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Terms & Conditions

Welcome to the Experts Consult Panel of HBG Knowledge Services Private Limited (hereinafter referred to as “HBG”). We are glad you have decided to join us. We look forward to your involvement with our Company. Before we begin this consulting relationship, please take a moment to review these Terms of Services ("Terms" or the "Agreement"). These Terms are an agreement between you and HBG. It is important that you understand both the benefits we provide as well as our limitations. This Agreement reflects our approach to your memberships in HBG’s Experts Consult Panel and your role as an Expert.

Background
  • HBG offers industry executives, professionals and Academicians (hereinafter referred to as “Expert”) the opportunity to join the Experts Consult Panel and provide paid research consulting services to HBG and/or its clients. These research consulting services may include one-on-one telephonic consultations, face-to-face meetings, group conference calls, surveys, web-based conferences, or other research services. HBG’ Clients include an array of Industries like Technology, Life Sciences, Automotive, Manufacturing, Telecom, Biotechnology, Pharma, Consumer Goods, BFSI, and Consulting Firms, Market Research, Education, Law Firms, Finance, Private Equity Firms, and such other Industries/Companies/ personnel (hereinafter individually referred to as “Client” and collectively as “Clients”).

Registration
  • By accepting these Terms and Conditions, you acknowledge that you are making express representations and warranties to HBG and its Clients that you will abide by all of your obligations and responsibilities as set forth in these Terms and Conditions. If you are acting on behalf of a company or other entity, such company or entity is also bound by these Terms & Conditions.

  • These Terms may be updated from time to time. Your continued panel membership and use of our website/forums/participation in consulting arrangements- means that you accept any new or modified terms and conditions that we come up with. These Terms will always be available for users to read on this page.

  • HBG reserves the right, in its sole discretion, to deny you access to HBG’s Experts Consult Panel, this Website or any portion thereof without notice for the following reasons immediately- (a) for any unauthorized access or use by you (b) if you assign or transfer (or attempt the same) any rights granted to you under this Agreement; (c) if you violate any of the other terms and conditions of this Agreement.

Eligibility
  • By engaging as an expert, you represent and warrant that you have the right, authority, capacity and competence to enter into this Agreement and to abide by all of the terms and conditions of this Agreement.

  • By Competence to Contract we mean that- the Expert has attained the age of majority according to the law to which he is subject to, is of sound mind and is not disqualified from contracting by any law to which he is subject.

License
  • HBG hereby grants you a limited, non-exclusive, non-assignable and non-transferable license to access HBG’s Experts Consult Panel provided and expressly conditioned upon your agreement that all such access and use shall be governed by all of the terms and conditions set forth in this agreement.

Project & Payment
  • Each project performed by Expert will have a separate Consultation fee and delivery timeline that will be agreed to in writing, including via email (each, a “Project”) prior to project initiation and you shall be free to accept or reject our proposal.

  • Unless you have received prior written authorization from HBG, you will not be compensated for any time spent in preparation of, or in follow-up to, Research Services. Except as otherwise specified in writing, Expert shall not incur or charge the Company any other fees or expenses without the prior written authorization of HBG and HBG will compensate you only for Research Services that are arranged by HBG in writing.

  • The fee for each Project shall be payable within Forty Five (45) days after validation of the duration of engagement by the client and will be deposited or transferred to your bank account as per the details submitted at the time of registration with HBG. We shall not make any payment if the details of bank account provided are not in your name.

  • Any inadvertent or unforeseeable delay in this deposit will be communicated to you prior to the completion of these 45 days.

  • Expert is expected to inform HBG about the duration of engagement after its completion within 5 business days. Client shall have the option to terminate the call within the first ten (10) minutes without giving any reason whatsoever and in such case the call will not be considered billable by HBG and no compensation would be provided to you for the same.

  • If you do not receive payment, you must inform HBG by email within six (6) months of the end of the 45 days’ period mentioned above, stating that payment has not been received.

  • HBG will investigate all queries of non-payment and will endeavour to ensure the relevant fees are paid as soon as possible.

HBG reserves the right not to pay fees for the following reasons:
  • (a) Arranging a Consultation directly with a Client without notifying HBG in advance;

  • (b) Failure to notify HBG within the six-month period mentioned above, that payment has not been completed.

  • HBG will deduct from the fee payable all such taxes or other amounts required to be deducted under any applicable local law or regulation.

