Terms of Service - Service Professional
Acceptance of Terms and General Conditions
The terms and conditions set forth below ("Terms of Service"), Privacy Policy , Disclaimer, Additional Policies (defined below), Disclaimer and any other terms, appendices, policies, referred to in any of those documents constitute a legally-binding agreement as amended, supplemented, varied or replaced from time to time (all collectively referred to as the “Agreement”) between Atypical Advantage ("Atypical"), and you i.e. any natural or legal person (including their heirs, administrators, successors and assigns) who has visited, used and/or registered themselves on the website. Please read the Terms of Service thoroughly and carefully. The Agreement contains provisions that define your limits, legal rights and obligations with respect to your use of and participation in the website of Atypical i.e. www.atypicaladvantage.in and any mobile or electronic application of Atypical that may be developed at any time in the future (collectively referred to herein as the "Website"), and (ii) the transactions between those users of the Website who are offering services (“Talents” who will hereby be referred to as "Service Professionals" for this document) and those users of the Website who are obtaining services ("Service User") through the Website (all services listed on the Website and provided by the Service Professionals shall be referred to as the "Services").
The Terms of Service are published in compliance with the statutory requirement under the Information Technology Act, 2000 and Rules thereunder as applicable and amended from time to time. This does not require any physical or digital endorsement by signature.
The Terms of Service described below apply to all Service Professionals who provide Services through the Website and are also contributors of content in the form of information, photographs, videos, private and public messages, advertisements, and other materials on the Website.
By accepting the Agreement as a Service Professional, you represent, acknowledge and agree that you are at least 18 (eighteen) years of age and otherwise competent to contract. In the case of a minor Service Professional, i.e. who has not yet attained the age of 18 years, you confirm that you are accepting the Agreement as the guardian or parent of the minor, and that the minor Service Professional has not been forced/coerced into performing the Services and listing on the Website. It shall be your responsibility as the parent/guardian to ensure that the Service Professional is made aware of the Agreement and adheres to the same. Atypical disclaims any liability made by, arising from or in relation to the minority of a Service Professional. In such cases, any reference to “Service Professional” shall include his/her parent or guardian, as the case may be.
In the event you are visually impaired, you confirm that you have perused and understood the provisions of the Agreement, by use of screen reader or any other similar technology/mechanism or that the provisions of the Agreement have been read out to you.
You acknowledge that the Website merely serves as an online talent platform connecting you and other Service Professionals to individuals and corporate who seek to hire your Services i.e. Service Users for showcasing the talent for a particular period. By using, visiting, registering for, and/or otherwise participating in this Website and by clicking on "I have read, understood and agree to the Terms of Service," you hereby certify that: (1) you are a prospective Service Professional, (2) you have the authority to enter into the Agreement, (3) you agree to be bound by all terms and conditions of the Agreement and any other documents incorporated by reference herein.
If you do not agree to any of the provisions set forth in the Agreement or and any other documents incorporated by reference herein, kindly discontinue using, accessing, viewing or participating in this Website immediately/do not click to accept these Terms of Service.
All references to "you" or "your" as applicable shall mean the Service Professional that accesses, uses, and/or participates in the Website in any manner, and references to “we” shall mean Atypical.
Modifications
Atypical reserves the right, in its sole discretion, to change, modify, or otherwise amend the Agreement for complying with legal and regulatory framework and for other business purposes, at any time, without notice or explanation. It is your responsibility to review the Agreement on the website for any changes and you are encouraged to check the Agreement frequently. Your use of the Website following any amendment of the Agreement will signify your assent to and acceptance of any revised terms of the Agreement. If you do not agree to abide by these or any future terms of the Agreement, please do not use or access the Website.
