Utsab Platform Terms of Use


Last updated: 18/6/2021
Utsab Platform Limited which is denoted by Utsab.xyz operating its services (described below) from Tejgaon, Dhaka office.

Please read the terms of the service conscientiously before accessing or availing of services

1. Acceptance of These Terms

These Terms of service agreement (“Terms“) constitute a legally binding agreement between you and Utsab Platform Limited. ( “Utsab ”, “We”, “Our”, “Us” ) governing your use of the Utsab Platform. Utsab’s website www.utsab.xyz (the “Sites” or domain or subdomain ), mobile applications (the “Apps” ), and related services, information, and communications are collectively referred to as the “Utsab Platform Limited” or “Utsab” or “Product”.

The use of all personal data you submit to the Utsab Platform Limited or which we collect about you is governed by our Privacy Policy ( “Privacy Policy” ). A copy of our Privacy Policy is available here. You acknowledge that by using the Utsab Platform Limited you have reviewed the Privacy Policy.

Your consent at registration and continued use of the Utsab Platform Limited constitutes your acceptance of and agreement to all of the terms and conditions in these Terms of Service, the Privacy Policy for the country Bangladesh in which the Service is performed, as well as any future amendments and additions to this Agreement (as defined below) we may publish from time to time. If any future changes to this Agreement are unacceptable to you or cause you to no longer be in compliance with this Agreement, you must deactivate your account, and immediately stop using the Utsab Platform Limited. The online transactions between those users of the Product who are offering services (each, a “Vendors”) and those users of the Product who are obtaining services (each, a “SERVICE USER”) through the Product (such services, collectively, the “Services”)

The Privacy Policy for the country in Bangladesh in which the Service is performed are incorporated by reference into these Terms of Service and together form and are hereinafter referred to as the “Agreement”.

All references to “you” or “your,” as applicable, mean the person who accesses, uses, and/or participates in the Platform in any manner, and each of your heirs, assigns, and successors. If you use the Platform on behalf of an entity, you represent and warrant that you have the authority to bind that entity, your acceptance of the Terms will be deemed an acceptance by that entity, and “you” and “your” herein shall refer to that entity, its directors, officers, employees, and agents.

IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT AND ABIDE BY ITS TERMS, YOU MAY NOT USE OR ACCESS THE UTSAB PLATFORM LIMITED.
BY ACKNOWLEDGING THE TERMS OF SERVICE AND/OR USING THE UTSAB PLATFORM LIMITED, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE, WITHOUT LIMITATION OR QUALIFICATION, TO BE BOUND BY THIS AGREEMENT AND YOU ACCEPT ALL OF ITS TERMS.

Your use of the Utsab Platform Limited in Bangladesh register constitutes your acceptance of an agreement to all of the terms and conditions in the Agreement.

2. The Utsab Platform Connects Vendors and Service Users

The Utsab Platform is a web- and an app-based two-sided marketplace that enables connections between Service Users and Vendors. “ Service Users are individuals and/or businesses seeking to obtain short-term services ( “Services” ) from Vendors and are therefore service users of Vendors, and “Vendors” are businesses seeking to perform Services for Users. Service Users and Vendors together are hereinafter referred to as “Users”. If you agree on the terms of a Service with another User, you and such other User form a Service Agreement directly between the two of you as set forth in more detail in Section below.

VENDORS ARE INDEPENDENT BUSINESS OWNERS. VENDORS ARE INDEPENDENT CONTRACTORS OF USERS AND NOT EMPLOYEES OF UTSAB PLATFORM LIMITED . UTSAB DOES NOT PERFORM SERVICES AND DOES NOT EMPLOY INDIVIDUALS TO PERFORM SERVICES. BY CONNECTING PEOPLE AND BUSINESSES SEEKING SERVICES WITH SERVICE PROVIDERS, UTSAB OPERATES AS AN ONLINE MARKETPLACE THAT CONNECTS SERVICE USERS WITH SERVICE PROVIDERS (Vendors) WHO WISH TO PERFORM A VARIETY OF SERVICES.
Neither Utsab.xyz nor any users of the website may direct or control the day-to-day activities of the other, or create or assume any obligation on behalf of the other.

USERS HEREBY ACKNOWLEDGE THAT UTSAB DOES NOT SUPERVISE, SCOPE, DIRECT, CONTROL OR MONITOR WORK AND EXPRESSLY DISCLAIMS (TO THE EXTENT PERMITTED BY LAW) ANY RESPONSIBILITY AND LIABILITY FOR THE WORK PERFORMED AND THE SERVICE IN ANY MANNER, INCLUDING BUT NOT LIMITED TO A WARRANTY OR CONDITION OF GOOD AND WORKMANLIKE SERVICES, WARRANTY OR CONDITION OF QUALITY OR FITNESS FOR A PARTICULAR PURPOSE, OR COMPLIANCE WITH ANY LAW, STATUTE, ORDINANCE, REGULATION, OR CODE.

Any reference on the Utsab Platform to a Vendor being licensed or credentialed in some manner, or “badged,” “reliable,” “reliability rate,” “elite,” “great value,” “background checked,” “vetted” (or similar language) designations indicates only that the Vendor has completed a relevant account registration process or met certain criteria and does not represent anything else. Any such description is not an endorsement, certification, or guarantee by Utsab of such vendor’s skills or qualifications or whether they are licensed, insured, trustworthy, safe, or suitable. Instead, any such description is intended to be useful information for service users to evaluate when they make their own decisions about the identity and suitability of Vendors whom they select, interact, or contract with via the Utsab Platform.

The Utsab Platform enables connections between Users for the fulfillment of Services. Utsab is not responsible for the performance or communications of Users, nor does it have control over the quality, timing, legality, failure to provide, or any other aspect whatsoever of Services, Vendors, or Service Users, nor of the integrity, responsibility, competence, qualifications, or any of the actions or omissions whatsoever of any Users, or of any ratings or reviews provided by Users with respect to each other. Utsab makes no warranties or representations about the suitability, reliability, timeliness, or accuracy of the Services requested or services provided by but Vendors, or the communications of or between, Users identified through the Utsab Platform, whether in public or private, via on- or off-line interactions.

3. Vendor Background Checks and User Representations and Warranties

Vendors may be subject to a review process before they can register for and during their use of the Utsab Platform, which may include but is not limited to identity verification and criminal background checks, using third-party services as appropriate ( “Background Checks” ). Although Utsab may perform Background Checks, Utsab cannot confirm that any User is who they claim to be, and Utsab cannot and does not assume any responsibility for the accuracy or reliability of Background Check information.

While Utsab.xyz may attempt to seek information about the background of a VENDOR, either via a telephonic or in-person interview, review of past work/customer feedback, and/or check presence online (if available) on Facebook, personalized website, LinkedIn, Twitter, etc., you understand that VENDORS may register themselves sue moto. You also understand that any so-called background check undertaken by Utsab.xyz is not exhaustive to the extent to determine previous criminal antecedents and hence, at the end of the day, the SERVICE USER should take an informed decision on his/her own accord and keep in mind the fact that Utsab only seeks to provide a platform wherein SERVICE USERs and VENDORs have an opportunity to meet each other.

