Terms & Conditions Individual Consultation

Description

Terms & Conditions Individual Consultation

 

1. Governing Law and Dispute Resolution

1.1 The Individual Consultation Agreement  is governed by and construed in accordance with the laws of the Kingdom of Bahrain. Any dispute arising out of or in connection to Consultation Agreement shall be subject to the exclusive jurisdiction of the Courts of the Kingdom of Bahrain.

1.2 By registering for one or more accounts or using the products and services (collectively, the “Service”) provided by Dynamo Consultancy, (“we” “us” or “our”), the applicant (if registering as an individual) or the business employing the applicant (if registering as a business) (“you” or “your”) accepts this agreement (the “Agreement”). You may not use or access the Service unless you agree to this Agreement.

1.3 Dynamo Consultancy reserve the right to update, change, amend, remove, add terms & conditions of individual consultation at any time without the need for informing the users by any communication channels about the update, therefore we strongly advise you to check the terms & conditions before you agree to this agreement.

2. Consulting Services

2.1  Subject to the terms and conditions of Consultation Agreement, the Client hereby retains Consultant as a consultant and technical adviser to perform the consulting services , and Consultant agrees, subject to the terms and conditions of Consultation Agreement, render such Services during the term of Consultation Agreement.  Consultant shall render services hereunder at such times and places as shall be mutually agreed by Client and Consultant. 

2.2   It is understood that the purpose of the Consulting is to provide periodic review and advice relevant to certain Client matters, and that neither Consultant nor Client will benefit if Consultant provides inaccurate advice or commentary based on insufficient information.  To that end, Client shall provide Consultant, in advance of meetings, with accurate, unbiased and sufficient information for him to review the subject matter thereof, and shall promptly provide further information that Consultant reasonably deems relevant to forming any pertinent conclusions relevant to the matter for discussion.  It is expressly understood that Consultant has no fiduciary obligation to Client, but instead a contractual one described by the terms of Consultation Agreement; that Consultant’s role is to provide independent advice uninfluenced by commercial concerns; and that service as a Consultant does not require him to be an advocate for Client or its products in any forum, public or private.  Client expressly agrees that under no circumstances will this role be compromised or inaccurately represented.

3. Work Product and License

3.1     Defined. In Consultation Agreement the term “Work Product” shall mean all work product generated by Consultant solely or jointly with others in the performance of the Services, including, but not limited to, any and all information, notes, material, drawings, records, diagrams, formula, processes, technology, firmware, software, know-how, designs, ideas, discoveries, inventions, improvements, copyrights, trademarks and trade secrets.

3.2    Ownership. Client agrees to not make any profitable use of any of the Work Product in any manner whatsoever without the Consultant prior written consent.

3.3 Consultant agrees to assign and does hereby assign to Client all right, title and interest in and to the Work Product for Client use only.

4. Fees and payment terms.

4.1     Our Fees. You agree to pay the applicable fees listed on service page whenever you purchase our Service. We reserve the right to change our Fees at any time, without the need to notify clients by any communication means. All Balances and all fees, charges, and payments collected or paid through the Service are denominated in BD. currency. All Fees are not subject to Kingdom of Bahrain VAT or any other taxes provided for in Decree-Law no. 48 for the year 2018 Regarding Value Added Tax.

4.2  To protect against fraud, unauthorized transactions (such as money laundering), claims or other liabilities, payment information in connection with withdrawals is collected by local legally approved Payment Services Providers in Kingdom of Bahrain. Payment Services Providers may also collect such other information as necessary for proposes of processing withdrawal payments. Dynamo Consultancy is not exposed to the payment information provided to Payment Services Providers, and this information is subject to the privacy policy applicable to the Payment Service Provider. Please see our Privacy Policy for more information.

4.3 By using any payment method and/or providing payment details for making purchases on Dynamo Consultancy website, you represent and warrant that: (a) you are legally authorized to provide such information; (b) you are legally authorized or have permission to make payments using the payment method(s); (c) if you are an employee or agent of a company or person that owns the payment method, you are authorized by that company or person to use the payment method to make payments on Dynamo Consultancy website; and (d) such actions do not violate any applicable law.

4.4 Dynamo Consultancy website payment methods uses local legally approved Payment Services Providers in Bahrain, all terms & conditions of payment is applied according to the local legally approved Payment Services Providers in Bahrain, for more information on Payment Services Providers terms & conditions for Benefit payment method click here or for visa/mastercard click here.