Means Of Communication
  • By registering, You accept that we may contact you through SMS, Phone Call or Email for verification and communication purposes. As per the DOT regulations, this will apply even if you are registered in the Do Not Disturb registry.

  • It is your responsibility to make sure we always have your current contact details. If we do not, we will not be able to pass information to you. We will also keep you advised of new projects through above mentioned modes in case of a potential match between a Client’s research Interests and the Expert’ profile from time to time.

  • On being proposed to participate in a project , Expert may either accept or decline the request within 48 hours and on acceptance, consultations shall be scheduled at a mutually convenient time within five (5) business days. All Projects you provide should be performed in a prompt, focused, and professional manner.

  • All Consultations between Expert and Client must be coordinated through HBG. If a Client contacts you directly, please inform HBG immediately and we will confirm the Project for you and the Client. We may indicate that you can schedule the Project time independently with the Client, as long as HBG is aware of the activity.

  • Expert has no minimum time commitment to HBG unless otherwise agreed to, and may engage in any employment or other consulting you wish.

Expert’s Obligations and Warranties

As an Expert, you are responsible for all information/answers that you provide in the enrolment form and during the consulting engagement (hereinafter referred to as "Submitted Inputs").

You represent and warrant that:
  • you will provide and maintain accurate account information including but not limited to your current and previous employment status, education credentials, membership of associations or societies, certifications, publications, patents and awards;

  • you own or have the necessary licenses, rights, consents, waivers, exceptions, permissions, No Objection Certificates and other necessary authority to authorize HBG to use your Submitted Inputs, become a part of our panel and participate in consulting engagements as specified in this agreement and are not limited/prohibited in any manner including through your Current/erstwhile Employment Contracts, policies, Non-Disclosure Agreements, Non-Compete, Consulting agreements, and other similar obligations, agreements and policies signed off by you or applicable to u or under any law, regulation, order, judgment or decree applicable ;

  • your Submitted Inputs will not infringe or misappropriate any third party's intellectual property rights or trade secrets;

  • You are not working for or are a member of an organization against which economic and trade sanctions have been imposed by any Country.

  • You will not participate in any project or study involving an organisation in which you own more than two percent (2%) of and class of listed or unlisted shares of the Client company directly or indirectly, or have voting rights.

  • you have the required qualifications, credentials, and expertise (including education, training, knowledge, and skill sets) to offer the consulting services;

  • you will ensure a quality of service that corresponds with the standards of your industry in general.

  • You will not post or provide any inappropriate, offensive, racist, hateful, sexist, pornographic, false, misleading, incorrect, infringing, defamatory or libelous content or information about HBG and its Clients;

  • You will not post or transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, or any other form of solicitation (commercial or otherwise) to HBG and its Clients;

  • You will not impersonate another person or gain unauthorized access to another person's account or let any other person knowingly impersonate you and use your account credentials;

  • You will not interfere with or otherwise prevent other Experts from providing their services or content;

  • you will participate in, decline or discontinue any project that would result in a violation of applicable law or your obligations to past or present employers or other third parties, or that presents a conflict of interest in any manner whatsoever.

  • You will not participate in any project or study involving an organisation in which you are an officer, director or other employee and that organization is going to issue securities of the company in an Initial Public Offering (IPO) or Further public offering (FPO), or corporate bonds, or any other kind of fund-raising efforts and the process has not been completed yet.

  • You will not participate in any project or study involving an organisation in which you are an officer, director or other employee and that organisation has made or received a tender offer or a joint-venture proposal, or has acted on behalf of such company and the process has not been completed yet.

  • You will not disclose price sensitive, material or non-public information about a public company or give investment/sale advise that may directly/indirectly lead to Insider-trading;

  • You will not disclose any confidential information about a present or past employer/contractor or that you have a duty or have agreed to keep confidential (e.g., by agreement, fiduciary duty, etc.);

  • You will not disclose information that you obtained from any person who expects you to keep it confidential or that you believe to be confidential;

  • You will not disclose any trade secrets or other proprietary information not owned solely by you including, without limitation, business, financial, technical, travel, customer and product development plans, models, demo devices, under development hardware, software, forecasts, service levels and strategies, etc which is likely to reveal confidential information;

  • You will not consult for Clients you reasonably believe to be competitors of the company that employs you or on whose board of directors you serve;

  • You will not breach any applicable regulatory or professional standard or guideline;

  • you are not under investigation or have not been convicted of any offence and have not been found guilty of any fraud, misfeasance, bribery, corruption, Insider Trading, Market abuse, money laundering, moral turpitude or for violation of any guidelines or any other offences in any jurisdiction under any law.