Privacy Policy
Atypical has established a Privacy Policy that explains how information is collected and used on the Website. Your use of this Website is governed by the Privacy Policy. The Privacy Policy can be accessed at https://atypicaladvantage.in/privacy-policyand the Terms of Use can be accessed at https://atypicaladvantage.in/terms
Additional Policies
Your access to, use of, and participation in the Website is subject to the Agreement, including all applicable regulations, guidelines and additional policies that Atypical may set forth from time to time, including without limitation, any disclaimer, accessibility statement, copyright policy and any other restrictions or limitations that Atypical publishes on the Website (the "Additional Policies"). You hereby agree to comply with the Additional Policies and your obligations thereunder at all times. You hereby acknowledge and agree that if you fail to adhere to any of the terms and conditions of the Agreement, Atypical, in its sole discretion, may terminate your use of the Website at any time without prior notice to you as well as initiate appropriate legal proceedings, if necessary.
Creation of Account and Eligibility Criteria
In order to be a Service Professional, you are required to sign up and create a talent profile on the Website. For this purpose, the Service Professional will be required to provide certain information, including [a] name; [b] email address; and [c] mobile number [d] details of the Services offered [e] proposed Fee [e] disability details, and other personal information, including financial and banking information.
Atypical may conduct a background check to verify the information submitted by you, to the best of its ability. You consent to Atypical calling for, obtaining, collecting, collating, storing, accessing and using your personal information, including financial and banking information, for all purposes relevant to the Agreement, including verification of the information, credentials and particulars submitted by you.
Subject to the background check, verification and other criteria of Atypical, Atypical may in its discretion list you as a Service Professional on the Website. Atypical reserves the right to refuse to list you as a Service Professional for any reason whatsoever.
By creating an account as a Service Professional, you represent, acknowledge and agree that you are at least 18 (eighteen) years of age and otherwise competent to contract (or in the case of a minor Service Professional, that you are accepting the Agreement as the guardian or parent of the minor), and that:
all information that you submit, including inter alia in relation to your personal details and disability, is truthful and accurate;
it is your responsibility to promptly inform us, by emailing us at info@atypicaladvantage.in of any change in the aforesaid information;
you will maintain the accuracy of such information; and
your use of the Website and provision of Services offered through this Website do not violate any applicable law or regulation.
Your use of the Website and provision of Services may be terminated without warning if we are informed or at our discretion, believe that (i) you are under the age of 18 (eighteen) and have not been represented by a guardian or a parent, (ii) that you are not complying with any applicable laws, rules or regulations, or (iii) that you have misrepresented yourself as the parent/guardian of a minor Service Professional. We may suspend and/or terminate your use of the Website should we have reason to believe that the information provided is incomplete and/or false and/or an impersonation of any nature whatsoever.
General Terms
Fixing of Listing Terms
Subject to final approval of Atypical, you are responsible for fixing the price, area of operation and range of Services provided by you through the Website. Your listing must include complete and accurate information about your personal details, credentials and particulars, the Service provided, your proposed Fee (defined below), area of operation and any rules or requirements that apply to your listing. You are responsible for keeping your listing information and content (including photos and videos) up-to-date and accurate at all times.
Booking Requests
When you accept a booking request, or receive a booking confirmation through the Website or separately from the Service User, you are entering into a contract directly with the Service User, and are responsible for delivering the Service under the terms and for the Fee specified in your listing, subject to mutual revision of such terms. Any terms or conditions that you include in any supplement contract/discussion with Services User must: (i) be consistent with the Agreement and the information provided in your Listing and (ii) be disclosed to Atypical.
Independence of Service Professionals
Your relationship with Atypical is that of an independent individual or entity and not an employee, agent, joint venture or partner of Atypical. Atypical does not direct or control your Services and you understand that you have complete discretion over whether and when to provide Services, in which area, at what Fee and on what terms to offer the Services.
Compliance with Applicable Laws
You are responsible for understanding and complying with any laws, rules, regulations, notifications by the Central and State Government and contracts with third parties that apply to your listing or Services. Information we provide, if any, regarding legal requirements is for informational purposes only and you should independently confirm your obligations. You are responsible for handling and using personal data of Service Users and others in compliance with applicable privacy laws and the Agreement.
Your Responsibilities
You are responsible for your own acts and omissions and are also responsible for the acts and omissions of anyone you allow to participate in providing your Services. You are responsible for setting your Fee and establishing the rules for your listing. You must describe any and all Fees and charges in your listing description.
