User Agreement Clients and Professionals
This User Agreement (this “Agreement”) is a contract between you (“you” or “User”, which includes both Clients and Consultants) and Ualright Mental Health Solutions LLP (Ualright). (“Ualright”, “we”, or “us”). You must read, agree to, and accept all of the terms and conditions contained in this Agreement in order to use our website https://ualrightapp.com/, all affiliated websites, including mobile websites and applications, owned and operated by us or successors. This also includes all services, applications and products that are accessible through the Site and all UALRIGHT mobile applications whether provided by us or our Affiliates.
This Agreement includes and hereby incorporates the agreements and Site usage policies and as such agreements and policies may be modified by UALRIGHT from time to time. Subject to the conditions set forth herein, UALRIGHT may, in its sole discretion, amend this Agreement and the Terms of Service at any time by posting a revised version on the Site. Any revisions to this Agreement will take effect when posted on the Site unless otherwise stated. If a revised version includes a Substantial Change in that case, we will notify you in writing or email, of the Substantial Change. Your continued use of the Site or the Site Services after the effective date of a revised version of this Agreement constitutes your acceptance of and agreement and you remain bound by the Terms of Service. In the event of a conflict between this Agreement and any other Terms of any other agreement, if any, this Agreement will control unless the other Agreement explicitly states that it controls.
YOU UNDERSTAND THAT BY USING THE SITE OR SITE SERVICES, YOU AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT ACCEPT THIS AGREEMENT IN ITS ENTIRETY, YOU MUST NOT ACCESS OR USE THE SITE OR THE SITE SERVICES.
1. DIGITAL/ELECTRONIC SIGNATURE
By registering for a UALRIGHT account on the Site (an “Account”), or by clicking to accept the Terms of Service when prompted on the Site, you are deemed to have executed this Agreement electronically, effective on the date you sign up for an Account, pursuant to the prevailing Indian laws regulating the cyber contracts. Your Account sign up and/or registration constitutes an acknowledgement that you are able to electronically receive, download, and print this Agreement, and any amendments for your reference.
2. CONSENT TO USE ELECTRONIC RECORDS
In connection to your use of this site and its services you may have to receive certain records, such as contracts, notices, invoices and communications, in writing. You give us permission to provide these records to you electronically instead of in paper form. UALRIGHT will make all reasonable efforts to ensure that a paper form record is issued and mailed to you in exceptional cases like audit or demand by Law enforcing agencies.
3. UALRIGHT ACCOUNTS
3.1 Account Eligibility
To use the Site Services, you must to provide valid email and mobile /register for an Account with www.ualrightapp.com. UALRIGHT offers the Site Services for you to find and connect with the Experts/professional to seek their services.
To access/register for an Account, you must be a legal entity or an individual 18 years or older who can form legally binding contracts. By registering for an Account and by using the Site Services, or by clicking to accept the Terms of Service when prompted on the Site, you agree to: (a) abide by this Agreement and the processes, procedures, and guidelines described on the Site; (b) be financially and legally responsible for your use of the Site and of Services as sought; and (c) perform your obligations to provide services as specified by any Service Contract that you accept, unless such obligations are prohibited by applicable law or this Agreement. We reserve the right, in our sole discretion, to refuse, suspend, or revoke your access to the Site and Site Services upon discovery that any information you provided on any form or posted on the Site is not true, accurate, or complete, or such information or other conduct otherwise violates this Agreement.
3.2 Account Registration
You agree to provide true, accurate, and complete information on all registration and other forms on the Site or provide to us and to update your information to maintain its truthfulness, accuracy, and completeness. You must not provide false or misleading information about yourself. You must not provide false or misleading information about your skills or the services you provide.
3.3 Usernames and Passwords
When you login/sign up for an Account, you will be asked to choose email and mobile number or a username and password for the Account. You are entirely responsible for safeguarding and maintaining the confidentiality of your Account username and password. You agree to notify us immediately if you suspect or become aware of any unauthorized use of your account or any unauthorized access to your password.