When interacting with other Users, you should exercise caution and common sense to protect your personal safety, data, and property, just as you would when interacting with other persons whom you don’t know. Utsab will not be liable for any false or misleading statements made by Users of the Utsab Platform.

NEITHER VENDOR, NOR ITS PARENTS, AFFILIATES OR LICENSORS, INCLUDING THEIR RESPECTIVE DIRECTORS, OFFICERS, SHAREHOLDERS, AGENTS, INVESTORS, SUBSIDIARIES, ATTORNEYS, REPRESENTATIVES, INSURERS, EMPLOYEES, SUCCESSORS, AND ASSIGNS (COLLECTIVELY REFERRED TO AS “AFFILIATES” ) IS RESPONSIBLE OR LIABLE FOR THE CONDUCT, ACTS, OR OMISSIONS, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE UTSAB PLATFORM AND, TO THE EXTENT PERMITTED BY LAW, YOU HEREBY RELEASE UTSAB AND AFFILIATES FROM ANY AND ALL LIABILITY, CLAIMS, DEMANDS, OR DAMAGES OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE UTSAB PLATFORM.

4. User Representations and Warranties

All Users represent and warrant that:

    a. You are at least of the legally required age in the jurisdiction in which you reside (18 years of age or older for Bangladesh-based users) and are otherwise capable of entering into binding contracts.
    b. You have the right, authority, and capacity to enter into this Agreement and to abide by the terms and conditions of this Agreement, and that you will so abide;
    c. You have read, understand, and agree to be bound by these Terms of Service, the Privacy Policy, and the Happiness Pledge applicable to the country where the Service is performed.
    d. Services shall only be performed in a country where the Utsab Platform has a presence.
    e. You will respect the privacy (including without limitation private, family, and home life), property, and data protection rights of Users and will not record (whether video or audio or otherwise) any Service or any interaction by or with any User and/or Utsab in connection with the Utsab Platform without the prior written consent of Utsab and/or the relevant User, as applicable.
    f. You will fulfill the commitments you make to other Users, communicate clearly and promptly through the chat thread, be present and/or available at the time you agree upon with your vendor or Client as the case may be, and only utilize the third party payment service provider specified or approved by Utsab to make or receive payment for services provided through the Utsab Platform ( the “UTSAB” ).
    g. You will act professionally and responsibly in your interactions with other Users.
    h. You will use your real name or business name on your profile.
    i. When using or accessing the Utsab Platform, you will act in accordance with all applicable local, state, provincial, national, or international law or custom and in good faith.
    j. You will not use the Utsab Platform for the purchase or delivery of alcohol, or any other controlled or illegal substances or services.
    k. When you enter into this Agreement on behalf of a company or other organization, you represent and warrant that you have authority to act on behalf of that entity and to bind that entity to this Agreement.
    l. Other than as fully and promptly disclosed in writing to Vendor, you do not have any motivation, status, or interest that Utsab may reasonably wish to know about in connection with the Utsab Platform, including without limitation, if you are using or will or intend to use the Utsab Platform for any journalistic, academic, investigative, or unlawful purpose.
    m. Vendors additionally represent and warrant that:
    When using the Utsab Platform, you are operating as a sole proprietor, partnership, limited liability company, limited liability partnership, corporation, or other business entity.
    n. You are customarily engaged in an independently established business of the same nature as the services performed for service users through the Utsab Platform, and maintain an independent clientele.
    o. You have the unrestricted right to work in the jurisdiction in which you will be performing Services.
    p. If the Service is performed in a jurisdiction that requires you to have a business license or business tax registration, you have the required business license or business tax registration.
    q. You are responsible for identifying and obtaining any required licenses, permits, or registrations before offering services and undertaking Services.
    r. You have any and all insurance required to operate your business and provide your services.
    s. You will use your real name or business name and an up-to-date photo on your profile.
    t. You will honor your commitments to other Users on the Platform, including by responding to invitations promptly; performing the Service(s) as agreed upon with your Client; and providing timely, high-quality services to your service users.
    u. You will only offer and provide services for which you have the necessary skills and expertise, and provide those services safely and in accordance with all applicable laws.

5. Contract between Service Users and Vendors

You acknowledge and agree that a legally binding contract with another User (the “ Service Agreement ” ) is formed when you and that User agrees on the terms of a Service. The terms of the Service Agreement include the terms set forth in this Section, the engagement terms proposed and accepted on the Utsab Platform, and any other contractual terms accepted by both the Vendor and their Users to the extent such terms do not conflict with the terms in this Agreement, including this Section, and do not expand Vendor’s obligations or restrict Vendor’s rights under this Agreement. Utsab is not a party to any Service Agreement and the formation of a Service Agreement will not, under any circumstances, create an employment or other service relationship between Utsab and the Vendor, nor will it create an employment relationship between the User and the Vendor. Users do not have the authority to enter into written or oral — whether implied or express — contracts on behalf of the Vendor.

Where approved in advance by the Service Users, the Vendor is not obligated to personally perform the Service. Vendors may engage assistants, helpers, subcontractors, or other personnel (collectively “Vendor Assistants” ). For safety reasons, such Vendor Assistants shall have been registered through the Utsab Platform. A Vendor’s failure to comply with this provision shall be a violation of these Terms of Service and could lead to removal from the Utsab Platform. The Vendor assumes full and sole responsibility for the acts and omissions of such Vendor Assistants and is fully responsible for the lawful payment of all compensation, benefits, and expenses of Vendor Assistants, if any, and for all required and applicable tax withholdings as to such Vendor Assistants. service users are responsible for confirming with their Vendor that any Vendor Assistants are registered Vendors on the Utsab Platform.

While using the Utsab Platform, Service Users, in their sole discretion, determine whether they will be present or not when a Service is performed. Service User agrees that if someone other than the books the Service on their behalf or is present in their stead when the Service is performed, they are appointing that person as their representative ( “ User’s Representative ” ) and the Vendor may take and follow direction from the User’s Representative as if such direction was given from the user him- or herself. If you are a User’s Representative and accessing and using the Utsab Platform on behalf of a Service Users, you represent that you have the authority to act as their representative and to bind that person as the principal to all provisions of the Terms of Service. User’s Representative may authorize any applicable waiver of the User’s scope, direction, or instruction of the Vendor’s work or performance of the Service in the Client’s stead. User agrees that such direction and/or waiver is valid against Service User and Service user’s representative, and the user shall be responsible and liable for all such direction and/or waiver as if made by user him or herself. Service user assumes full and sole responsibility for the acts and omissions of User’s Representatives. User’s Representatives are deemed third parties for the purposes of the Happiness Pledge and are thereby excluded from it.

The user shall pay their Vendor(s) in full for all services via the Utsab Products as indicated on the Utsab Platform, at the rates agreed to by the parties in the Service Agreement. Each User agrees to comply with the Service Agreement and this Agreement during the engagement, performance, and completion of a Service.