  • You will not participate in any project or study involving an organisation in which you are current or former auditor of the company or have been member of the auditing team in the last five (5) years or nor disclose any financial information of the company where you have worked in the accounting and finance department in the last six (6) months.

Conflict of Interest
  • The Expert represents that in connection with this engagement there is no conflict of interest, specifically, that he has not received any confidential information from any other party and has not performed expert work for any other party in a project that he agrees to participate. In case any conflict of arises later during the course of the project, the Expert shall decline, or discontinue participation in, any project that would result in a violation of applicable law or his obligations to past or present employers or other third parties, or that presents a conflict of interest.

Professional Restrictions

You shall not be eligible to participate and agree to decline any proposed consulting offer under following situations:

  • a. Healthcare Professionals: Any project, which are likely to include details of any clinical trial which you are currently involved or have been involved in the last six (6) months and the results of which have not been disclosed

  • b. Professionals: If you are a professional in the field of law, medicine, accounting, tax or any other regulated profession, you are prohibited from offering professional advice unless you have taken all steps to ensure that the rendering of such advice through HBG is done in strict accordance with the laws, guidelines, practices or rules governing or applicable to your profession.

  • c. Government Employee: If you are a government employee or official, you will not discuss government legislation, regulation, policy, contracts or any other business that you, as a government official or employee, would be in a position to vote upon or otherwise influence.

  • d. Inducement: Our Clients are not allowed to exert influence on your decisions pertaining to any products or services. You are required to terminate the engagement and notify us immediately if the client attempts to do so.

Confidentiality Obligations
  • Expert agrees and acknowledges that it shall have no proprietary interest in the Confidential Information of HBG and its Client and will not disclose, communicate, nor publish the nature or content of such information disclosed to him before, during or after a Consultation (including but not limited to identity of a Client, the subject matter of any Consultation or the questions asked during a Consultation and the rates agreed by you with HBG in respect of any Consultation) to any person or entity, nor use, except as authorized in writing by the disclosing Party, any of the Confidential Information it receives, acquires or obtains from such Disclosing Party, except to carry out its obligations or rights under this Agreement and shall notify the Disclosing Party immediately upon discovery of any unauthorized use or disclosure of that other Party’s Confidential Information. In case you accidentally disclose confidential or Material Non-public information, please notify the same to us at privacy@hbgknowledge.com.

     

Anti-Bribery & Corruption
  • HBG has zero tolerance for any form of bribery and corruption. We are committed to conducting business fairly and ethically, and avoiding even the perception that HBG or anyone who works for or with HBG would offer or accept a bribe to obtain an advantage. This includes facilitation payments, nepotism and cronyism, reciprocity, or inappropriate gifts and entertaining. Bribery & Corruption (in all its forms) is illegal, unethical, unacceptable and inconsistent with our Values. Expert agrees and acknowledges that it shall not engage in any form of Bribery or Corruption. You are required to terminate the engagement and notify us immediately if the client attempts to do so.

Independent Contractor Status
  • The relationship of Expert, HBG & its Client shall be that of an independent contractor rendering professional services. Expert shall have no authority to execute contracts or make commitments on behalf of HBG or its Client. Nothing contained herein shall be deemed to create the relationship of employer and employee, or principal and agent, joint venturer or partner between Expert, HBG & its Client.

  • Further, the Expert recognizes that in view of its status as an independent contractor, he will not be entitled to participate in or receive any benefits normally granted to HBG’s or Client’s employees.

Indemnity & Liability
  • Expert agrees to indemnify and shall at all times hold HBG and its Client, its Client’s Directors, Officers, employees, (each a “Indemnified Person”), harmless and indemnified at all times hereafter, from and against any loss, liabilities, claims, damages, costs, including reasonable attorney’s fees and legal costs (incurred whether in protection or defence) to which the Indemnified Person may be subjected, arising on account of and/or by reason of (i) breach by the Expert of the terms and conditions of this Agreement including but not limited to the representations and warranties contained in this Agreement; (ii) any infringement of any third party rights including Intellectual Property Rights; (iii) acts or omission involving wilful misconduct, fraud, gross negligence on the part of the Expert.