3.4 Feedback
We encourage you to leave objective balanced feedback about other Users with whom you have transacted. UALRIGHT provides its public feedback system as a means through which Users can share their opinions publicly and UALRIGHT does not monitor or censor these opinions. UALRIGHT does not investigate any remarks posted by Users for accuracy or reliability but may do so if a User requests for that. You may be held legally responsible and accountable for any consequences for damages suffered by other Users as a result of your remarks if such remarks are legally actionable or defamatory. UALRIGHT is not legally responsible for any feedback or comments posted or made available on the Site by any Users, even if that information is defamatory or otherwise legally actionable. In order to protect the integrity of the feedback system and protect Users from abuse, UALRIGHT reserves the right (but is under no obligation) to remove posted feedback or information that in UALRIGHT’s sole judgment violates the Terms of Service.
4. PURPOSE OF THE SITE AND SITE SERVICES
"Ualright" is an online platform for mental health solutions with unique features focused on connecting all mental health support providers and resources under one roof, promoting global mental health. We enable the use of technology to remove barriers and create pathways to help the people to stay connected with mental health support in finding mindfulness and hope. The Site is a platform/technology enabler where Users, Individuals, or group can search and connect with the Experts/consultants/professional of their choice as per their need and budget.
Ualright platform helps people find qualified and eligible professionals with expertise in the field at their fingertips. Users can use the application to reach out for the professionals available worldwide or at their preferred area and get connected with them to find a permanent solution for their problem
5. CONTRACTUAL RELATIONSHIP BETWEEN USER AND CONSULTANTS
5.1 Service Contracts
You acknowledge and agree that UALRIGHT is not a party to any Service Contracts, and that the formation of a Service Contract between a User/Client and a Consultants will not, under any circumstance, create an employment or other service relationship between UALRIGHT and the Consultants.
5.2 Payment Agreements
UALRIGHT always encourages the clients to pay the consultants’ fee directly to the consultant. UALRIGHT does not charge any cut or commission from the consultant’s fee as its.
6. PAYMENT TERMS
Service Fee
It is amply made clear that UALRIGHT does not collect any fee as commission or not deduct /cut from the amount paid for the consultant.
Membership Fees
UALRIGHT reserves the right to charge a membership fee to its USERS. UALRIGHT has the discretion to offer the services for free or charge as per its business decision and whenever there is a change or modification in the membership fee charged by UALRIGHT, it will inform the USER. Once A USER has been informed on the amendment, the USER will have the choice to continue to avail the services or stop, causing termination of this Agreement. The User agrees to pay the subscription fee for creating, hosting, maintaining and providing site services.
Non-payment
If User fails to pay the membership fee, if/as applicable, UALRIGHT may suspend or close User’s Account and revoke User’s access to the Site. Without prejudice to other available remedies.
No Return of Funds
User acknowledges and agrees that the fee is non-refundable, except as otherwise required by applicable law. User also acknowledges and agrees that this Agreement provides a dispute resolution process as a way for User resolve disputes.
7. SERVICE CONTRACT TERMS
Client and Consultant may agree between them on any additional or different terms for their Service Contract as long as such terms do not affect the rights or responsibilities of UALRIGHT or violate the Terms of this Agreement. UALRIGHT is not a party to any Service Contract by or between Users (Client and Consultant).
7.1 Services
Consultant will perform the Consultant’s Services in a professional and workmanlike manner and will timely deliver any agreed upon Services. The manner and means of performing the Consultants Services will be determined and controlled by consultant. To avoid any doubt, UALRIGHT will not interfere in the way services are delivered by the registered Consultant unless they are violating this User Terms or any applicable law.
7.2 Dispute Resolution
With respect to disputes arising between Clients and Consultant, you agree to abide by the Dispute Resolution Policy. UALRIGHT will assist with all possible and reasonable intervention to resolve the disputes, if any, between the Client and Consultant.
7.3 Intellectual Property Rights
Any intellectual property if created as part of the Services provided by a Consultant will remain the Intellectual property of the Consultant and UALRIGHT will have no rights or interest on such properties. UALRIGHT will have all the rights and interest on the materials, processes and methodologies including the residual technology created in due process of providing the platform for a User to avail UALRIGHT’s Web (online) Services.
