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Client – refers to the person or people for whom USAL has consented, under specific circumstances, to execute the Specific Consultancy Service.
Document – comprises, apart from a written record, any diagram, plan, drawing, or photograph, or any device containing additional data, as well as any medium containing visual illustrations.
Contract – refers to the Specification, these terms and conditions, and any additional special terms and conditions for the delivery of the specified consulting service.
Conditions – refers to the normal terms and conditions that USAL has set out in this document for the providing of consulting services.
Input Material –Denotes any documents, materials, data, or other information that the client sends to USAL regarding the Specific Consultancy Service.
Output Material –Denotes any papers, materials, data, or extra information that USAL gives the client regarding the Specified Service.
Specification –refers to the Specific Consultancy Service’s details
Fee – depicts the amount that the client must pay USAL to receive the specified consulting service.
Additional Expenses– denotes any additional expenses that USAL may spend due to changes in the specifications or the client’s actions or inactions, for which the client will pay USAL back.
Parties – denotes the USAL and client.
Contract Period– is the time needed to finish the Specific Consultancy Service as specified in the Specification.
Special and Overriding Terms and Conditions – any further terms and conditions that supersede these conditions and are stated in the specifications.
Key Personnel – Signifies any of the important USAL employees listed in the Specification.
a) Except as may agreed to in writing between the Parties, these Conditions represent the complete agreement between the Parties and supersede any prior understanding or agreement.
b) Any notice that each party is obliged or allowed to send the other under these conditions must be sent to the other party in a way that is sufficiently notified to its address, registered office, or major place of availability, business, or conduct.
c) Neither party’s omission or delay in pursuing any of its rights under the Contract shall be construed as a waiver of such right, nor shall any party’s waiver of the other’s violation of any term of the Contract be interpreted as a waiver of any subsequent breach of the same or any other condition.
a)Universal Study Agency Ltd. shall maintain the confidentiality of any input material or other information submitted by the client. The Client shall maintain the confidentiality of all Output Material and additional information provided by USAL that USAL designates.
b)Universal Study Agency Ltd. will be the owner of all the intellectual property arising from the Specific Consultancy Service. A non-exclusive license to use this intellectual property only to use the Specified Consultancy Service is granted to the Client. This license is contingent upon complete payment of all amounts due under the terms of the contract. All other agreements about ownership or usage must be approved in writing by both parties.
a) The fee covers the price of all equipment and personnel used. The client will also be billed for expenses.
b) Universal Study Agency will accept no alteration in the Fee without its express agreement in writing.
a)Payment of fees for all bills/fees is due within ten (10) days of notice by USAL unless special payment terms are agreed upon.
b)A designated advisory service will be required to resolve the disputed portion. You shall immediately notify USAL of any concern or dispute in writing detailing the nature of the dispute. USAL will use reasonable efforts to address and resolve any disputed elements within a mutually agreed timeframe. The customer is obligated to honor all undisputed amounts due during the dispute resolution process.
c) If payment is not made on time (ten (10) after the date of USAL’s notice, USAL reserves the right, without limiting its other rights, to charge an extra penalty on the unpaid amount.
d) The penalty amount accrues before and after any judgment and from the due date until the unpaid balance is paid in full.
e) The customer acknowledges and agrees to make all required payments in full before receiving the designated services. If payment is not made on time, service may be delayed or suspended until the outstanding balance is paid.
f) Additionally, Customer acknowledges that, unless otherwise specified in this Agreement, any payments made are non-refundable.
g) The customer must complete the full payment process for all outstanding bills and fees before any discontinuation of the Service. If the Services are terminated by either party, the customer acknowledges that all amounts outstanding at the time of termination remain due and payable. The Service Provider reserves the right to take appropriate legal action or utilize any remedies available under this Agreement or applicable law to collect any unpaid payments.
h) If payment is not received promptly, USAL reserves the right to suspend the provision of services until payment is received.
a) Before being implemented, any modifications or adjustments to the services that were initially agreed upon must be agreed upon in writing and approved by both parties.
b) Universal Study Agency Ltd. retains the right to impose additional costs for any modifications that are agreed upon or for any services that are not included in the original contract. The client will be informed in advance of any such additional fees, and work on the modifications won’t start until the client has given their written consent to the associated expenses.
c) Within ten days of the date of USAL’s notice, the Client shall pay USAL’s Additional Charges in full, without set-off or other deduction.
d) The Parties must agree in writing before any changes to the Contract may be made or become enforceable.
a)To the best of its abilities, Universal Study Agency Ltd. shall the Specified Consultancy Services to the Client in a professional manner, exercising appropriate care and diligence.
b)USAL disclaims all responsibility for how it uses the supplied data, documents, or information.
c) USAL is not prohibited from offering comparable services to other parties.
d) If any or all of the Specified Personnel are unavailable, Universal Study Agency Ltd. shall have the authority to designate substitute personnel and shall use the Personnel as identified to provide the Specified Consultancy Service.
a) Universal Study Agency Ltd. will provide certain consulting services to the Customer, subject to these Terms and specific and comprehensive terms and conditions. Any changes or additions to the specified consultation, specifications, conditions, or special and comprehensive terms and conditions must be agreed in writing between USAL and the Customer.
b) No terms are accepted, provided, or included in the Customer’s purchase order as part of the contract.
c) In the event of any ambiguity or conflict between these Terms and the specific and superseding terms and conditions, the specific and superseding terms and conditions shall prevail.