4.5 Processing Errors. If there is an error in the processing of any payment transaction, you authorize us to debit or credit your Bank Account, after auditing process take place by Dynamo Consultancy or local legally approved Payment Services Providers in Bahrain, to correct such error. If we are unable to debit the Bank Account you select for any reason, you authorize us to resubmit the debit, plus any applicable fees, to any other Bank Account or payment instrument that you have.

4.6 Payment dispute will be subject to this terms & conditions in addition to local legally approved Payment Services Providers in Bahrain terms & conditions.

4.7 Dynamo Consultancy through its local legally approved Payment Services Providers in Bahrain, reserves the right to cancel payment or place funds on hold for any suspected fraudulent transactions made on the website.

4.8 Our Role. Except for our limited role in processing payments that you authorize or initiate, we are not involved in any underlying transaction between you,  any service providers enrolled in the Dynamo Consultancy gateway payment. We are not a bank and do not offer banking services. We may use the services of one or more third parties to provide the Service and process your transactions.

4.9 Your Authorization.You authorize us to hold, receive and disburse funds in accordance with your payment instructions, provided to us through a Payment Services Providers. Your authorization permits us (a) to debit or credit your Bank Account, any credit card, debit card, or other payment cards that we accept (“Cards”), or any other payment method we accept, or (b) to process payment transactions that you authorize by generating a paper draft or an electronic funds transfer. We may limit your ability to use or withdraw the committed funds for a period of time we have agreed. Your authorizations will remain in full force and effect subject to Payment Service Providers terms & conditions.

4.10 We may delay, suspend or reject a transaction for any Payment Account for any reason, including without limitation if we suspect the transaction subjects us to financial or security risk or is unauthorized, fraudulent, suspicious, unlawful, in violation of the terms of this Agreement, subject to dispute (including without limitation a payment dispute) or Charge back, or otherwise unusual.

4.11 Set-off and Collection Rights. Without limiting our other rights, we may set-off or deduct any amount you owe us your Bank Account, and/or other payment instrument you have. If we are unable or do not wish in our sole discretion to set-off any amount you owe us , you will immediately pay us, upon demand, such amount. You also agree to pay all costs and expenses associated with collection in addition to the amount collected, including without limitation any applicable interest, attorneys’ fees, court costs, collection agency fees, and other legal expenses.

5. Intellectual Property

5.1    Consultant understand and acknowledge that service will be providing access to proprietary and valuable information that Consultant might otherwise not receive and it will remain in whole and in part  valuable property of the client.

5.2   Client understand and acknowledge that Consultant methodologies, materials, copyrights, patent, and all other intellectual and properties rights therein are and remain in whole and in part the valuable property of the Consultant.

5.3   Client agrees to not by any forms or means copy, reproduce, stored in retrieval system, retransmit in whole and in part whether electrical, mechanical, photocopier, recording, or otherwise without the prior written permission of Consultant.

6. Confidential Information

6.1    The parties acknowledge that in connection with Consultant’s Services, the Client may disclose to Consultant confidential and proprietary information and trade secrets of the Client, and that Consultant may also create such information within the scope and in the course of performing the Services (hereinafter, subject to the exceptions ).  Such information may take the form of, for example: data concerning scientific discoveries made by the Client; the Client’s know-how; the Client’s manufacturing strategies and processes; the Client’s marketing plans; data from the Client’s evaluations in animals and humans; the Client’s past, present and future business plans; the Client’s strategy for or status of regulatory approval; or the Client’s forecasts of sales and sales data.  Notwithstanding the above, the Client acknowledges and agrees that none of the information described in this Paragraph (6) (except Confidential Information created by Consultant) will be considered Client Confidential Information for purposes of Consultation Agreement, unless the information is disclosed to Consultant by the Client in writing and is clearly marked as confidential, or, where verbally disclosed to Consultant by the Client, is followed within thirty (30) days of such verbal disclosure by a writing from the Client confirming such disclosure and indicating that such disclosure is confidential. 