6. Billing and Payment

Joining Utsab, opening an Account, viewing posted Services is free. Utsab Platform Limited currently does not charge SERVICE USERs for transactions completed on the Utsab Product between SERVICE USERs and Vendors. However, Utsab reserves the right to charge a fee to SERVICE USERs in the future on a per-transaction basis or in any other manner and reserves the right to do so in its sole discretion. Changes to this Fee Policy are effective after Utsab has provided you with thirty (30) days’ notice by posting the changes on the Terms & Conditions.

If applicable, you agree to pay all fees or charges to your Account based on Utsab’s fees, charges, and billing terms then in effect. If you do not pay on time or if Utsab Platform cannot charge your credit card, any payment gateway, or other payment methods for any reason, Utsab reserves the right to either suspend or terminate your access to the Website and Account and terminate these Terms of Use. You are expressly agreeing that Utsab is permitted to bill you for the applicable fees, any applicable tax, and any other charges you may incur in connection with your use of this Website, and the fees will be billed to your credit card, a payment gateway or other payment method designated at the time you make a purchase or register for a fee-based service. If you cancel your Account at any time, you will not receive any refund. If you have a balance due on any account, you agree that Utsab may charge such unpaid fees to your credit card or otherwise bill you for such unpaid fees. Utsab reserves its right to initiate appropriate legal proceedings, if necessary, in its sole discretion, to recover such outstanding amounts.

You understand that we are acting solely as an intermediary for the collection of rents and fees between a SERVICE USER and a Vendor who chooses to enter into an Agreement for Service. Because state and local tax laws vary significantly by locality, you understand and agree that you are solely responsible for determining your own tax reporting requirements in consultation with tax advisors and that we cannot and do not offer tax advice to either hosts or guests. Further, you understand that Utsab shall not be responsible or liable in any manner in relation to the tax liability of a SERVICE USER or a VENDOR.

Service fees provided by Service Users to Service Provider or Utsab are final and non-refundable. But in some cases, Utsab support management team can make some decisions if any investigation report find any issues like
1. Service users fully paid for certain jobs but jobs were canceled due to other issues.
2. Job has been served and the customer cleared the bill. But dispute arises Immediately.
3. Service users paid in advance but jobs were served in fewer amounts.
In case of refund, Utsab promo code will be provided to the User for availing services.

7. Contests, Gift Cards, and Promotional Codes

Utsab may from time to time provide certain promotional opportunities and contests to Users. All such promotions will be run at the sole discretion of Utsab and can be implemented, modified, or removed at any time by Utsab without advance notification. The liability of Utsab and Affiliates, as well as any of Utsab corporate partners pursuant to such promotional opportunities and contests, shall be subject to the limitations set forth in Terms of Service.

Utsab gift cards ( “Gift Cards” ) and promotional codes ( “Promo Codes” ) may be available and can be used to pay Service Payments and the Utsab service charge and Trust & Support fee in part or in full, but may not be used to pay for reimbursement of out of pocket expenses or tips or gratuity associated with a Service provided through the Utsab Platform.

i. Promo Codes

Promo Codes are an offer by Utsab to reduce the amount a User has to pay in relation to a Service Payment, service charge, and/or Trust & Support fee. Promo Codes will not affect the amount of the Service Payment a Vendor ultimately receives. The use or application of any Promo Code is solely intended as a promotional initiative and does not in any way create a relationship or engagement between Utsab or the Vendor or user, or constitute wages, fees, or other amounts paid to the Vendor. You agree that you will use Promo Codes in accordance with the terms and conditions governing the Promo Code. A new user Promo Code may only be used once per User, regardless of the email address used during registration. Utsab reserves the right to withhold or deduct credits or other features or benefits obtained through the use of a Promo Code by you or any other User in the event that the use or redemption of a Promo Code was in error, fraudulent, illegal, or otherwise in violation of the applicable Promo Code terms and conditions or this Agreement.

ii. Gift Cards

Gift cards can only be used in connection with Services performed on the Utsab Platform, are not replaceable if lost or stolen, and have no expiration date. Gift cards have no cash value and cannot be exchanged for cash except as required by law. Gift Cards must be entered directly into the Client account; they may not be directly accepted by Vendors as a payment method.
A Gift Card cannot be combined with any other Gift Cards, gift certificates, or Promo Codes. No credit card, credit line, overdraft protection, or deposit account is associated with your Gift Card. You cannot “reload” (or add value/balance) to your Gift Card at this time. If a Gift Card holder’s purchase exceeds the amount of that Gift Card’s balance, the Gift Cardholder must pay the difference by another means. Unused Gift Card balances are not transferable. Utsab reserves the right to correct the balance of a Gift Card if Utsab believes that a billing error has occurred. Utsab reserves the right to limit quantities of Gift Cards purchased by any person or entity and to cancel a Gift Card if it believes that the Gift Card was obtained through fraudulent or unauthorized means. Gift Cards and their use are subject to this Agreement, and the use of a Gift Card constitutes acceptance thereof.
You agree to comply with all Gift Card terms and conditions.

8. Public Areas; Acceptable Use

The Utsab Platform may contain profiles, email systems, blogs, message boards, reviews, ratings, Service postings, chat areas, news groups, forums, communities, and/or other message or communication facilities ( “Public Areas” ) that allow Users to communicate with other Users. You may only use such community areas to send and receive messages and materials that are relevant and proper to the applicable forum. For the safety and integrity of the Utsab Platform, you should not share your personal contact information with other Users.

Without limitation, the Utsab Platform may not be used for any of the following purposes:

    i. To defame, abuse, harass, stalk, threaten, intimidate, misrepresent, mislead, or otherwise violate the rights (such as but not limited to, rights of privacy, confidentiality, reputation, and publicity) of others, including Users and Utsab staff.
    ii. To publish, post, upload, distribute or disseminate any profane, defamatory, infringing, obscene or unlawful language, material or information.
    iii. To upload files that contain software or other material that violates the intellectual property rights (or rights of privacy or publicity) of any User, third party, or Vendor.
    iv. To upload files or scripts such as Trojan horses, corrupt files, SQL injections, worms, timebombs, cancelbots or any other files or software that may damage Utsab or its Users’ computers.
    v. To advertise or offer to sell any goods or services for any commercial purpose through the Utsab Platform which are not relevant to the Service services;
    vi. To conduct or forward surveys, contests, pyramid schemes, or chain letters.
    vii. To impersonate another person or a User or allow any other person or entity to use your user profile to post or view comments.