Teams or Organizations
If you work with a co-Service Professional or are part of a team or other organization who participate in providing the Service, the entity and each individual who participates in providing the Services, is responsible and liable under the Agreement. You represent and warrant that you are authorized to enter into contracts for and on behalf of and to bind such team, or other organization.
Payments
All payments due to you by the Service User for performing your Services for the Service User (“Fee”) shall be payable directly by the Service User to you, in such manner as may be mutually decided. Save and exeectp in the circumstance mention in Clause 7, Atypical shall not receive the Fee or part thereof on your behalf and shall not participate in the payment of Fee in any manner whatsoever. You shall notify the Service User of additional charges, including conveyance, if any, payable over and above the Fee, in advance and prior to accepting any advance Fee payment.
Atypical does not claim any liability for cancellations, part-payment of Fee, or refusal/failure/neglect to pay the Fee by the Service Users to the Service Professional.
Atypical presently does not take any commission/aggregator fee for connecting Service Professionals to Service Users. However, we reserve our rights to charge such aggregator fee, in any form and manner, at a later stage.
At the time of booking, Service Users are granted the option to make a contribution to Atypical. It is clarified that such donation amounts are payable to Atypical directly and the Service Professional shall not have any right or entitlement whatsoever in the same.
Cancellations
If a Service User cancels a booking, the amount, if any, paid to you is determined by the cancellation policy that applies to that booking. You will be separately intimated regarding the same in the event of such cancellation.
As a Service Professional, you shall not cancel a booking. A booking may be cancelled by you only by giving minimum 7 days’ notice of the same, only in the event of extenuating circumstances, given below-
if required under any applicable law, rules, regulations or Order by the State or Central Government or local authorities.
in case of any event of Force Majeure.
in case of personal or medical emergency of the Service Professional, after submitting adequate documentary or other proof of the same.
If a booking is cancelled by you-
in any of the circumstances mentioned above, you shall be liable to refund the entire amount received by you, if any, in advance for the Services to the Service User, within 4 days from the date of the cancellation.
without any valid reason, or for any reason other than those mentioned above, you shall in addition to the refund of the entire amount also be liable to pay a cancellation fee of Rs 500 to the Service User within 4 days from the date of the cancellation.
Taxes.
You are responsible for determining and fulfilling your obligations under the applicable tax laws including to report, collect, remit or include in your price any applicable G.S.T. or indirect taxes and make payment of the same, and to make payment of applicable income tax, to the statutory authorities as per the relevant statutory provisions. ("Taxes").
Atypical is not liable in any manner for the discharge of your obligations in respect of collection and payment of Taxes. You understand that Atypical is acting solely as an intermediary/aggregator between a Service User and a Service Professional.
Bookings Through Atypical
In certain circumstances, Services Users may request Atypical to organise an event, using the Services of the Service Professionals. In such case, Atypical shall be responsible for the organising and curating of such event. In such case, all terms pertaining to the limited liability and indemnification of Atypical in respect of any act or omission by the Service Users as well as in respect of cancellations, intellectual property, use of the website, confidentiality and all other applicable terms, shall continue to apply to and bind the Service Professional.
For such events, Atypical shall charge a lump sum fee, which shall include its own charges as well as the Fee of the Service Professionals involved and other incidental expenses including travel and accommodation. In such cases, no amounts shall be paid directly by the Service User to the Service Professional.
In such cases and subject to the fulfilment by the Service Professional of all terms and conditions of the booking, Atypical shall disburse to the Service Professional, his/her respective Fee within a period of 30 (thirty) days of receipt of the entire charges from the Service User.
Atypical shall endeavour to facilitate the smooth operation of the event through the means that may be available (including through audio visual platforms) but shall not be responsible in any manner for the non-compliance by either the Service Professional or the Service User of the terms and conditions of the Booking/Event or in the event of any technical glitch by virtue of which Atypical is unable to operate the event.