6.2    Subject to the terms and conditions of Consultation Agreement, Consultant hereby agrees that during the term of Consultation Agreement and for a period of three (3) years thereafter: (i) Consultant shall not publicly divulge, disseminate, publish or otherwise disclose any Client Confidential Information without the Client’s prior written consent, which consent shall not be unreasonably withheld; and (ii) Consultant shall not use any such Client Confidential Information for any purposes other than consultation with the Client, except that Consultant’s use of such information for purely research purposes, shall not be a breach of Consultation Agreement provided that Consultant is not in breach of the Intellectual Property provisions of Paragraph 6 above.  Notwithstanding the above, the Client and Consultant acknowledge and agree that the obligations set out in this Paragraph 7 shall not apply to any portion of Client Confidential Information which:  

(i)  Was at the time of disclosure to Consultant part of the public domain by publication or otherwise; or

(ii)  Became part of the public domain after disclosure to Consultant by publication or otherwise, except by breach of Consultation Agreement; or

(iii)  Was already properly and lawfully in Consultant’s possession at the time it was received from the Client; or

(iv)  Was or is lawfully received by Consultant from a third party who was under no obligation of confidentiality with respect thereto; or

(v)  Was or is independently developed by Consultant without reference to Client Confidential Information;

(vi)  Is required to be disclosed by law, regulation or judicial or administrative process; or

(vii)  In the case of information prepared by Consultant, is encompassed within and derived from Consultant’s services and professional commitments, and/or any other consulting or research engagement, provided that Confidential Information described in this clause (vii) which constitutes Inventions shall be subject to the intellectual property provisions of Section 6 of Consultation Agreement.

6.3  Notwithstanding any other term of Consultation Agreement, the Client agrees that it shall not disclose to Consultant any information which is Client Confidential Information: (i) except to the extent necessary for Consultant to fulfill Consultant’s obligations to the Client under Consultation Agreement; or (ii) unless Consultant has agreed in writing to accept such disclosure.  All other information and communications between the Client and Consultant shall be deemed to be provided to Consultant by the Client on a non-confidential basis.  The Client also agrees that Consultant may share the terms of Consultation Agreement on a confidential basis with its employers, legal and financial advisors, insurers and other third parties who have a legitimate need to know about them, and that Consultant may disclose the existence and general nature of his consulting arrangement with the Client with his colleagues and co-workers, and his collaborators, as well as publishers and audience members at scientific conferences and forums at which Consultant is speaking or presenting, whenever such disclosures are legally or ethically required or appropriate. The Client further agrees that Consultant shall not be liable to the Client or to any third party claiming by or through the Client for any unauthorized disclosure or use of Client Confidential Information, which occurs despite Consultant’s compliance with Consultant’s obligations under Consultation Agreement.

6.4   Upon termination of the Agreement, or any other termination of Consultant’s services for the Client, all records, drawings, notebooks and other documents pertaining to any Confidential Information of the Client, whether prepared by Consultant or others, and any material, specimens, equipment, tools or other devices owned by the Client then in Consultant’s possession, and all copies of any documents, shall be returned to the Client, except Consultant may keep one copy of all documents for his or her files (which copy shall be subject to the confidentiality and non-use requirements set out in Consultation Agreement).

6.5   Obligations of Non-Disclosure and Non-Use. Unless otherwise agreed to in advance and in writing by the Client, Consultant will not, except as required by law or court order, use the Confidential Information for any purpose whatsoever other than the performance of the Services or disclose the Confidential Information to any third party.

6.6   Consultant may disclose the Confidential Information only to those of its employees who need to know such information. In addition, prior to any disclosure of such Confidential Information to any such employee, such employee shall be made aware of the confidential nature of the Confidential Information and shall execute, or shall already be bound by, a non-disclosure agreement containing terms and conditions consistent with the terms and conditions of Consultation Agreement. In any event, Consultant shall be responsible for any breach of the terms and conditions of Consultation Agreement by any of its employees. Consultant shall use the same degree of care to avoid disclosure of the Confidential Information as it employs with respect to its own Confidential Information of like importance, but not less than a reasonable degree of care.

6.7  Return of Confidential Information. Upon the termination or expiration of Consultation Agreement for any reason, or upon Client’s earlier request, Consultant will deliver to Client all of Client’s property or Confidential Information in tangible form that Consultant may have in its possession or control. The Consultant may retain one copy of the Confidential Information in its legal files.

7. Publication

Each of Client and Consultant agree not to disclose the existence or contents of Consultation Agreement to any third party without the prior written consent of the other Party except: (i) to its advisors, attorneys or auditors who have a need to know such information, (ii) as required by law or court order, (iii) as required in connection with the reorganization of a Party, or its merger into any other corporation, or the sale by a Party of all or substantially all of its properties or assets, or  (iv) as may be required in connection with the enforcement of Consultation Agreement.