8. RELATIONSHIP WITH UALRIGHT
UALRIGHT is not a party to the dealings between User and Consultant, including posts, proposals, screening selection, contracting, and performance of Consultants Services. UALRIGHT does not introduce/advertise Consultants to Users. UALRIGHT merely makes the Site Services available to enable Users to identify and determine the suitability of consultant for themselves. UALRIGHT does not, in any way, supervise, direct, or control Consultant or Consultant’s work. UALRIGHT does not set Consultant’s work hours, work schedules, or location of work, nor is UALRIGHT involved in determining the Consultant’s Fees for a Service. UALRIGHT will not provide Consultants with training or any equipment, labour, or materials needed for a particular Service Contract. UALRIGHT does not provide the premises at which the Consultant will perform the work. UALRIGHT makes no representations about, and does not guarantee the quality, safety, or legality of, the Consultant’s Services; the qualifications, background, or identities of Users; the ability of consultants to deliver the Consultants Services; the ability of Users to pay for the Consultant Services; or that a User or Consultant can or will actually complete a transaction.
THE USER UNDERSTANDS AND AGREES THAT THERE IS ABSOLUTELY NO EMPLOYER EMPLOYEE RELATIONSHIP BETWEEN UALRIGHT AND THE CONSULTANT USING THE ONLINE PLATFORM. THESE SERVICE PROVIDERS (CONSULTANTS) ARE NOT ON THE PAYROLL OF UALRIGHT AND THEY ARE INDEPENDENT PROFESSIONALS.
UALRIGHT is not required to and may not verify any feedback or information given by Users, nor does UALRIGHT perform background checks on Consultants or Users except verifying the license to practice.
You hereby acknowledge and agree that UALRIGHT may provide information on the Site about a Consultant or User, such as feedback, composite feedback, including a strength or risk score, geographical location, or verification of identity or credentials. However, such information is based solely on data that Consultants or Users voluntarily submit to UALRIGHT and does not constitute and will not be construed as an introduction, endorsement, or recommendation by UALRIGHT; UALRIGHT provides such information solely for the convenience of Users.
9. THIRD-PARTY BENEFICIARY
User and Consultant appoint UALRIGHT as a third-party of their Service Contracts for purposes of enforcing any obligations owed to, and any benefits conferred on, UALRIGHT hereunder. User and Consultants further agree that UALRIGHT has the right to take such actions with respect to their Accounts, including, without limitation, suspension, termination, or legal actions, as we, in our sole discretion, deem necessary to enforce our rights as a third-party beneficiary under the Service Contracts.
This Agreement and any Account registration will not be construed as creating or implying any relationship of agency, franchise, partnership, or joint venture between Users and UALRIGHT, except and solely to the extent expressly stated in this Agreement.
10. UALRIGHT’S ROLE
You expressly acknowledge, agree, and understand that: (a) the Site is merely a venue where Users may act as Users and/or Consultants; (b) UALRIGHT is not a party to any Service Contracts between Users and Consultants; (c) you are not an employee of UALRIGHT, and UALRIGHT does not, in any way, supervise, direct, or control the Consultants or Consultants Services or quality of services provided by Consultants; (d) UALRIGHT will not have any liability or obligations under or related to Service Contracts between Client and Consultants; (e) UALRIGHT has no control over Consultants or the Consultants Services; and (f) UALRIGHT makes no representations as to the reliability, capability, or qualifications of any Consultants or the quality, security, or legality of any Consultants Services, and UALRIGHT disclaims any and all liability relating thereto.
11. LICENSES AND SITE USE
11.1 Site License
Subject to the conditions on compliance with this Agreement, UALRIGHT grants you a limited permission to access and, if you have created an Account, to use the Site for the purpose of using the Site Services. You must not access (or attempt to access) the Site or Site Services by any means other than the interface provided, and you will not use information from the Site or Site Services for any purposes other than the purposes for which it was made available. You agree not to use the Site or Site Services for offering any goods or services other than Services as permitted by this Agreement. You will not access Site Services in order to build a similar service or application, or publish any performance, or any benchmark test or analysis relating to the Site Services. The UALRIGHT logos and names are trademarks of UALRIGHT and may be registered in certain jurisdictions.
