TERMS & CONDITIONS OF SERVICES PROVISION

(Online Public Agreement Form)

January 1, 2023, Dubai, UAE

SECTION I. INTRODUCTION


1.1. The present Terms & Conditions of Services Provision (further Terms) is formed/signed/agreed between a client (hereinafter referred to as “Customer”, “Client”,) and S M Management Consultancies Co. Professional License No. 959411, Dubai Mainland, Address: Office 604, Al Attar Business Centre, Al Barsha First, Dubai, UAE its subsidiaries and affiliates (hereinafter referred to as the “Company," "SANDJAR GROUP", "SG", "SM", “we" or “our", “Dubai Investment Center”) when an Order is received from the Client. An order may be in written, verbal, or electronic form. The Service shall mean any product or service that is provided by the Company to the Client in accordance with the scope of work as specified in the proposals and invoices.

SECTION II. APPLICABILITY

2.1. By ordering or purchasing any product/service (I.e. registration services and/ or consulting service (“Service")) offered by the Company, the Client agrees with the Terms as posted/published at https://sandjargroup.com/terms Company’s website”) and all other documents, including proposals and quotations, attachments, specifications, invoices, messages in e-mail, and other online communication services.

2.2. These Terms come into force from the time it is posted on the Company’s Website and is valid until it is withdrawn by the Company.

2.3. The Company reserves the right for reasonable changes to the Terms at any time and without notice. Thus, the Client is advised to regularly check these Terms.

2.4. We may, at our sole discretion, verify your identity before acceptance of such purchase or order. We may also refuse to process or may cancel a purchase or an order, as reasonably deemed necessary, to comply with applicable law or to respond to a case of misrepresentation, fraud, or known or potential violations of the law or these Terms. Refunds for canceled orders may be issued where appropriate under these Terms.

SECTION III. ACCEPTANCE

3.1. An offer concluded by accepting these Terms is governed by the norms of the UAE Federal and local laws and can be accepted by any person by joining (accession) the proposed Terms as a whole.

3.2. Any payment of the invoice by the Client is clear evidence and manifestation that he deemed agrees to abide by the Terms as published/posted on the Company’s website.

3.3. The full and unconditional acceptance of these Terms (that is, acceptance of the offer) is tantamount to the unconditional acknowledgment from the Client to pay for the Service ordered/purchased.

SECTION IV. SUBJECT

4.1. The Client orders and the Company assumes the obligation to provide the Service specified in proposals & quotations, including, but not limited to, services for depositing/registration of Intellectual property copyright objects in:
- UAE Ministry of Economy;
- US Patent and Copyright Office;
- any other IP-Registration authorities and organizations (governmental and commercial);
- International Online Copyright Office “INTEROCO Copyright Office" (European Union, Germany, Berlin) {according to the United Arab Emirates Copyright Law, Federal Law No. (7) of 2002 [pertaining to Copyrights and Related Rights signed by HH Zayed Bin Sultan Al Nahyan, President of the UAE] (“the “Copyright Act”) and the Berne Convention for the Protection of Literary and Artistic Works as amended in 1971, the Universal Copyright Convention as amended in 1971 and additional Protocols 1 and 2, the Convention for the Protection of Producers of Phonograms Against Unauthorized Duplication of Their Phonograms of 1971}, verification required by INTEROCO Copyright Office, search, registration, and issuance of the copyright certificates for the copyright objects, and the Client accepts and pays for the specified Service/s.

SECTION V. ORDERS, PRICING AND PAYMENT

5.1. The price of Service, duration of execution, and terms of payments are provided in the proposals & quotations (P&Q) and invoices.

5.2. Postage, courier delivery, re-sending of documents to the Client and other related expenses are not included in the price of Service and to be paid separately by the Client.

5.3. Standard payment for Service is made by the Client by crediting funds in advance to the settlement account of the Company in the amount of 100% of the total price of Service. Other options of payments could be determined based on communications with Client.

SECTION VI. DELIVERY OF SERVICE AND ACCEPTANCE OF SERVICE

6.1. Upon the completion of the Service specified in the P&Q, the Company transfers to the Client documents, and materials on paper and/or on electronic media, or by sending them by e-mail to the address specified by the Client during the execution of the Service. The Company can retain the documents/materials until the Client provides the full payment for the Service.