8.Termination.

8.1 Consultation Agreement may be terminated by either party, with or without cause, upon seven (7) working days prior written notice to the other; provided that if Consultant terminates Consultation Agreement, Consultant shall, in accordance with the terms and conditions hereof, nevertheless wind up in an orderly fashion assignments for the Client which Consultant began prior to the date of notice of termination hereunder. 

8.2  Upon termination of Consultation Agreement for any reason, Consultant shall be entitled to receive such compensation and reimbursement, if any, accrued under the terms of Consultation Agreement, but unpaid, as of the date Consultant ceases work under Consultation Agreement.  In addition, Consultant shall be reimbursed for any no cancelled obligations, any cancellation penalties, and, unless Consultant terminates the agreement without cause, any expenditures reasonably made in order to perform the Services that were to occur had cancellation not occurred.

8.3 Dynamo Consultancy will not be liable to you for compensation, reimbursement, or damages of any kind in connection with any termination or suspension of the Service. Upon termination of this Agreement for any reason: (a) we may elect to cancel any pending transactions, (b) you will remain liable for all fees, charges, and other payment obligations that have been incurred through the date of termination, (c) subject to the terms of this Agreement, any funds that we are holding in custody for you at the time of termination, less any amounts you owe us, may be withdrawn if all withdrawal-related authentication requirements have been fulfilled, (d) all license or other rights granted to either party under this Agreement will immediately terminate, (e) you will return or destroy and cease use of all Dynamo Consultancy Materials and Trademarks , and (f) your access to the Website will be terminated, and we will have no obligation to you to store, retain, report, or otherwise provide any copies of, or access to, any records, documents or other information in connection with your user account or the Service.

9.Refund Policy:

9.1 Client cancellation or withdrawal from consultation session is eligible for full refund of the amount before 7 days from the consultation session commence date.

9.2 Client cancellation or withdrawal from consultation session is eligible for refund of 50% before 3 days from consultation session commence date.

9.3 Client cancellation or withdrawal from consultation session is not eligible for refund for less than 3 days from consultation session commence date.

9.4 The cancellation of the client’s or withdrawal must be sent in writing to the Consultant to meet the terms and conditions of paragraph (9.1) & (9.2) of the consulting agreement

9.5 Cancellation or non-presence of the Client without submitting a written message or non-attendance of the consultation session is consider as withdrawal applied to the terms and conditions of paragraph (9.3) in the consulting agreement.

10.Force Majeure

10.1  Either Party shall be excused from any delay or failure in performance required hereunder if caused by reason of any occurrence or contingency beyond its reasonable control, including, but not limited to, acts of God, acts of war, fire, insurrection, strikes, lock-outs or other serious labor disputes, riots, earthquakes, floods, explosions or other acts of nature. 

The Consultant and Client shall give written notice to the other as soon as realizing Force Majeure.

10.2    Consultant and Client have the right to extend for the time equal to the period of such excusable interruption. When such events have abated, the Parties’ respective obligations hereunder shall resume.

10.3     In the event the interruption of the excused Party’s obligations continues either Party shall have the right to terminate Consultation Agreement according to the termination of Consultation Agreement.

11. Assignment

Client agrees the Services to be performed by Consultant hereunder are personal in nature, and Client has engaged Consultant as a result of Consultant’s expertise relating to such Services. Client, therefore, agrees that it will not assign, sell, transfer, delegate or otherwise dispose of Consultation Agreement or any right, duty or obligation under Consultation Agreement without the consultant prior written consent. Nothing in Consultation Agreement shall prevent the assignment by the Consultant of Consultation Agreement or any right, duty or obligation hereunder to any third party.

12. Account creation

12.1 Eligibility. To use the Service, (a) you must have a valid e-mail address and create a user account with us  by providing complete and accurate registration information, (b) if the applicant is registering as an individual, the applicant must be at least 21 years old, or if the applicant is registering on behalf of a business, the applicant must be duly authorized to enter into this Agreement on behalf of the business.

12.2 Creating Accounts. user accounts are intended for use by individuals and your user account information may be accessed through the website. If you initiate the process to establish a user account, we will automatically set up a user account. Your user account permits you to access the information in your user account to make purchases. User accounts also are eligible to make payments from Cards. Payments are made using local legally approved Payment Service Providers in Bahrain may enable access to the Service for the purpose of initiating transactions that are authorized by you through website. User accounts do not receive payments or funds transfers.