11.2 Mobile and Other Devices
When using our mobile applications, please be aware that your carrier’s normal rates and fees, such as text messaging and data charges, will still apply. Our mobile applications may not contain the same functionality as available on the Site.
11.3 Site Updates
We may from time to time in our sole discretion develop and provide Site Services updates, which may include upgrades, bug fixes, patches, and other error corrections and/or new features. Updates may also modify or delete in their entirety certain features and functionality. You will promptly download and install all Updates and acknowledge and agree that Site Services or portions thereof may not work properly should you fail to do so. You further agree that all Updates will be subject to the terms of this Agreement, unless otherwise provided in terms associated with such Update. UALRIGHT reserves the right, at any time, to modify, suspend, or discontinue Site Services or any part thereof without notice.
12. CONFIDENTIAL INFORMATION
12.1 Confidentiality
To the extent a User or Consultants provides Confidential Information to the other, the recipient will protect the secrecy of the discloser’s Confidential Information with the same degree of care as it uses to protect its own Confidential Information, but in no event with less than due care, and will: (a) not disclose another’s Confidential Information to anyone without first obtaining the express written consent of the owner of the Confidential Information; (b) not use or permit the use of another’s Confidential Information, except as necessary for the performance of Consultants Services (including, without limitation, the storage or transmission of Confidential Information on or through the Site for use by Consultants).
12.2 Return
If and when Confidential Information is no longer needed for the performance of the Consultants Services for a Services Contract or at User’s or Consultant’s written request, the party that received Confidential Information, will, at its expense, promptly destroy or return the disclosing party’s Confidential Information and any copies thereof contained in or on its premises, systems, or any other equipment otherwise under its control. The party that received Confidential Information agrees to provide written certification to the party disclosing the Confidential Information of compliance with this subsection within ten days after the receipt of disclosing party’s written request for such certification.
12.3 Publication
User, Consultants, and UALRIGHT will not publish, or cause to be published, any other party’s Confidential Information, except as may be necessary for performance of agreed Services as required by the law.
13. LIMITATION OF LIABILITY
UALRIGHT is not liable, and you agree not to hold it responsible, for any damages or losses arising out of or in connection with this Agreement, including, but not limited to:
your use of or your inability to use our Site or Site Services;
delays or disruptions in our Site or Site Services;
viruses or other malicious software obtained by accessing, or linking to, our Site or Site Services;
glitches, bugs, errors, or defects of any kind in our Site or Site Services;
damage to your hardware device from the use of the Site or Site Services;
the content, actions, or inactions of third parties’ use of the Site or Site Services;
a suspension or other action taken with respect to your account;
your reliance on the quality, accuracy, or reliability of services, Consultants profiles, ratings, recommendations, and feedback , or metrics found on, used on, or made available through the Site; and
your need to modify practices, or your loss of or inability to do business, as a result of changes to the Terms of Service.
14. RELEASE
In addition to the recognition that UALRIGHT is not a party to any contract between User and Consultants, you hereby release UALRIGHT, its Affiliates, and its respective officers, directors, subsidiaries, joint ventures, and employees from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with any dispute you have with another User, whether it be at law or in equity. This release includes, for example and without limitation, any disputes regarding the performance, functions, and quality of the Consultants Services provided to User by a Consultants and requests for refunds based upon disputes.
15. INDEMNIFICATION
You will indemnify, defend, and hold harmless UALRIGHT, its Affiliates, and its respective directors, officers, employees, and representatives (each an “Indemnified Party”) from any and all claims, damages, liabilities, costs, losses, and expenses arising from or relating to any claim, suit, proceeding, demand, or action brought by you or a third party or other User against an Indemnified Party relating to: (a) use of the Site and the Site Services by you, including any payment obligations incurred through use of the Site Services; (b) any Service Contract entered into by you; (c) failure to comply with this Agreement by you; (d) failure to comply with applicable law by you; (e) negligence, willful misconduct, or fraud by you; and (f) defamation, libel, violation of privacy rights, unfair competition, or infringement of Intellectual Property Rights or allegations thereof to the extent caused by you.
