, officers, insurers and professional advisers, provided that the recipient is legally bound in writing to maintain the confidentiality of the Confidential Information received.
8. General
8.1 No breach of any provision of the Agreement will be waived except with the express written consent of the party not in breach.
8.2 If a Clause of the Agreement is determined by any court or other competent authority to be unlawful and/or unenforceable, the other Clauses of the Agreement will continue in effect.
8.3 Nothing in the Agreement will constitute a partnership or employment or agency relationship between the parties.
8.4 The Agreement may not be varied except by a written document signed by or on behalf of each of the parties.
8.5 Neither party may without the prior written consent of the other party assign, transfer, charge, license or otherwise dispose of or deal in the Agreement or any rights or obligations under the Agreement.
8.6 The Consultant may subcontract any of its obligations under the Agreement to any third party.
8.7 The Agreement is made for the benefit of the parties, and is not intended to benefit any third party or be enforceable by any third party. The rights of the parties to terminate, rescind, or agree any amendment, waiver, variation or settlement under or relating to the Agreement are not subject to the consent of any third party.
8.8 The Agreement will be governed by and construed in accordance with Indian laws; and the courts of Delhi shall have exclusive jurisdiction to adjudicate any dispute arising under or in connection with the Agreement