12.3 Your E-mail Address. Your e-mail address and a password that you select will be used to access the website, your password and access keys or credentials are your “Credentials.” You are responsible for maintaining the secrecy and security of your Credentials and for any use of or action taken under your Credentials. You should not disclose your Credentials to any third party (other than third parties authorized by you to use your account). If your Credentials are compromised, you must change your Credentials immediately and notify us immediately.

12.4 Account History. When a purchase payment is authorized  from your user account, we will update your account activity on the website, and provide you a transaction confirmation. The confirmation will serve as your receipt. Except as required by law, you are solely responsible for (a) compiling and retaining permanent records of all transactions and other data associated with your user account and your use of the Service and (b) reconciling and monitoring all payment activity to and from your user account and all transnational information associated with your user account.

12.5 Updating Your Information. It is your responsibility to ensure that your e-mail address is accurate and remains current. To ensure that we are able to provide you with important Communications, you must update us with any change in your e-mail address. The scope of this Consent applies to the e-mail address that we currently have on file for you.

13. Amendments

No modification or amendments in connection with the subject matter of Consultation Agreement shall be binding on any party unless made in written and singed by the authorized representative of both parties.

14. Entire Agreement

Consultation Agreement constitutes the entire agreement and understanding between the parties with respect to the subject matter of Consultation Agreement supersedes and extinguished any prior drafts, agreements, undertaking, understanding, promises of conditions, whether oral or written, express or implied between the parties relating to such subject.

15. Security

15.1. In case the consultation conducted online for security purpose the client /clients is prohibit from publishing,  distribution, sharing on private or public communication channels online or offline the information regarding accessing, consultation information, or any kind of information regarding the conducted online consultation.

15.2. Violating section 15.1. will result in legal actions against those who violate it, and they will be held responsible for any damages result of their violation whether financial or non financial for Dynamo Consultancy & other parties included in the online consultation.

15.3 Dynamo Consultancy has the full right to pursue all kind of legal actions and claim compensation for all damages result from those who violate section 15.1. and parties who receive same damages may resort to legal  authorities to pursue legal actions and compensation.

DISCLAIMER

Use Of Content

These Terms and Conditions of Use apply to all users of this website. If you do not accept these Terms and Conditions of Use, then you should immediately stop using this website. Your use of this website constitutes your acceptance of these Terms and Conditions of Use. We cannot guarantee that you will always be able to access the website; we will not be liable to you for any interruption or delay that you experience in accessing the website, whatever the cause. The Dynamo Consultancy does not warrant that the website or the server that makes it available are free of viruses or bugs.

Privacy Policy

We believe strongly in protecting users’ privacy. We will not provide any of the personal information you give us to any third party. Any information submitted to Dynamo Consultancy via this website is held in strict confidence.

Law And Jurisdiction

Your use of this website, these terms and any matters arising are subject to the laws of Bahrain. Any dispute is subject to the exclusive jurisdiction of the Courts of Bahrain.

Requesting Paper Copies

Communications will not be distributed in paper unless you contact us and request a paper version of a particular document. We reserve the right to charge you a handling fee for any notices that we physically mail to you at your request or because your e-mail address fails.

No Waiver

We will not be considered to have waived any of our rights or remedies, or portion of them, unless the waiver is in writing and signed by us. Our failure to enforce the strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provisions of this Agreement.

No Agency

Nothing in this Agreement is intended to or creates any type of joint venture, employee-employer, creditor-debtor, escrow, partnership, or any fiduciary relationship between you, us . Further, except as expressly provided for the limited purpose of processing payments in accordance with the Specific Terms for user accounts : (a) neither party shall be deemed to be an agent or representative of the other by virtue of this Agreement, (b) neither party is authorized to, or will attempt to, create or assume any obligation or liability, express or implied, in the name of or otherwise on behalf of the other party, and (c) without limiting the generality of the foregoing, neither party will enter into any contract, agreement, or other commitment, make any warranty or guarantee, or incur any obligation or liability in the name or otherwise on behalf of the other party.

Severability

If any portion of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, the remaining portions of this Agreement will remain in full force and effect and, upon our request, the court will construe any invalid or unenforceable portions in a manner that most closely reflects the effect and intent of the original language. If such construction is not possible, the invalid or unenforceable portion will be severed from this Agreement and the rest of the Agreement remains in full force and effect.