If a booking facilitated by Atypical through electronic means is cancelled on account of technological reasons Atypical shall endeavour to arrange for the same on an alternate date that is mutually convenient to the Service User and yourself. However, Atypical does not guarantee the same.
Conduct of Service Professional
You shall-
provide complete and accurate information, particulars and credentials (including photographs and videos) about yourself on the Website and to the Service Users.
perform your Services in a diligent manner and to the best of your abilities.
ensure punctuality in all your commitments to Service Users made through the Website, to perform the Services.
in the case of a minor Service Professional, ensure that he/she is accompanied by his/her parent/guardian at the time of performing the Services.
ensure that you are accompanied by any parent/guardian/companion/attendant/nurse or other personnel required by you at the time of performing the Services.
interact with the Service Users and other persons in a professional, proper and orderly manner, and shall not be guilty of any misdemeanour, misbehaviour, use of abusive or obscene language or gestures or disorder before, after or during the rendering of your Services.
maintain the secrecy of your login credentials including your username and password to the Website, and Atypical shall not be responsible in any manner on account of any breach in security, due to leak of such information or otherwise.
intimate Atypical regarding any illegal act or omission, act of misconduct or breach of any terms of the Terms of Use, Privacy Policy or Additional Policies by the Service User.
You shall not-
post content or information on the Website that are false, inaccurate, misleading, defamatory, or libellous in any manner.
violate any laws, third-party rights or any provision of the Agreement.
fail or refuse or neglect to perform Services availed from you, save and except if the Service User fails to materially meet the mutually agreed terms for the Services, or refuses to pay the Fee for the same.
manipulate the price of any Service.
post false, misleading, inaccurate reviews and comments on the listings of other Service Professionals on the Website.
take any action that may undermine or cause disrepute to Atypical in any manner whatsoever.
commit any offence punishable under the Indian Penal Code, 1860 or any other law for the time being in force, in relation to the Service User or at any time during or in connection with the provision of the Services.
use the Website for and/or otherwise undertake any acts that are illegal and/or unlawful and/or malicious and/or any other activities whatsoever that Atypical deems to be improper in its sole judgment, including but not limited to impersonating any person and/or entity, misrepresenting himself/herself, and/or providing any information that is inaccurate, misleading and/or fraudulent;
raise any objection to the Service User or Atypical uploading information, videos, photographs and other content related to the event/performance of Services on social media platforms, websites, blog, pamphlets, brochures, newsletters and other advertising or publicity material.
access and/or use (and/or attempt to access or use) the account and/or login credentials of any other User;
act in collusion and/or in connivance with any other Service User(s)/Service Professionals for any purpose that is illegal, unlawful, fraudulent or otherwise in breach of the Agreement.
In any of the circumstances mentioned in the Clause above, Atypical reserves its right to take any action, including termination of the Service Professional’s use of the Website and any legal action, as may be advised.
Use of Website
Atypical permits a limited access to the Website and does not permit you to download and/or modify the entire Website and/ or any portion of it. The access does not include any resale or commercial use of this Website or its contents; any collection and use of any products, features, descriptions, colors, designs and/or any derivative use of this Website or its contents; any downloading or copying of account information or any use of data mining, robots, or similar data gathering and extraction tools. You specifically agree that you shall not reproduce, duplicate, copy, sell, resell, visit, and/or otherwise exploit for any commercial purpose any of the contents on the Website. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of the Website and/or Atypical. You may not use any meta tags or any other "hidden text" utilizing the Website’s name or Atypical’s name. We reserve the right to terminate your use of the Website forthwith in the event you use the aforementioned information in an unauthorized manner.
Subject to your compliance with the terms of the Agreement, we hereby grant you permission to use the Website provided that your use as permitted is solely for your personal use/use of the entity you represent, and you are not permitted to resell or charge others for use of or access, or in any other manner inconsistent with these Terms of Use.