While using the Utsab Platform, you may not:

    i. Use the Utsab Platform for any unauthorized or illegal purpose, including but not limited to posting or performing a Service in violation of local, state, provincial, national, or international law.
    ii. Post or upload (if you have an option) any content which you have not obtained the necessary rights and permissions to use accordingly;
    iii. Post the same Service repeatedly (“spamming”).
    iv. Download any file posted by another User that you know, or reasonably should know, cannot be legally distributed through the Utsab Platform.
    v. Restrict or inhibit any other user from using and enjoying the Public Areas.
    vi. Imply or state that any statements you make (whether on or off the Utsab Platform) are endorsed by Utsab, without the prior written consent of Utsab Platform Limited.
    vii. Use a robot, spider, manual, meta tag, “hidden text,” agent, robot, script, and/or automatic processes or devices to data-mine, data-crawl, scrape, collect, mine, republish, redistribute, transmit, sell, license, download, manage or index the Utsab Platform, or the electronic addresses or personal information of others, in any manner.
    viii. Frame or utilize framing techniques to enclose the Utsab Platform or any portion thereof.
    ix. Hack or interfere with the Utsab Platform, its servers or any connected networks.
    x. Adapt, alter, license, sublicense or translate the Utsab Platform for your own personal or commercial use.
    xi. Remove, alter, or misuse, visually or otherwise, any copyrights, trademarks or proprietary marks, or rights owned by Utsab and Affiliates.
    xii. Upload content to the Utsab Platform that is offensive and/or harmful, including, but not limited to, content that advocates, endorses, condones, or promotes racism, bigotry, hatred, or physical harm of any kind against any individual or group of individuals.
    xiii. Upload content that provides materials or access to materials that exploit people in an abusive, violent, or sexual manner.
    xiii. Solicit for any other business, website, or service, or otherwise, contact Users for employment, contracting, or any purpose not related to use of the Utsab Platform as set forth herein.
    xiv. Collect usernames, email addresses, or other personal information of Users by electronic or other means.
    xv. Use the Utsab Platform or the Service services in violation of this Agreement.
    xvi. Use the Utsab Platform in a manner that is false or misleading (directly or by omission or failure to update information), or for the purpose of accessing or otherwise obtaining Utsab Platform’s trade secret information for public disclosure or other purposes.
    xvii. Attempt to circumvent the payments system or service charge or Trust & Support fee in any way including, but not limited to, making or processing payments outside of the Utsab Platform, providing inaccurate information on invoices, or otherwise invoicing in a fraudulent manner.
    xviii. Register under different usernames or identities after your account has been suspended or terminated, or register under multiple usernames or false identities, or register using a false or disposable email or phone number.
    xix. Cause any third party to engage in the restricted activities above; or
    xx. Use tools with the goal of masking your IP address (like the TOR network).

You understand that all submissions made to Public Areas will be public and that you will be publicly identified by your name or login identification when communicating in Public Areas. Utsab will not be responsible for the action of any Users with respect to any information or materials posted in Public Areas.

9. Mobile App Updates and Upgrades (when it is being online)

By installing the App(s), you consent to the installation of the App(s) and any updates or upgrades that are released through the Utsab Platform. The App (including any updates or upgrades) may
(i) cause your device to automatically communicate with Utsab Platform’s servers to deliver the App functionality and to record usage metrics,
(ii) affect App-related preferences or data stored on your device, and
(iii) collect personal information as set out in our Privacy Policy. You can uninstall the App(s) at any time.

10. Deactivation and Suspension

Utsab may suspend your right to use the Utsab Platform pending its investigation of a potential breach by you of this Agreement. Utsab may deactivate your account or limit your use of the Utsab Platform upon its determination that you breached a provision of this Agreement (a “User Breach” ). Utsab will provide you with written notice of its determination as required by law unless we have reason to believe the User’s account has been compromised such that the notice would go to the wrong person, or notice would otherwise be counterproductive or would create a risk to safety. If you wish to appeal this determination, please contact letstalk@utsab.xyz within 15 days of receipt of such notice with the grounds for your appeal.

If Utsab suspends or deactivates your account or limits your use of the Utsab Platform pursuant to this Section, you are thereafter prohibited from registering and creating a new account under your name or business name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party.

Even after your right to use the Utsab Platform is suspended, terminated, or limited, this Agreement will remain enforceable against you. Utsab reserves the right to take appropriate legal action pursuant to the Agreement.

Utsab reserves the right to modify or discontinue, temporarily or permanently, all or any portion of the Utsab Platform at its sole discretion. Utsab will provide you with notice of any such modification or discontinuation as required by law. To the extent permitted by law, Utsab shall not be liable to you for any modification or discontinuance of all or any portion of the Utsab Platform. Utsab has the right to restrict anyone from completing registration as a vendor if such person may threaten the safety and integrity of the Utsab Platform, or if such restriction is necessary to address any other reasonable business concern.

You may terminate this Agreement at any time by ceasing all use of the Utsab Platform and deactivating your account.

11. Account, Password, Security, and Telephone Communications

You must register with Utsab and create an account to use the Utsab Platform. You are responsible for maintaining the confidentiality of any log-in, password, and account number provided by you or given to you by Utsab for accessing the Utsab Platform. You are solely and fully responsible for all activities that occur under your password or account, even if not authorized by you. Utsab has no control over the use of any User’s account and expressly disclaims any liability derived therefrom. Should you suspect that any unauthorized party may be using your password or account or you suspect any other breach of security, you agree to notify Utsab immediately.

You must register with Utsab and create an account to use the Utsab Platform. You are responsible for maintaining the confidentiality of any log-in, password, and account number provided by you or given to you by Utsab for accessing the Utsab Platform. You are solely and fully responsible for all activities that occur under your password or account, even if not authorized by you. Utsab has no control over the use of any User’s account and expressly disclaims any liability derived therefrom. Should you suspect that any unauthorized party may be using your password or account or you suspect any other breach of security, you agree to notify Utsab immediately.

You acknowledge that telephone calls to or from Utsab Platform, together with its agents and Affiliates, may be monitored and recorded for the purposes of quality control and training.

You verify that any contact information provided to Utsab Platform Limited, its agents and Affiliates, and Users, including, but not limited to, your name, business name, mailing address, email address, your residential or business telephone number, and/or your mobile telephone number, is true and accurate. You verify that you are the current subscriber or owner of any telephone number that you provide. You are strictly prohibited from providing a phone number that is not your own. If we discover that any information provided in connection with your registration is false or inaccurate, we may suspend or deactivate your account. Should any of your contact information change, you agree to immediately notify Utsab before the change goes into effect by visiting help.tr.co. If the change regards ownership of your telephone numbers, you may notify Utsab by texting STOP to any text message sent to the retiring phone number.

12. User Generated Content

“User-Generated Content” is defined as any information and materials you provide to Utsab, its agents, Affiliates, and corporate partners, or other Users in connection with your registration for and use of the Utsab Platform and participation in Utsab promotional campaigns, including without limitation the information and materials posted or transmitted for use in Public Areas. You are solely responsible for User-Generated Content, and we act merely as a passive conduit for your online distribution and publication of your User Generated Content. You acknowledge and agree that Utsab is not involved in the creation, development of User Generated Content, disclaims any responsibility for User Generated Content, and cannot be liable for claims arising out of or relating to User Generated Content. Further, you acknowledge and agree that Utsab has no obligation to monitor or review User Generated Content, but reserves the right to limit or remove User Generated Content if it is not compliant with the terms of this Agreement.