d) The designated Consulting Services will be provided by USAL’s specifications or notices or by USAL’s current or updated policies or other announcements published from time to time in connection with Consulting Services.
e) Universal Study Agency Ltd. reserves the right, without any liability to the Client, to fix any typographical errors or other errors or omissions in the specification, brochure, promotional content, or other documentation relating to the provision of the designated Advisory Services.
f) Universal Study Agency Ltd. may, at any time and without notice to the Customer, make alterations to designated consulting services that are necessary to comply with applicable legal requirements and that do not materially affect the nature or quality of the designated services.
g) An order from the Customer will only be deemed accepted by USAL if it has been confirmed in writing by USAL.
h) The Customer is solely responsible to USAL for ensuring the accuracy of the terms and conditions of the order.
i) The client cannot cancel an order once it has been accepted unless otherwise agreed in writing by Universal Study Agency Ltd. The Customer shall indemnify USAL in full against all losses (including loss of profits and loss of commission income), any costs, damages, fees, tuition refund costs, and additional processing costs incurred by USAL as a result of the cancellation.
j) The Customer shall provide USAL with all necessary documentation and information promptly to enable USAL to provide the specific agreed consulting services. The Client guarantees the accuracy of all documents and information submitted.
k) Universal Study Agency Ltd. accepts no responsibility for loss or damage of required documents for any reason whatsoever.
a) Termination of the Contract by the client is strictly discouraged. Once a client agrees to a contract with USAL, he/she may not cancel the contract. If cancellation of the contract is executed by the client, the specified ‘cancellation fee’ has to be paid to USAL on a mandatory basis.
b) Alteration of specification, terms of service, or service ordered (switching from one service to another) is possible through mutual communication with USAL. USAL is always committed to fulfilling the specifications outlined in the agreed contract with the client to the fullest extent.
c) The cost of all and any work completed by USAL up to the date of alteration of the contract and any cost incurred by USAL will be payable by the client to USAL on a compulsory basis.
a) Universal Study Agency Ltd. promises the client that the Specified Consultancy Service will be rendered with reasonable care and skill, following the Specification, as much as is reasonably possible, and at the intervals and times specified in the Specification.
b) When USAL supplies or facilitates contact between the client and third party for any products or services rendered by a third party in connection with the supply of the Specified Consultancy Service. Regarding their quality, suitability for a certain purpose or any other aspect, USAL makes no warranties or guarantees of any kind.
c) USAL disclaims all responsibility to the Client for any loss, damage, expenditures, claims for reimbursement, or other matters resulting from any input material or instructions from the Client that are not complete, accurate, illegible, out of order, or in the wrong format, or that result from the client’s tardiness or non-arrival, among other reasons.
d) The dates provided for the delivery of the specified consultancy services are estimates only. Any delay or nonperformance on the part of Universal Study Agency Ltd. about the Specified Service will not subject the company to liability from the Client or be considered a breach of the contract. Time of delivery of the Specified Consultancy Service shall not be of the essence of the Contract unless otherwise specified in the Overriding Terms and Conditions.
a) Should a force majeure event occur, each party is required to notify the other of the specific circumstances that give rise to the force majeure. Throughout the duration of such Force Majeure, it shall keep the party fully informed of the continuation and any changes in circumstances.
b) If for any reason, including but not limited to fire, strikes, political and economic unrest, insurrection, riots, embargoes, shortage of materials, delays in transportation, demands of civil or military authority, war, civil unrest, or terrorist action, Universal Study AgencyLtd. shall not be liable for any breach of its obligations.
c) A Force Majeure will not provide the Client the right to terminate this Agreement, and neither party will be held in violation of this Agreement or otherwise accountable to the other for any non-performance or delay in fulfilling any of its responsibilities as a result of a Force Majeure.
The client is required to maintain strict privacy regarding any technical or commercial know-how, specifications, inventions, processes, or initiatives that are confidential and have been disclosed to the client by USAL or its personnel. Additionally, the client is required to protect any personal information about USAL’s business or products that it may obtain. The client may only disclose such confidential material to those of its employees, agents, or subcontractors who require it to fulfill its obligations to USAL. Additionally, the client must ensure that these parties are bound by the same confidentiality requirements as the client.
a) If USAL identifies defamation or false complaints imposed relevant to their Input Materials and Services provided, Global Education Care reserves the right to take appropriate legal actions to defend its interests.
b) Universal Study Agency retains the right to pursue the necessary legal action to protect its right if the Client files a complaint or alleges defamation about their input materials.
c) In addition to agreeing to indemnify and keep USAL blameless against any claims, damages, or legal proceedings stemming from such materials, the client accepts that they are entirely responsible for the content and legality of their input materials.
a) Universal Study Agency Ltd. promises not to do any actions or inactions on the client’s property that could subject the client to legal liability. When using the client’s property, USAL will adhere to all applicable rules and policies regarding visitor safety.
b) If USAL needs access to the Client’s property to carry out the Specified Consultancy Service, the Client will, at mutually agreeable times, grant USAL reasonable access and all services required to enable USAL to carry out its obligations under the Contract.
Universal Study Agency Ltd. was established in 2008 in Bangladesh. Since our clients are the students who are higher study aspirants, we value people-oriented growth.
Address: SHOPNO BILASH, GA/25/2/B, SHAHJADPUR (LIFT-3), (OPPOSITE OF CONFIDENCE CENTRE), GULSHAN, 1212 Dhaka, Dhaka Division, Bangladesh
Phone: +8801901-092670
Email: info@universalstudybd.com
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