You shall not use the Website to display, upload, modify, publish, transmit,
store, update or share any information that-
belongs to another person and to which the user does not have any right;
is defamatory, obscene, pornographic, pedophilic, including bodily privacy, insulting or harassing on the basis of gender, libellous, racially or ethnically objectionable, relating or encouraging money laundering or gambling, or otherwise inconsistent with or contrary to the laws in force;
is harmful to child;
infringes any patent, trademark, copyright or other proprietary rights;
violates any law for the time being in force;
deceives or misleads the addressee about the origin of the message or knowingly and intentionally communicates any information which is patently false or misleading in nature but may reasonably be perceived as a fact;
impersonates another person;
threatens the unity, integrity, defense, security or sovereignty of India, friendly relations with foreign States, or public order, or causes incitement to the commission of any cognizable offence or prevents investigation of any offence or is insulting other nation;
contains software virus or any other computer code, file or program designed to interrupt, destroy or limit the functionality of any computer resource;
is patently false and untrue, and is written or published in any form, with the intent to mislead or harass a person, entity or agency for financial gain or to cause any injury to any person;
transmits any software and/or any other media that contain any viruses, worms, trojan horses, defects, or other such destructive / malicious software.
Confidentiality
The Website may now or in the future permit the submission of content or other information and communications by you and other users, including without limitation, on your Listing (“Submitted Content”).
You agree that any Submitted Content provided by you is provided on a non-proprietary and non-confidential basis. You agree that Atypical shall be free to use or disseminate such Submitted Content on an unrestricted basis for the purpose of providing the Services. This shall include publication and dissemination in various brochures, pamphlets, websites, social media platforms, advertising material and any other form, whether physical or electronic.
Atypical may also disclose information submitted by you including personal information inter alia in the circumstances mentioned in the Privacy Policy.
You shall be solely responsible for your own Submitted Content and the consequences of posting or publishing it. In connection with Submitted Content, you affirm, represent, and/or warrant that: (a) you own or have the necessary licenses, rights, consents, and permissions to use and authorize Atypical to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all Submitted Content to enable inclusion and use of the Submitted Content in the manner contemplated by the Website and the Agreement; and (b) you have the written consent, release, and/or permission of each and every identifiable individual person in the Submitted Content to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of the Submitted Content in the manner contemplated by the Website and the Agreement.
Atypical reserves the right to remove/disable/deactivate/takedown your Submitted Content from the Website for any reason whatsoever and without notice to you.
The provisions of this Clause will survive termination of the Agreement and/or your use of the Website.
Modification or Cessation of Website
Atypical reserves the right at any time, and from time to time, to modify or suspend or discontinue, temporarily or permanently, the Website (or any part thereof) with or without notice and in its sole discretion. You agree that Atypical shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Website.
Termination
You hereby acknowledge and agree that Atypical, in its sole and absolute discretion, has the right to delete, terminate, or deactivate your Account, block your email or IP address, or otherwise terminate your access to or participation in the use of the Website (or any part thereof), ("Termination"), immediately and without notice, for any reason, including without limitation, account inactivity or if Atypical believes or has reason to believe that you have violated any provision of the Agreement.
You may cancel your use of the Website and/or terminate the Agreement with or without cause at any time by following the instructions contained therein.
Effect of Termination
Upon Termination, your right to participate in the Website, including, but not limited to, your access to and right to offer Services and your right to receive the Fees shall automatically stand terminated.
Upon Termination, your Listing will be disabled and you may not be granted access to your Account or any files or other data contained in your Account.
Upon Termination, you shall immediately cease to hold yourself out as being associated with Atypical as a Service Professional or in any other manner whatsoever.
Provided that at the time of Termination, in the event of any pending assignments for provision of the Services, you are required to complete the same, subject to the approval of Atypical in this behalf.
You shall promptly destroy all copies of Atypical Data (as defined below), Marks (as defined below) and other content in your possession or control within 7 days of the date of Termination, and shall notify Atypical in writing about such destruction.
Upon Termination, Atypical retains the right to use any data collected from your use of the Website for internal analysis and archival purposes, and all related licenses you have granted Atypical hereunder shall remain in effect for the foregoing purpose.
You agree to indemnify and hold harmless Atypical, and its officers, trustees, managers, directors, members, agents and employees harmless from any claim or demand, including reasonable attorneys' fees and court costs, made by any third party due to or arising out of the Termination.