  • Except with respect to indemnified claims hereunder, neither party shall be liable for any consequential, indirect, incidental, or special damages arising out of this agreement, even if such party has been advised of the possibility of such damages.

Right to Withhold Payments
  • HBG shall have the right to withhold the payment or set-off or make recoveries from the claims or payments due to Expert in respect of any payments or damages or dues that may be owed to HBG or its client, including due to infringement of statutory obligations.

Data Protection
  • We value your privacy and strive to keep your information confidential, and the final results anonymous. However, for the purpose of authentication and validation- i.e., to help our clients make a decision of choosing the relevant expert for their research, your information shall be shared with the Client. For details, please refer our privacy policy at https://www.expertsconsult.org/privacy-policy.

  • You can access, update or delete your personal data that HBG collects and maintains by sending an email to privacy@hbgknowledge.com. For your protection, we may require that the request be sent through the email address associated with your account, and we may need to verify your identity before implementing your request.

  • Please note that we retain certain data where we have a lawful basis to do so, including for mandatory record-keeping and to complete transactions.

  • Also, once you have requested to delete data, your membership with us stands terminated and you shall not be eligible to participate as an expert on any future projects.

  • You consent to the recording for compliance purposes of conversations between you and HBG (you will be notified in advance if a recording is being made). You agree, to the extent permitted by applicable law, that such recordings may be submitted in evidence in any proceedings.

  • In some engagements, audio and visual recording can be a pre-condition to/for participation and would be notified to you prior to your participation.

  • If you accept the offer for these engagements, you agree to give permission to HBG or its clients or any other third parties associated with HBG to undertake these recordings. You agree that such recordings may be submitted as evidence in a court of law to the extent permissible by applicable law or any other purpose deemed suitable by HBG.

     

Disputes
  • If any dispute arises under this Agreement, the parties shall negotiate in good faith to settle such dispute. If the parties cannot resolve such disputes themselves, then either party may submit the dispute to mediation by a mediator approved by both parties. If the parties cannot agree with any mediator or if either party does not wish to abide by any decision of the mediator, they shall submit the dispute to arbitration by any mutually acceptable arbitrator. The costs of the arbitration proceeding shall be borne according to the decision of the arbitrator, who may apportion costs equally or in accordance with any finding of fault or lack of good faith of either party. If either party does not wish to abide by any decision of the arbitrator, they shall submit the dispute to litigation. The jurisdiction for any dispute shall be administered in courts of Haryana, India.

Jurisdiction
  • The terms of this agreement are exclusively based on and subject to Indian law. You hereby consent to the exclusive jurisdiction and venue of courts in Haryana, India in all disputes arising out of or relating to this agreement.

Severability
  • If any provision of this Agreement is held by a court of law to be illegal, invalid or unenforceable, (i) that provision shall be deemed amended to achieve as nearly as possible the same economic effect as the original provision, and (ii) the legality, validity and enforceability of the remaining provisions of this Agreement shall not be affected or impaired thereby.

Remedies
  • Pursuit by either Party of any remedies described herein, or otherwise available at law or in equity, shall not preclude pursuit by that Party of any other remedy or remedies provided herein or otherwise available at law or in equity. All remedies, rights, undertakings, obligations and agreements shall be cumulative and none of them shall be in limitation of any other remedy, right, undertaking, obligation or agreement of either Party.

Waiver
  • No term or provision hereof will be considered waived by either Party, and no breach excused by either Party, unless such waiver or consent is in writing signed by the Party against whom such waiver or consent is asserted. The waiver by either Party of, or consent of either Party to, a breach of any provision of this Agreement by the other Party shall not operate or be construed to operate as a waiver or, consent to, or excuse of any other or subsequent breach by the other Party.

Entire Agreement
  • This Agreement, including any exhibits hereto, represents the entire agreement between the Parties hereto and supersedes all prior and contemporaneous written or oral agreements and all other communications between the Parties relating to the Services to be rendered hereunder. Any additions, deletions or modifications shall not be binding on either Party unless accepted and approved in writing by duly authorized representatives of both Parties.

End of Terms & Conditions
Last revised 08.2.2023