16. AGREEMENT TERM AND TERMINATION
This Agreement, as amended from time to time, will become effective on the later of the Effective Date or your first visit to the Site and will remain in effect for the duration of your use of the Site or Site Services. Unless both you and UALRIGHT expressly agree otherwise in writing, either of us may terminate this Agreement in our sole discretion, at any time, without explanation, upon written notice to the other. You may provide written notice to ualrightapp@gmail.com or ualrightmentalhealthsolutions@gmail.com. In the event you properly terminate this Agreement, your right to use the Site is automatically revoked, and your Account will be closed; however, (a) if you have any open Engagements when you terminate this Agreement, you will continue to be bound by this Agreement until all such Engagements have closed on the Site; (b) UALRIGHT will continue to perform those Site Services necessary to complete any open Engagement or related transaction between you and another User; and (c) you will continue to be obligated to pay any amounts accrued but unpaid as of the date of termination or as of the completion of any open Engagements, whichever is later, to UALRIGHT for any Site Services, as applicable. Without limiting any other provisions of this Agreement, the termination of this Agreement for any reason will not release you, any User with whom you have entered into a Service Contract, or UALRIGHT from any obligations incurred prior to termination of this Agreement or that thereafter may accrue in respect of any act or omission prior to such termination. Those portions of the Terms of Service necessary to implement the foregoing survive termination of this Agreement for any reason.
Without limiting UALRIGHT’s other rights or remedies, we may temporarily suspend, indefinitely suspend, or permanently revoke your access to the Site and refuse to provide any or all Site Services to you if: (i) you breach any terms and conditions of this Agreement or other parts of the Terms of Service; (ii) we suspect or become aware that you have provided false or misleading information to us; or (iii) we believe, in our sole discretion, that your actions may cause legal liability for you, our Users, or UALRIGHT or our Affiliates. If your Account is suspended or closed, you may not use the Site under the same Account or a different Account or reregister under a new Account without UALRIGHT’s prior written consent.
If your Account is closed for any reason, you will no longer have access to data, messages, files, and other material you keep on the Site. If required by law, UALRIGHT will retain this information along with all your previous posts and proposals for a period of up to five years from the date of closure. However, you understand that any closure of your Account may involve deletion of any content stored in your Account for which UALRIGHT will have no liability whatsoever.
16.1 Enforcement of Agreement
UALRIGHT has the right, but not the obligation, to suspend or revoke your access to the Site and Site Services if we believe that you have violated or acted inconsistently with the letter or spirit of this Agreement or the Terms of Service or violated our rights or those of another party. Without limiting UALRIGHT’s other rights or remedies, we may suspend or close your Account, use self-help in connection with our rights to reclaim funds, and refuse to provide any further access to the Site or the Services to you if (a) you breach any terms and conditions of this Agreement or other Terms of Service; (b) we are unable to verify or authenticate any information you provide to us; or (c) we believe that your actions may cause legal liability for you, other Users, or UALRIGHT.
16.2 Consequences of Agreement Termination
Termination of this Agreement and/or closing of your Account will not relieve User of the requirement to pay for Consultants Services performed prior to the effective date of the termination or thereafter for any Service Contracts executed before termination of this Agreement, which fees and expenses, together with any applicable taxes. Except as otherwise required by applicable law, we will notify you if we close your Account, unless we understand, in our sole judgment, that giving notice may cause damage. You agree as follows: IF UALRIGHT DECIDES TO SUSPEND OR CLOSE YOUR ACCOUNT, UALRIGHT HAS THE RIGHT BUT NOT THE OBLIGATION TO: (A) NOTIFY OTHER USERS THAT HAVE ENTERED INTO SERVICE CONTRACTS WITH YOU TO INFORM THEM OF YOUR SUSPENDED OR CLOSED ACCOUNT STATUS, AND (B) PROVIDE THOSE USERS WITH A SUMMARY OF THE REASONS FOR YOUR ACCOUNT SUSPENSION OR CLOSURE.
16.3 Survival
After this Agreement terminates, the terms of this Agreement that expressly or by their nature contemplate performance after the Agreement terminates or expires will survive and continue in full force and effect. For example, the provisions protecting Confidential Information, requiring arbitration, permitting audits, protecting intellectual property, indemnification, payment of fees, reimbursement and setting forth limitations of liability each, by their nature, contemplate performance or observance after this Agreement terminates.