6.2. The Company submits to the Client the documents, which specify the Service executed by the Company. The documents could be sent to the Client in one of the following ways: to the e-mail specified by the Client, by electronic messenger, or it is sent by post mail, or handed over in person with the signature on the cover letter.

6.3. The Client, within five (5) days from the date of receipt of the documents from the Company, has the right to raise objections to the volume and quality of the Service provided. In the absence of such objections within the above period, the Client waived its right to raise objections later.

6.3.1. For the avoidance of doubt, the Service is deemed fully accepted by the Client and such Service is considered final and proper closure of the order in the event the Client fails to provide objections within five (5) days from receipt of the documents from the Company.

6.4. If the scope of the work changes during the process of Service provision, then modification of the proposal, quotation, and invoice must be made to reflect such changes.

6.5. If the Client delays the delivery of any materials, signed documents, and/or information as requested by the Company, the execution time of the Service is extended for the period of the delay, but not more than thirty (30) calendar days from the date the Client is notified of the provision of any materials, documents, and/or information by the Company.

6.6. If the Client fails to submit the necessary materials, documents, and/or information within more than thirty (30) calendar days from the notification of the need to submit such documents, materials, or information was made by the Company, the Service is considered completed and Client is obliged to pay the Services in full.

6.7. The Company is not responsible for the safety of documents and materials of the executed Service in case of untimely acceptance of the executed Service by the Client.

SECTION VII. RIGHTS AND OBLIGATIONS

7.1 Obligations of the Company:

7.1.1. To provide Service of appropriate quality in the scope and terms specified in proposals, quotations, and invoices.
7.1.2. To start Service provision after payment (either in full or partial as agreed by the Parties) and from receipt of all related documents necessary for rendering the Service from the Client.
7.1.3. To maintain the confidentiality of the information received from the Client, to exclude the disclosure of this information to third parties, except in cases provided by law.
7.1.4. To provide an update to the Client at his request about the progress of the provision of Service.

7.2 Company's Rights:

7.2.1. To request from the Client any additional materials, documents, or information that was discovered only during the performance of Service.
7.2.2. To involve third parties to provide Service to the Client, to the extent sufficient for the purposes of these Terms. The persons involved by the Company are subject to the confidentiality of the information received from the Client. For the actions of third parties involved by the Company, the Company is responsible as for its own actions.
7.2.3. If, while fulfilling its obligations, the Company determines that, for reasons beyond its control, it requires an additional period for the provision of services, then the new period may be extended for a reasonable time as per Company's opinion.
7.2.4. If the Company determines that the provision of Service requires additional documents, materials, or information that must be provided by the Client, then the term for the performance of the Service will be extended in proportion to the time required by the Client to provide the Company of such documents, materials, or information, but not more than 30 calendar days.

7.3 Obligations of the Client:

7.3.1. To provide the payment within specified terms and in a manner according to the proposal, quotation, and invoice.
7.3.2. To provide immediately all necessary documents, materials, and information.
7.3.3. To be responsible for the accuracy and completeness of the information, documentation, and other materials provided to the Company.
7.3.4. To provide additional materials, documents, and information at the request of the Company, which was discovered only during the performance of Service and within the timeframe as specified hereunder.
7.3.5. To carry out timely the acceptance of the Service in accordance herein.
7.3.6. For the registration service only, to take full responsibility for the proper determination of authors and rightsholders.

7.4 Rights of the Client:

7.4.1. To request with a reasonable basis for the continuance of the performance of Services under Terms. As a result, the Client agrees to pay the Company for the rendered (executed) Service up to the date of notification of the discontinuance. Otherwise, the Client is obliged to pay the Service as per the Terms.
7.4.2. To make inquiries on the progress of Service provision.


SECTION VIII. TERMINATION, CANCELLATION, AND REFUND

8.1. Either Party shall have the right to terminate these Terms by giving written 7 working days’ notice to the other if the other Party has committed a breach of any of its obligations herein which cannot be remedied.

8.2. If the Client cancels or prematurely terminated the provision of Services, the Company will not reimburse the amount paid, transferred fees, prices or charges, searches, depo-account opening, and other incurred payments for executed expert works and to third parties or other entities.