You hereby represent and warrant to Utsab that your User Generated Content (a) will not be false, inaccurate, incomplete or misleading; (b) will not be fraudulent or involve the transfer or sale of illegal, counterfeit or stolen items; (c) will not infringe on any third party’s privacy, or copyright, patent, trademark, trade secret or other proprietary right or rights of publicity or personality (to the extent recognized by law in the country where the Service is performed); (d) will not violate any law, statute, ordinance, code, or regulation (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination, incitement of hatred or false or misleading advertising, anti-spam or privacy); (e) will not be defamatory, libellous, malicious, threatening, or harassing; (f) will not be obscene or contain pornography (including but not limited to child pornography) or be harmful to minors; (g) will not contain any viruses, scripts such as Trojan Horses, SQL injections, worms, time bombs, corrupt files, cancelbots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; (h) will not claim or suggest in any way that you are employed or directly engaged by or affiliated with Utsab or otherwise purport to act as a representative or agent of Utsab Platform; and (i) will not create liability for Utsab or cause Utsab to lose (in whole or in part) the services of its Internet Service Providers (ISPs) or other partners or suppliers.

The Utsab Platform hosts User Generated Content relating to reviews and ratings of specific Vendors ( “Feedback” ). Feedback is such User’s opinion and not the opinion of Utsab Platform, and has not been verified or approved by Utsab Platform. You agree that Utsab is not responsible or liable for any Feedback or other User Generated Content. Utsab encourages each User to give objective, constructive and honest Feedback about the other Users with whom they have transacted. Utsab is not obligated to investigate any remarks posted by Users for accuracy or reliability or to consider any statements or materials posted or submitted by Users about any Feedback but may do so at its discretion. You agree that Feedback enables Users to post and other Users to read about Users’ expressions of their experiences and that you will not complain or take any action merely because you happen to disagree with such Feedback. You may request the removal of a review that violates this Agreement or the Utsab Ratings and Reviews Policy by contacting the Support team. Each Client should undertake their own research prior to booking to be satisfied that a specific vendor has the right qualifications for a Service.

Utsab respects the personal and other rights of others and expects Users to do the same. Utsab is entitled to identify a User to other Users or to third parties who claim that their rights have been infringed by User Generated Content submitted by that User, so that they may attempt to resolve the claim directly.

Links to Third-Party Websites

The Utsab Platform may contain links (such as hyperlinks) to third-party websites. Such links do not constitute an endorsement by Utsab or association with those websites, their content, or their operators. Such links (including without limitation external websites that are framed by the Utsab Platform as well as any advertisements displayed in connection therewith) are provided as an information service, for reference and convenience only. Utsab does not control any such websites and is not responsible for their availability, accuracy, content, advertising, products, or services. It is your responsibility to evaluate the content and usefulness of the information obtained from other websites. You acknowledge and agree that Utsab is not involved in the creation or development of third-party websites and disclaims any responsibility for third-party websites, and cannot be liable for claims arising out of or relating to third-party websites. Further, you acknowledge and agree that Utsab has no obligation to monitor, review, or remove links to third-party websites, but reserves the right to limit or remove links to third-party websites on the Utsab Platform at its sole discretion.

The use of any website controlled, owned, or operated by a third party is governed by the terms and conditions of use and privacy policy for that website. You access such third-party websites at your own risk. Utsab expressly disclaims any liability arising in connection with your use and/or viewing of any websites or other material associated with links that may appear on the Utsab Platform. You hereby agree to hold Utsab harmless from any liability that may result from the use of links that may appear on the Utsab Platform.

13. Utsab Operates as an Online Marketplace

Utsab operates as an online marketplace that connects service users with service providers (Vendors) who wish to perform a variety of Services. Utsab does not perform Services and does not employ people to perform Services. Vendors operate as independent business owners and are customarily engaged in an independently established business of the same nature as that involved in the services performed for service users through the Utsab Platform. Vendors provide their own tools and supplies to perform their services; Utsab does not provide the tools or supplies. Vendors are free to accept or reject service users and contracts. Vendors are not penalized for rejecting service users or contracts, though if Vendors accept a User or contract through the Utsab Platform, they are expected to fulfill their contractual obligations to their users.

The Utsab Platform is not an employment agency service or business and Utsab is not an employer of any User. Vendors acknowledge and confirm that they are responsible for exercising their own business judgment in entering into Service Agreements and performing Services and that, depending on how they exercise such business judgment, there is a chance for individual profit or loss.

14. Intellectual Property Rights

All text, graphics, editorial content, data, formatting, graphs, designs, HTML, look and feel, photographs, music, sounds, images, software, videos, typefaces, and other content, including Utsab designs, trademarks, and logos (collectively “Proprietary Material” ) that Users see or read through the Utsab Platform is owned by Utsab Platform, excluding User Generated Content, which Users hereby grant Utsab a license to use as set forth above in Article. Proprietary Material is protected in all forms, media, and technologies now known or hereinafter developed. Utsab owns all Proprietary Materials, as well as the coordination, selection, arrangement, and enhancement of such Proprietary Materials. The Proprietary Material is protected by domestic and international laws governing copyright, patents, and other proprietary rights. Users may not copy, download, use, redesign, reconfigure, or retransmit anything from the Utsab Platform without Utsab Platform’s express prior written consent and, if applicable, the consent of the holder of the rights to the User Generated Content. Any use of such Proprietary Material other than as permitted herein is expressly prohibited.

The service marks and trademarks of Utsab Platform, including without limitation Utsab Platform, Utsab for Good, and associated logos, are service marks owned by Utsab Platform. Any other trademarks, service marks, logos, and/or trade names appearing via the Utsab Platform are the property of their respective owners. Utsab Platform’s proprietary marks and logos are not available for use by Vendors. You may not copy or use any of these marks, logos, or trade names without the express prior written consent of the owner.

15. Copyright Complaints and infringement

Utsab has high regard for intellectual property and expects the same level of standard to be employed by its users. Utsab Platform Limited may, in appropriate circumstances and at its discretion, terminate the Account or prohibit access to the Website of users who infringe upon the intellectual property rights of others.
If you believe that your work has been copied and posted on the Website in a way that constitutes copyright infringement and/or trademark infringement, please send the following information to us at letstalk@utsab.xyz

1. Identification of the copyrighted and/or trademarked work claimed to have been infringed, or if multiple works at a single online site are covered by a single notification, a representative list of such works at that site.
2. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled at the Website, and information reasonably sufficient to permit Utsab.xyz to locate the material.
3. A written statement that you have a good faith belief that the disputed use is not authorized by the copyright and/or trademark owner, its agent, or the law.
4. Information reasonably sufficient to permit Utsab Platform to contact you as the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which you may be contacted.
5. An electronic or physical signature of the person authorized to act on behalf of the owner of an exclusive interest that is allegedly infringed; and
6. A statement by you, made under penalty of perjury, that the information in your report is accurate and that you are the owner of the exclusive right or authorized to act on the behalf of the owner of the exclusive right. A statement by you consisting of the foregoing points is referred to herein as the “Notice.”