Intellectual Property Rights
The content on the Website including without limitation, the text, functionality, software, scripts, graphics, photos, sounds, music, videos, interactive features, concepts, ideas, and the like ("Data") and the trademarks, service marks, word marks and logos contained therein ("Marks"), are owned by Atypical.
Atypical reserves all rights not expressly granted in and to the Website, Marks and the Data. You agree not to use, copy, or distribute, any of the Data other than as expressly permitted herein. If you download or print a copy of the Data for personal use, you must retain all copyright and other proprietary notices contained thereon. You agree not to circumvent, disable or otherwise interfere with security features of the Website or features that prevent or restrict use or copying of any Data or enforce limitations on use of the Website or the Data therein.
The Website contains Atypical's Data and Marks, which are, or may become, protected by copyright, trademark, patent, trade secret and other laws, and Atypical owns and retains all rights in the same.
The Website may also contain Data of other users of the Website, which you shall not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell in any manner whatsoever. In any event, Atypical shall not be liable in any manner for your use or misuse of the data of third party users of the Website.
However, Service Professionals may, subject to permission and approval from Atypical, publish on their website, social media or other publicity and advertising materials, details, photographs, videos, audio clips of the Services provided by the Service Professionals or the events organised by Atypical.
The provisions of this Clause will survive termination of the Agreement and/or your use of the Website.
Disclaimer
You irrevocably, unconditionally agree and acknowledge that you shall use Website at your sole risk as to costs and consequences and Atypical, its officers, trustees, managers, directors, members, agents and employees disclaim all warranties, express or implied, in connection with the Services and your use thereof. Atypical makes no warranties or representations about the accuracy or completeness of information provided by the Service Professionals and assumes no liability or responsibility for any (i) errors, mistakes, or inaccuracies of content, (ii) personal injury or property damage, of any nature whatsoever, resulting from your access to and use of the Service, (iii) any unauthorized access to or use of our servers and/or any and all personal information and/or financial information stored therein, (iv) any interruption or cessation of transmission to or from our service, (iv) any bugs, viruses, trojan horses, or the like which may be transmitted to or through our service through the actions of any third party, and/or (v) any errors or omissions in any content or for any loss or damage of any kind incurred as a result of the use of any content posted, emailed, transmitted, or otherwise made available via the Website.
Events held through Electronic means:
You shall make yourself available in the event of provision of Services by electronic means, and shall ensure that you have a stable connection and a device with high audio-visual quality during the performances of the Services.
In the event of an event held by electronic means which involves Atypical’s participation as per Clause 7 above, we shall use our reasonable endeavours to ensure that the safety aspects relating to the audio - visual software / platforms are taken care of. However, because the electronic transmission of information cannot be guaranteed to be secure or error-free and its confidentiality may be vulnerable to access by unauthorised third parties, we shall have no responsibility or liability to you on any basis arising from or in connection with use of such audio visual software / platform / system.
You understand and agree that any kind of recording and / or taking screenshots (including from any other device and / or software, in addition to the one in use for the audio – visual meeting itself) of the audio – visual meetings, conferences, or parts thereof, shall not be permitted (unless we expressly agree to the same otherwise on specific instances).
Atypical reserves its right to record the event and use the same for putting it up on its Website and/or other social media platforms. Acceptance of the Agreement shall be deemed to be consent for the use of the same.
Atypical Not a Party
You hereby acknowledge and agree that Atypical is not a party to any oral or written agreement entered into between the Service User and Service Professional in connection with any Service offered, directly or indirectly, through the Website. You acknowledge, agree and understand that Atypical only seeks to provide a platform wherein the Service User and Service Professional can be brought together and Atypical itself has not role in the execution or provision of Services or the transaction thereof.
Atypical shall endeavour to conduct a background check of the details, information and credentials provided by the Service Users. However, Atypical does not claim any liability for any false information submitted, misrepresentation or any other conduct of the Service User. The Service Professional is encouraging to conduct a separate background check, prior to accepting a booking from the Service User.