17. DISPUTES
17.1 Dispute Process and Scope
If a dispute arises between you and UALRIGHT, our goal is to resolve the dispute quickly and effectively. Accordingly, you and UALRIGHT agree to resolve any claim, dispute, or controversy that arises out of or relates to this Agreement, your relationship with UALRIGHT, the termination of your relationship with UALRIGHT, or the Site Services in accordance with this Section.
In the event of any dispute or difference arising from this agreement, the same shall, unless settled by mutual discussions, be referred to the Sole Arbitration of a person to be appointed by both Parties. Such Arbitration shall be conducted in accordance with the provisions of the Arbitration and Conciliation Act, 1996 as in force and as amended from time to time. The decision of the Arbitrator shall be final and binding upon the parties. The venue of the Arbitration proceeding shall be in Cochin. This agreement is an agreement for arbitration within the meaning of The Arbitration and Conciliation Act, 1996 including any statutory modification thereof.
17.2 Choice of Law
This Agreement and any Claim will be governed by and construed in accordance with the applicable laws of Union of India.
18. GENERAL
18.1 Entire Agreement
This Agreement, together with the other Terms of Service, sets forth the entire agreement and understanding between you and UALRIGHT relating to the subject matter hereof. Even though UALRIGHT drafted this Agreement, you represent that you had ample time to review and decide whether to agree to the terms of this Agreement. If an ambiguity or question of intent or interpretation of this Agreement arises, no presumption or burden of proof will arise favoring or disfavoring you or UALRIGHT because of the authorship of any provision of this Agreement
18.2 Compliance
User will not violate any applicable National, State, or local laws or on or related to the Site. Without limiting the generality of the foregoing, User agrees to comply with all applicable laws and regulations.
18.3 Modifications
No modification or amendment to this Agreement will be binding upon UALRIGHT unless in a written instrument signed by a duly authorized representative of UALRIGHT. For the purposes of this subsection, a written instrument will expressly exclude electronic communications, such as email and electronic notices, but will include facsimiles. This Section does not apply to amendments to this Agreement posted by UALRIGHT to the Site from time to time.
18.4 No Waiver
The failure or delay of either party to exercise or enforce any right or claim does not constitute a waiver of such right or claim and will in no way affect that party’s right to later enforce or exercise it, unless such party issues an express written waiver, signed by a duly authorized representative of such party.
18.5 Assignability
User may not assign this Agreement, or any of its rights or obligations hereunder, without UALRIGHT’s prior written consent in the form of a written instrument signed by a duly authorized representative of UALRIGHT (and, for the purposes of this subsection, a written instrument will expressly exclude electronic communications such as email and electronic notices, but will include facsimiles). UALRIGHT may freely assign this Agreement without User’s consent. Any attempted assignment or transfer in violation of this subsection will be null and void.
18.6 Severability
If and to the extent any provision of this Agreement is held illegal, invalid, or unenforceable in whole or in part under applicable law, such provision or such portion thereof will be ineffective as to the jurisdiction in which it is illegal, invalid, or unenforceable to the extent of its illegality, invalidity, or unenforceability and will be deemed modified to the extent necessary to conform to applicable law so as to give the maximum effect to the intent of the parties. The illegality, invalidity, or unenforceability of such provision in that jurisdiction will not in any way affect the legality, validity, or enforceability of such provision in any other jurisdiction or of any other provision in any jurisdiction.
18.7 Force Majeure
The parties to this Agreement will not be responsible for the failure to perform or any delay in performance of any obligation hereunder due to labor disturbances, accidents, fires, floods, telecommunications or Internet failures, strikes, wars, riots, rebellions, blockades, acts of government, governmental requirements and regulations or restrictions imposed by law or any other similar conditions beyond the reasonable control of such party. The time for performance by such party will be extended by the period of such delay.
19. DEFINITIONS
“Affiliate” means any entity that, directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with UALRIGHT.
“User” means any authorized User utilizing the Site to seek or provide Consultant’s Services from another User.
“User Deliverables” means requests, intellectual property, and any other information or materials that a consultant receives from a User to perform Consultants Services.