Only the intellectual property rights owner is permitted to report potentially infringing items through Utsab.xyz’s reporting system set forth above. If you are not the intellectual property rights owner, you should contact the intellectual property rights owner and they can choose whether to use the procedures set forth in these Terms of Use.

16. Confidential Information

You acknowledge that Confidential Information (as defined below) is a valuable, special and unique asset of Utsab and agree that you will not, for the lifetime of your account on Utsab plus 10 years thereafter, disclose, transfer, or use (or seek to induce others to disclose, transfer or use) any Confidential Information for any purpose other than the use of the Utsab Platform in accordance with these Terms of Service. If relevant, you may disclose the Confidential Information to your authorized employees and agents provided that they are also bound to maintain the confidentiality of Confidential Information. You shall use best efforts to protect Confidential Information from unauthorized disclosure, transfer, or use. You shall promptly notify Utsab in writing of any circumstances that may constitute unauthorized disclosure, transfer, or use of Confidential Information. You shall return all originals and any copies of any and all materials containing Confidential Information to Utsab promptly upon deactivation of your User account or termination of this Agreement for any reason whatsoever.

The term “Confidential Information” shall mean any and all of Utsab Platform’s trade secrets, confidential and proprietary information, and all other information and data of Utsab that is not generally known to the public or other third parties who could derive value, economic or otherwise, from its use or disclosure. Confidential Information shall be deemed to include technical data, know-how, research, product plans, products, services, customers, markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, strategic and other Proprietary Materials and confidential information relating to Utsab or Utsab Platform’s business, operations or properties, including information about Utsab Platform’s staff, Users or partners, or other business information disclosed or obtained directly or indirectly in writing, orally or by drawings or observation.

17. Disclaimer of Warranties

Please read the disclaimer of warranties carefully below –

A. Use Of The Utsab Platform Is Entirely At Your Own Risk

THE TECHNOLOGY OF THE Utsab PLATFORM IS PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, GOOD AND WORKMANLIKE SERVICES, AND NON-INFRINGEMENT. Utsab MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE CONTENT PROVIDED THROUGH THE UTSAB PLATFORM OR THE CONTENT OF ANY SITES LINKED TO THE Utsab PLATFORM AND ASSUMES NO LIABILITY OR RESPONSIBILITY IN CONTRACT, WARRANTY OR IN TORT 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 Utsab PLATFORM, (III) ANY ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN; AND (IV) EVENTS BEYOND OUR REASONABLE CONTROL.

Utsab does not warrant, endorse, guarantee or assume responsibility for any service advertised or offered by a third-party through the Utsab Platform or any hyperlinked website or featured in any banner or other advertising, and Utsab will not be a party to or in any way be responsible for any transaction between you and other Users, or you and third-party providers of products or services. As with the purchase of a product or service through any medium or in any environment, you should use your best judgment and exercise caution where appropriate. Without limiting the foregoing, Utsab and Affiliates do not warrant that access to the Utsab Platform will be uninterrupted or that the Utsab Platform will be error-free; nor do they make any warranty as to the results that may be obtained from the use of the Utsab Platform, or as to the timeliness, accuracy, reliability, completeness or content of any Service, service, information or materials provided through or in connection with the use of the Utsab Platform. Utsab and Affiliates are not responsible for the conduct, whether online or offline, of any User. Utsab and Affiliates do not warrant that the Utsab Platform is free from computer viruses, system failures, worms, trojan horses, or other harmful components or malfunctions, including during hyperlinks to or from third-party websites. Utsab and Affiliates will implement appropriate technical and organizational measures to ensure a level of security adapted to the risk for any personal information supplied by you.

Notwithstanding any feature or service that a Client may use to expedite Vendor selection, each Client is responsible for determining the Service and selecting or otherwise approving their Vendor and Utsab does not warrant any goods or services purchased by a Client and does not recommend any particular vendor. Utsab does not provide any warranties or guarantees regarding any vendor’s ability, professional accreditation, registration, or licensure.

B. No Liability

You acknowledge and agree that Utsab is only willing to provide the Utsab Platform if you agree to certain limitations of our liability to you and third parties. Therefore, you agree not to hold Utsab and Affiliates, or their corporate partners, liable for any claims, demands, damages, expenses, losses, governmental obligations, suits, and/or controversies of every kind and nature, known and unknown, suspected, and unsuspected, disclosed and undisclosed, direct, indirect, incidental, actual, consequential, economic, special, or exemplary, including attorneys fees and costs (collectively, “Liabilities” ) that have arisen or may arise, relating to your or any other party’s use of or inability to use the Utsab Platform, including without limitation any Liabilities arising in connection with the conduct, act or omission of any User (including without limitation stalking, harassment that is sexual or otherwise, acts of physical violence, and destruction of personal property), any dispute with any User, any instruction, advice, act, or service provided by Utsab and Affiliates, and any destruction of your User Generated Content.

UNDER NO CIRCUMSTANCES WILL UTSAB AND AFFILIATES OR THEIR CORPORATE PARTNERS BE LIABLE FOR, AND YOU HEREBY RELEASE Utsab AND AFFILIATES AND THEIR CORPORATE PARTNERS FROM ANY DIRECT, INDIRECT, INCIDENTAL, ACTUAL, CONSEQUENTIAL, ECONOMIC, SPECIAL OR EXEMPLARY DAMAGES (INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOSS OF DATA, LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE, SYSTEM FAILURE, FAILURE TO STORE ANY INFORMATION OR OTHER CONTENT MAINTAINED OR TRANSMITTED BY Utsab Platform, THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR ATTORNEYS FEES AND COSTS) ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF OR INABILITY TO USE THE Utsab PLATFORM OR THE Service SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF THE SAME.
Some jurisdictions do not allow the exclusion of certain warranties or limitation of incidental or consequential damages; in such cases, the above limitations may not apply to you in their entirety.

UTSAB AND AFFILIATES EXPRESSLY DISCLAIM ANY LIABILITY THAT MAY ARISE BETWEEN USERS OF ITS Utsab PLATFORM. Utsab AND AFFILIATES ALSO DO NOT ACCEPT ANY LIABILITY WITH RESPECT TO THE QUALITY OR FITNESS OF ANY WORK PERFORMED VIA THE UTSAB PLATFORM.

IF NOTWITHSTANDING THE FOREGOING EXCLUSIONS, IT IS DETERMINED THAT Utsab AND AFFILIATES OR THEIR CORPORATE PARTNERS ARE LIABLE FOR DAMAGES, IN NO EVENT WILL THE AGGREGATE LIABILITY, WHETHER ARISING IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EXCEED THE TOTAL FEES PAID BY YOU TO Utsab (IF YOU ARE A CLIENT) OR TOTAL Service PAYMENTS PAID TO YOU BY service users (IF YOU ARE A ServiceER), DURING THE 6 MONTHS PRIOR TO THE TIME SUCH CLAIM AROSE, TO THE EXTENT PERMITTED BY APPLICABLE LAW.