You understand that deciding whether to list your Services on the Website and providing Services to a Service User, is your sole discretion and decision for which Atypical is not responsible. You understand that Atypical does not warrant and cannot make representations as to the suitability of any person you may decide to interact with on or through the Website and/or the accuracy or suitability of any information shared. Your interactions with Service Users and other persons on or through the Website, including performance of any Service, and any other terms, conditions, warranties or representations associated with such transactions or dealings, are solely between you and Service User. You should take reasonable precautions and make necessary investigation or inquiries you deem necessary or appropriate before proceeding with any online or offline transaction with such Service User.
Notwithstanding the foregoing, you agree that since Atypical is a mere aggregator, it shall not be responsible or liable for any loss or damage of any sort whatsoever incurred as the result of any transaction or dealings through the Website. If there is a dispute between the Service User and Service Professional in relation to the Services, you acknowledge and agree that Atypical is under no obligation to become involved and shall be excluded from any legal proceedings in this behalf. You hereby release Atypical, its officers, trustees, managers, directors, members, agents and employees in rights from any claims, demands, and damages of whatsoever kind or nature, known or unknown, foreseeable or unforeseeable, disclosed or undisclosed, arising out of or in any way related to such disputes.
No Agency or Partnership
No agency, partnership, joint venture, or employment is created as a result of the Agreement or your use of any part of the Website. You do not have any authority whatsoever to bind Atypical in any respect. All Service Professionals are independent entities. Neither Atypical nor the Service Professionals may direct or control the day-to-day activities of the other, or create or assume any obligation on behalf of the other.
Force Majeure
Neither Atypical nor you shall be liable to the other for any delay or failure in performance under the Agreement, arising out of events of force majeure including but not limited to fires, floods, earthquakes, strikes, unavailability of necessary utilities, pandemics, epidemics, government orders, blackouts, acts of God, acts of declared or undeclared war, acts of regulatory agencies, or national disasters.
Indemnification and Release
You hereby agree to defend, indemnify and hold harmless Atypical, and its officers, trustees, managers, directors, members, agents and employees, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorneys' fees) arising from your use of, access to, and participation in the Website; your violation of any provision of the Agreement, your violation of any third-party right, including without limitation any copyright, property, proprietary, intellectual property, or privacy right, or any claim that your Submitted Content caused damage to a third party.
If you have a dispute with one or more website users (whether Service Professional, Service User, visitors or otherwise), you forever release Atypical (and its officers, trustees, managers, directors, members, agents and employees) from any and all claims, demands and damages of whatsoever kind and nature, known and unknown, arising out of or in any way connected with your use of the Website and/or any Submitted Content.
The Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Atypical without restriction.
The provisions of this Clause will survive termination of the Agreement and/or your use of the Website.
Notices
Any notice or other communication required to be sent under the Agreement shall be sent or delivered to the receiving Party by email, registered post or by hand delivery.
Governing Law and Jurisdiction
The Agreement and the rights and obligations hereunder shall be construed in accordance with and be governed by the laws of India. Subject to the Dispute Resolution clause below, the courts in Jamshedpur shall have exclusive jurisdiction.
Dispute Resolution
In the event that a dispute arises out of or in connection with the validity, interpretation or implementation of the Agreement, the parties shall attempt in the first instance to resolve such dispute through mutual discussion and negotiation, in good faith.
If the dispute is not resolved in the aforesaid manner, the dispute shall be referred to arbitration under with the provisions of the Arbitration and Conciliation Act, 1996. The seat and venue of arbitration shall be Jamshedpur, Jharkhand, India.
The language to be used in the arbitration shall be English and all the pleadings and proceedings and the award in the arbitration shall be in English.
Waiver
No delay or omission by either party to exercise any right or power it has under the Agreement shall impair or be construed as a waiver of such right or power. A waiver by a party of any breach or covenant shall not be construed to be a waiver of any succeeding breach or any other covenant. All waivers must be in writing and signed by the party waiving its rights.
Severability
If any provision of the Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of the Agreement, which shall remain in full force and effect.