“Confidential Information” means User Deliverables, Consultants Deliverables, Work Product, and any other information provided to, or created by, a User for a Service Contract or to perform or assist in performing Consultants Services, regardless of whether in tangible, electronic, verbal, graphic, visual, or other form.
Confidential Information does not include material or information that: (a) is generally known by third parties as a result of no act or omission of Consultants or User; (b) subsequent to disclosure hereunder, was lawfully received without restriction on disclosure from a third party having the right to disseminate the information; (c) was already known by User prior to receiving it from the other party and was not received from a third party in breach of that third party’s obligations of confidentiality; or (d) was independently developed by User without use of another person’s Confidential Information.
“Engagement” means an engagement for Consultants Services that a consultant provides to a User after being approached and engaged by a User.
“Consultants” means a person who has been designated as a consultant formally by the condition of fulfilling the requisite education and other formalities as prescribed by the profession.
“Consultants Fees” means the fees as quoted by the Consultants and paid to the Consultants, for providing the services to the User.
“Consultants Services” means all services performed for or delivered to Users by Consultant.
“Intellectual Property Rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.
“Service Contract” means, as applicable, (a) the contractual provisions between a User and a Consultants governing the Consultants Services to be performed by a Consultant for User for an Engagement.
“Site Services” means all services that are accessible through the Site
“Substantial Change” means a change to the terms of this Agreement that reduces your rights or increases your responsibilities.
“User Content” means any data, feedback, content, text, photographs, images, video, music, or other information that you post to any part of the Site or provide to UALRIGHT
AGREEMENT WITH CONSULTANTS.
You as a registered consultant/professional with UALRIGHT agree to abide by the provisions of Confidentiality and Non-disclosure agreement which are enumerated below;
1. This agreement is between UALRIGHT and registered consultant/professional (You) to ensure that You, when engaged by a client to perform a service, maintain the privacy and confidentiality of the client with utmost care.
2. While maintaining the confidentiality, You will abide by all the applicable local laws of the jurisdiction and in no situation, unless the law warrants to do so, will divulge any information of the client which can invade client’s privacy in any manner.
3. You will take all precautionary measures to ensure that all personal information and all personally identifiable information shared by the client, in the due course of getting the services, are not shared with any one for any cause, be it commercial or otherwise.
4. If You who have obtained/received any kind of personal information/sensitive dare and all personally identifiable information of a client then You will not disclose the information to any third party for any commercial purpose.
5. You unconditionally agree that in case of any breach of privacy of a client by You, you will be held liable and also agree that You will indemnify the client and UALRIGHT in case of any claims arising out of your act or omission leading to such privacy breach.
6. Providing indemnity of breach of privacy by you does not prejudice other legal remedies available to the Client. The Client, may on its own or though UALRIGHT initiate any legal proceedings against you for breach of privacy.
7. You expressly agree that you will notify UALRIGHT as soon as you come to know or suspect a potential breach of privacy or have knowledge of actual breach.
UALRIGHT always encourages the clients to pay the fee directly to you. UALRIGHT does not charge any cut or commission from the consultants’ fee as its.
8. Dispute Process and Scope
If a dispute arises between you and UALRIGHT, our goal is to resolve the dispute quickly and effectively. Accordingly, you and UALRIGHT agree to resolve any claim, dispute, or controversy that arises out of or relates to this Agreement, your relationship with UALRIGHT, the termination of your relationship with UALRIGHT, or the Site Services in accordance with this Section.
In the event of any dispute or difference arising from this agreement, the same shall, unless settled by mutual discussions, be referred to the Sole Arbitration of a person to be appointed by both Parties. Such Arbitration shall be conducted in accordance with the provisions of the Arbitration and Conciliation Act, 1996 as in force and as amended from time to time. The decision of the Arbitrator shall be final and binding upon the parties. The venue of the Arbitration proceeding shall be in Cochin. This agreement is an agreement for arbitration within the meaning of The Arbitration and Conciliation Act, 1996 including any statutory modification thereof.
9. In case of any doubt or clarification You may raise your concern through ualrightapp@gmail.com or ualrightmentalhealthsolutions@gmail.com.