18. Indemnification

You hereby agree to indemnify, defend, and hold harmless Utsab and Affiliates from and against any and all liabilities incurred in connection with (i) your use or inability to use, or your participation on, the Utsab Platform; (ii) your participation in Services, or your ability or inability to perform or obtain the performance of Services or to receive payment, therefore; (iii) your breach or violation of this Agreement; (iv) your violation of any law, or the rights of any User or a third party; (v) your failure to abide by your representations and warranties in Section 2; (vi) any content submitted by you or using your account to the Utsab Platform, including but not limited to the extent such content may infringe on the intellectual rights of a third party or otherwise be illegal or unlawful; and (vii) if you are a Client, the acts or omissions of any Client’s Agents. Utsab reserves the right, in its own sole discretion, to assume the exclusive defense and control of any matter otherwise subject to your indemnification. You will not, in any event, settle any claim or matter without the prior written consent of the Utsab Platform.

19. Dispute Resolution

To expedite resolution and reduce the cost of any dispute, controversy, or claim related to, arising from or regarding your use of the Utsab Platform, your relationship with Utsab Platform, Services, or this Agreement (including previous versions), ( “Dispute” ), you and Utsab agree to first attempt to negotiate any Dispute informally for at least 30 days before initiating any out of court settlement ( such as mediation or arbitration) or court proceeding. Such informal negotiations will commence upon written notice. Your address for such notices is the one associated with your account, with an email copy to the email address you have provided to Utsab Platform.

20. App Store-Sourced Apps ( IF ANY)

The following applies to any App accessed through or downloaded from the Apple App Store (an “App Store-Sourced Application” ):

You acknowledge and agree that (i) the Agreement is entered into between you and Utsab only, and Apple is not a party to this Agreement other than as third-party beneficiary as contemplated below, and (ii) Utsab Platform, not Apple, is solely responsible for the App Store-Sourced Application and content thereof. Your use of the App Store-Sourced Application must comply with the App Store Terms of Service.
You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App Store-Sourced Application.
In the event of any failure of the App Store-Sourced Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App Store-Sourced Application to you and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App Store-Sourced Application. As between Utsab and Apple, any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Utsab Platform, subject at all times to warranty limitations and exclusions set forth in this Agreement.
You and Utsab acknowledge that, as between Utsab and Apple, Apple is not responsible for addressing any claims you have or any claims of any third party relating to the App Store-Sourced Application or your possession and use of the App Store-Sourced Application, including, but not limited to: (i) product liability claims; (ii) any claim that the App Store-Sourced Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
You and Utsab acknowledge that, in the event of any third party claim that the App Store-Sourced Application or your possession and use of that App Store-Sourced Application infringe that third party’s intellectual property rights, as between Utsab and Apple, Utsab (and not Apple) will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim, though only to the extent required by this Agreement.

You and Utsab acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement as related to your license of the App Store-Sourced Application, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement as related to your license of the App Store-Sourced Application against you as a third-party beneficiary thereof.
Without limiting any other terms of this Agreement, you must comply with all applicable third-party terms of agreement when using the App Store-Sourced Application.

21. No Agency; No Employment

No agency, partnership, joint venture, employer-employee, or franchisor-franchisee relationship is intended or created by this Agreement.

22. General Provisions

Failure by Utsab to enforce any provision(s) of this Agreement will not be construed as a waiver of any provision or right. This Agreement constitutes the complete and exclusive agreement between you and Utsab with respect to its subject matter and supersedes and governs any and all prior agreements or communications except as otherwise specified in the Arbitration Agreement. However, this Agreement does not supersede other agreements about other subject matter that you may have with Utsab Platform. The provisions of this Agreement are intended to be interpreted in a manner that makes them valid, legal, and enforceable. Except for the “Agreement Prohibiting Class Actions and Non-Individualized Relief” provision in the section applicable to Bangladeshi Residents, in the event any provision is found to be partially or wholly invalid, illegal or unenforceable, (1) such provision shall be modified or restructured to the extent and in the manner necessary to render it valid, legal, and enforceable or, (2) if such provision cannot be so modified or restructured, it shall be excised from the Agreement without affecting the validity, legality or enforceability of any of the remaining provisions. You hereby acknowledge and agree that we may assign or transfer this Agreement without your consent, including but not limited to assignments: (i) to a parent or subsidiary, (ii) to an acquirer of assets, or (iii) to any other successor or acquirer. Upon the effective date of the assignment of the Agreement (a) Utsab shall be relieved of all rights, obligations, and/or liabilities to you arising in respect of events postdating the effective date of the assignment and, (b) the assignee entity shall replace Utsab for the performance of this Agreement. This Agreement may not be assigned or transferred by you without our prior written approval. Any assignment in violation of this Section 22 shall be null and void. This Agreement will insure the benefit of Utsab Platform, its successors, and assigns. All parts of this Agreement which by their nature should survive the expiration or termination of this Agreement shall continue in full force and effect subsequent to and notwithstanding the expiration or termination of this Agreement or your use of the Utsab Platform.

23. Licensing

Vendors alone are responsible for identifying and obtaining any required licenses, permits, or registrations before offering services and undertaking Services. Indeed, certain types of Services and services may be prohibited altogether, and it is the responsibility of Vendors to avoid such prohibited Services and services. Penalties may include fines or other law enforcement. If you have questions about how national/ state/ provincial/ territorial and local laws apply to your Services and services on the Utsab Platform, you should first seek appropriate legal guidance.

Because Utsab does not supervise, scope, direct, control, or monitor a vendor’s work or performance of Services, service users must determine for themselves whether a vendor has the skills and qualifications necessary to perform the specific Service at hand. service users may wish to consult their national/state/provincial/territorial or local requirements to determine whether certain Services are required to be performed by a licensed or otherwise registered professional. service users may also wish to discuss with their vendor any specific hazards, obstacles, or impediments in the Service location (both visible and concealed) that may impact the performance of the Service.

24. Changes to this Agreement and the Utsab Platform

Utsab reserves the right, at its sole and absolute discretion, to change, modify, add to, supplement, suspend, discontinue, or delete any of the terms and conditions of this Agreement (including the Terms of Service, Privacy Policy, and Happiness Pledge) and review, improve, modify or discontinue, temporarily or permanently, the Utsab Platform or any content or information through the Utsab Platform at any time, effective with or without prior notice and without any liability to Utsab Platform. Utsab may also impose limits on certain features or restrict your access to part or all of the Utsab Platform without notice or liability.

Utsab will endeavor to notify you of material changes to this Agreement by email, but will not be liable for any failure to do so. If any future changes to this Agreement are unacceptable to you or cause you to no longer be in compliance with this Agreement, you must deactivate your account, and immediately stop using the Utsab Platform. Your continued use of the Utsab Platform following any revision to this Agreement constitutes your complete and irrevocable acceptance of any and all such changes, except where prohibited by any laws or regulations in your jurisdiction.