8.3. For the registration services only, the refund may be possible only after the Client completes the following steps within three business days:

Ø Step 1 - The Client is given expert recommendations on the object of registration in the conditions of identified obstacles for registration (due to search results for example), and the Client has refused to follow the recommendations, and such refusal is made in writing and signed by the Client.
Ø Step 2 - The Client is given the recommendation to adjust the object to be registered to increase the level of distinctiveness, and the Client has refused to follow the recommendations, and such refusal is made in writing and signed by the Client.
Ø Step 3 - The Client is provided with the substitution or the replacement of a Service with a cost-proportional service by the Company, and the Client has refused such substitution or replacement and such refusal is made in writing and signed by the Client; and
Ø Step 4 - The Notice of Settlement is drawn up by the Company with the costs actually incurred, the Service rendered and the eligible amount to be returned based on individual approach and calculations including those specified in Section 8.2.

8.4. Subject to any applicable laws, a refund of the purchase price of a Service is only permitted if:
(a) the Service purchased is not provided in accordance with the scope of work as specified in the proposal and invoice. In addition, the Service is purchased without discounts/or without offers as per the invoice issued to the Client.
And
(b) the Client has followed the procedure for the refund outlined herein.

SECTION IX. LIMITATION ON LIABILITY

9.1. In no event will the Company, its affiliates or their licensors, service providers, employees, agents, officers or directors be liable for damages of any kind, under any legal theory, arising out of or in connection with your purchase or use, or inability to use, any service, including any direct, indirect, special, incidental, consequential or punitive damages, including but not limited to, personal injury, pain or suffering, emotional distress, loss of revenue, loss of profits, loss of business or anticipated savings, loss of use, loss of goodwill, loss of data, and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable.

9.2. The foregoing does not affect any liability which cannot be excluded or limited under the applicable law.

SECTION X. CONFIDENTIAL TERMS AND CONDITIONS

10.1. Both Parties shall deal with all details relating to any information that may be acquired in performing Services under the Terms in a confidential manner.
10.2. Neither Party shall disclose the terms and conditions of the P&Q, or the pricing contained therein to any third party, except as may be required by law, regulation, or other governmental authority.

SECTION XI. GOVERNING LAW AND JURISDICTION

11.1. These Terms and any dispute or differences arising therefrom or related thereto shall be governed by and construed in accordance with the Federal Laws of the United Arab Emirates and applicable laws of the Emirate of Dubai.

11.2. If any disputes or differences between the Parties arising out of or in connection with these Terms or its performance shall be settled amicably by the Parties and in case the dispute cannot be resolved within thirty (30) days from notice to the other party, the dispute shall be referred exclusively to Dubai Courts.

11.3. For the avoidance of doubt, the Company retains the right to bring any suit, action or proceeding against the Client for breach of these Terms in his jurisdiction of residence or any other relevant jurisdiction. The Client waives all objections to the exercise of jurisdiction over him by such courts and to venue in such courts.

SECTION XII. WAIVER AND SEVERABILITY

12.1. No waiver by the Party of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Party to assert a right or provision under these Terms of Sale shall not constitute a waiver of such right or provision.

12.2. The invalidity or unenforceability of any provision in the Terms shall in no way affect the validity or enforceability of any other provision herein. In the event of the invalidity or unenforceability of any provision of this Agreement, the Parties will immediately negotiate in good faith to replace such a provision with another, which is invalid or unenforceable and has, as far as possible, the same legal and commercial effect as that which it replaces.

SECTION XIII. GENERAL PROVISIONS

13.1. These Terms constitute the entire online agreement including any proposals, quotations, and invoices to the same between the Parties relating to the order of the Service, and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, written, electronic, and verbal.

13.2. The captions in this Agreement are for convenience only and shall not define or limit any of the terms hereof.

© 2021 SANDJAR GROUP
Headquarters of SANDJAR GROUP:
SANDJAR GROUP Business Consortium
(Dubai Mainland Front Office)
S M Management Consultancies Co.
Address: IBN BATUTA Gate Offices
Business Center, Office 57, 11th Floor,
PO Box 72800, Dubai, UAE
T: +971 50 154 65 71
W: www.sandjargroup.com

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