25. No Rights of Third Parties

The provisions of this Agreement are for the sole benefit of the Parties and their permitted successors and assigns, and they will not be construed as conferring any rights to any third party (including any third-party beneficiary rights except as set forth in Section 20) or to give any person or entity other than the User any interest, remedy, claim, liability, reimbursement, claim of action or any other claim of action with respect to or in connection with any agreement or provision contained herein or contemplated hereby. None of the terms of this Agreement are enforceable by any persons who are not a party to this Agreement, provided, however, that a Client’s Agent may act in the name of and on behalf of his/her user.

26. Notices and Consent to Receive Notices – Electronically

You consent to receive any agreements, notices, disclosures, and other communications (collectively, “Notices” ) to which this Agreement refers electronically, including without limitation by email or by posting notices on the Sites. You agree that all Notices that we provide to you electronically satisfy any legal requirement that such communications be in writing. Unless otherwise specified in this Agreement, all notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or email; or the day it is shown as delivered by the overnight delivery service’s tracking information if sent for next day delivery by a recognized overnight delivery service.

27. Notice

You agree that Utsab may provide you with notices, including those regarding changes to the Terms of Use, by email, regular mail, or postings on the Website.

28. General information

The Terms of Use, together with the Privacy Policy and any other legal notices or Additional Policies published by Utsab on the Website, shall constitute the entire agreement between you and Utsab concerning the Website. If any provision of the Terms of Use 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 Terms of Use, which shall remain in full force and effect.
No waiver of any provision of this Terms of Use shall be deemed a further or continuing waiver of such term or any other term, and Utsab’s failure to assert any right or provision under these Terms of Use shall not constitute a waiver of such right or provision.
You agree that any cause of action arising out of or related to the Website must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred.
The section headings in the Terms of Use are for convenience only and have no legal or contractual effect.
The section headings in the Terms of Use are for convenience only and have no legal or contractual effect.

29. Liability limitation

a. IN NO EVENT SHALL UTSAB, OR ITS RESPECTIVE OFFICERS, MANAGERS, MEMBERS, DIRECTORS, EMPLOYEES, SUCCESSORS, ASSIGNS, SUBSIDIARIES, AFFILIATES, SERVICE PROVIDERS, SUPPLIERS, ATTORNEYS OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING BUT NOT LIMITED TO LOSS OF BUSINESS, REVENUE, PROFITS, USE, DATA OR OTHER ECONOMIC ADVANTAGE) WHATSOEVER RESULTING FROM ANY (I) ACCESS TO OR USE OF THE WEBSITE OR ANY SERVICES OFFERED BY ANY SERVICE PROVIDERS VIA THE WEBSITE, INCLUDING SERVICES PROVIDED PURSUANT TO AN AGREEMENT FORMED INDEPENDENTLY OF THE WEBSITE, WHETHER OR NOT AN AGREEMENT FOR SERVICE FORMED VIA THE WEBSITE IS IN EFFECT; (II) ERRORS, MISTAKES, OR INACCURACIES OF DATA, MARKS, CONTENT, INFORMATION, MATERIALS OR SUBSTANCE OF THE WEBSITE OR SUBMITTED CONTENT; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN; (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE WEBSITE BY ANY THIRD PARTY; (V) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE WEBSITE; (VI) ANY ERRORS OR OMISSIONS IN ANY DATA, CONTENT, INFORMATION, MATERIALS OR SUBSTANCE OF THE WEBSITE OR SUBMITTED CONTENT; (VII) ANY FAILED NEGOTIATIONS FOR A SERVICE, ANY DISPUTES THAT ARISE DURING OR AFTER THE NEGOTIATION OF A SERVICE OR THE FORMATION OF A CONTRACT FOR A SERVICE, OR ANY OTHER DISPUTE THAT ARISES BETWEEN USERS OF THE WEBSITE; (VIII) ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY OR SERVICE USER OR SERVICE PROVIDER; OR (IX) ANY USE OF ANY DATA, MARKS, CONTENT, INFORMATION, MATERIALS OR SUBSTANCE OF THE WEBSITE OR SUBMITTED CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE ON OR THROUGH THE WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT UTSAB IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
b. IN NO EVENT SHALL THE TOTAL, AGGREGATE LIABILITY OF UTSAB, OR ANY OF THE ABOVE-REFERENCED RESPECTIVE PARTIES, ARISING FROM OR RELATING TO THE WEBSITE, AND/OR SUBMITTED CONTENT EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID TO UTSAB BY YOU HEREUNDER. YOU HEREBY ACKNOWLEDGE AND AGREE THAT UTSAB SHALL NOT BE LIABLE FOR SUBMITTED CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY OR SERVICE USER OR SERVICE PROVIDER AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. YOU FURTHER ACKNOWLEDGE AND AGREE THAT UTSAB SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING BUT NOT LIMITED TO LOSS OF BUSINESS, REVENUE, PROFITS, USE, DATA, OR OTHER ECONOMIC ADVANTAGE) WHATSOEVER RESULTING FROM OR RELATING TO ANY CONTRACT BETWEEN WEBSITE USERS ENTERED INTO INDEPENDENTLY OF THE WEBSITE. THE WEBSITE MAY CONTAIN LINKS TO THIRD-PARTY WEBSITES THAT ARE NOT OWNED OR CONTROLLED BY UTSAB. UTSAB DOES NOT HAVE ANY CONTROL OVER AND ASSUMES NO RESPONSIBILITY FOR, THE CONTENT, PRIVACY POLICIES, OR PRACTICES OF ANY THIRD-PARTY WEBSITES. IN ADDITION, UTSAB WILL NOT AND CANNOT CENSOR OR EDIT THE CONTENT OF ANY THIRD-PARTY SITE. BY USING THE WEBSITE, YOU EXPRESSLY RELIEVE UTSAB FROM ANY AND ALL LIABILITY ARISING FROM YOUR USE OF ANY THIRD-PARTY WEBSITE. ACCORDINGLY, PLEASE BE ADVISED TO READ THE TERMS AND CONDITIONS AND PRIVACY POLICY OF EACH THIRD-PARTY WEBSITE THAT YOU VISIT, INCLUDING THOSE DIRECTED BY THE LINKS CONTAINED ON THE WEBSITE.
c. FORCE MAJEURE
Neither Utsab nor you shall be liable to the other for any delay or failure in performance under the Terms of Use, other than payment obligations, arising out of a cause beyond its control and without its fault or negligence. Such causes may include but are not limited to fires, floods, earthquakes, strikes, unavailability of necessary utilities, blackouts, acts of God, acts of declared or undeclared war, acts of regulatory agencies, or national disasters.

30. Cancellation Policy

If a customer cancels any service before two hours of service schedule time then a cancellation charge is applicable.

33. Reschedule Policy

a. A service Can’t be rescheduled before two hours of service.
b. Minimum service charge will be added with the original service charge if rescheduled before 24 hours of the service schedule.

Acknowledgement and Consent

I HEREBY ACKNOWLEDGE THAT I HAVE READ AND UNDERSTAND THE FOREGOING TERMS OF SERVICE, AS WELL AS THE PRIVACY POLICY, AND AGREE THAT MY USE OF THE UTSAB PLATFORM IS AN ACKNOWLEDGMENT OF MY AGREEMENT TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT.