Last updated:
These Terms have two parts:
- Part 1: Website Terms of Use apply to everyone who uses ahmudulhasan.com.
- Part 2: Standard Terms of Engagement apply when a business engages me for consulting, fractional leadership or training services.
In these Terms, “I”, “me” and “my” mean Mohammad Ahmudul Hasan, a sole proprietor based in Dhaka, Bangladesh, trading as “Ahmudul Hasan” (; hello@ahmudulhasan.com).
PART 1: WEBSITE TERMS OF USE
1.1 Acceptance. By using the Site you agree to these Website Terms of Use. If you do not agree, please do not use the Site.
1.2 Information only. The Site, including articles, the Bangladesh Market-Entry Checklist and other downloads, gives general information about markets, brands and business practice. It is not tailored advice and it is not legal, tax, financial, regulatory or investment advice. Please read the Disclaimer.
1.3 Intellectual property. I own, or have permission to use, the content on the Site, including text, design, graphics and downloads. You may view, download and print content for your own internal business use. You may share links and short quotes with credit to me. You may not copy, republish, sell or use the content (including to train machine-learning models) for commercial purposes without my written permission. Brand names mentioned on the Site belong to their respective owners (see the Disclaimer).
1.4 Acceptable use. You must not misuse the Site: for example by attempting unauthorised access, introducing malware, scraping it at scale, sending spam through the forms or impersonating anyone.
1.5 Third-party links and tools. The Site links to and embeds third-party services (such as Calendly, LinkedIn and WhatsApp). Their own terms apply, and I am not responsible for them.
1.6 Availability. I may change, suspend or withdraw the Site or any content at any time. I do not promise that the Site will always be available, error-free or up to date.
1.7 Liability. To the extent permitted by law, I am not liable for any loss arising from your use of, or reliance on, the Site or its content. Nothing in these Terms limits liability that cannot be limited by law, including liability for fraud.
1.8 Governing law. These Website Terms of Use are governed by the laws of Bangladesh, and the courts of Dhaka have jurisdiction, but this does not take away mandatory consumer protections you may have under the law of the country where you live.
PART 2: STANDARD TERMS OF ENGAGEMENT (CONSULTING, FRACTIONAL LEADERSHIP AND TRAINING)
2.1 How these terms apply.
(a) These Standard Terms of Engagement (“Engagement Terms”) apply to every service I provide to a client (“you”), together with the written proposal, statement of work, workshop booking or retainer letter that we both accept (a “Proposal”). The Proposal and these Engagement Terms together form our “Agreement”.
(b) If the Proposal and these Engagement Terms conflict, the Proposal wins, but only where it says expressly which clause it changes. Any purchase order or standard terms you send do not apply unless I agree to them in writing.
(c) You accept the Agreement by signing the Proposal (including electronically), by confirming acceptance in writing (including by email), or by paying the first invoice.
(d) My services are for businesses. By engaging me you confirm that you are acting for business purposes, and that the person accepting has authority to bind you.
2.2 Services.
(a) I will provide the services described in the Proposal (the “Services”) with reasonable skill and care, in line with good practice for an independent consultant.
(b) Timelines, milestones and meeting rhythms are set only in the Proposal. Any dates are good-faith estimates that depend on you providing information, access, decisions and feedback when needed, unless the Proposal expressly says a date is fixed.
(c) Changes to scope must be agreed in writing (email is enough). Additional work may change fees and timing.
(d) I provide the Services personally. I will not subcontract any part of them without your prior written consent.
2.3 Your responsibilities. You will:
(a) give me accurate, complete and timely information, access to people and systems, and decisions that I reasonably need;
(b) make sure that you have the right to share any information, data or materials you give me, including personal data, and that using them as agreed will not infringe anyone’s rights;
(c) remain responsible for your own business decisions, for implementing (or not implementing) my recommendations, and for obtaining your own legal, tax, regulatory, customs and financial advice;
(d) comply with all laws that apply to your business, products and marketing, including product registration, labelling, import, competition, advertising and data protection laws.
2.4 No guarantee of results. My Services involve advice, analysis, recommendations and support. Commercial outcomes depend on many factors outside my control, including your products, pricing, budget, team, partners, competitors, regulators and market conditions. I do not guarantee any particular result, including sales, revenue, profit, market share, distribution reach, return on investment, partner or distributor agreements, regulatory approvals or launch dates. Results from my previous roles, or achieved for other clients, are not a promise of the results you will achieve.
2.5 Not legal, tax or regulatory advice. I am not a lawyer, tax adviser, accountant, customs broker, licensed investment adviser or regulatory agent, and I do not provide legal, tax, accounting, customs, investment or regulatory advice. Where my work touches those areas (for example import licensing, cosmetics registration with the Directorate General of Drug Administration, trademarks, company formation, foreign exchange, VAT or contracts with distributors), I give commercial input only and will recommend that you consult a suitably qualified professional. You should not rely on my Services as a substitute for that advice.
2.6 Introductions to third parties. If I introduce you to possible partners, distributors, suppliers, agencies or advisers, I do so as a courtesy. I do not act as your agent, I do not vouch for them, and you are responsible for your own due diligence and contracts with them. I will tell you in advance if I would receive any fee, commission or other benefit from a third party in connection with your engagement, and I will not accept it without your written agreement.
2.7 Fractional leadership. Where I act as a fractional head of growth or in a similar role:
(a) I remain an independent contractor. Nothing in the Agreement makes me your employee, officer, director, partner or agent;
(b) I have no authority to sign contracts, make commitments or spend money on your behalf unless you give me specific written authority;
(c) you remain responsible for management decisions, employment matters and supervising your staff and suppliers;
(d) I am responsible for my own taxes and social contributions on fees you pay me.
2.8 Fees and payment.
(a) Fees, currency, payment schedule and any deposit are set out in the Proposal. Unless the Proposal says otherwise: fixed-fee projects are invoiced 50% on acceptance and 50% on delivery of the final deliverable; retainers are invoiced monthly in advance; workshops are invoiced 50% on booking and 50% on completion.
(b) Invoices are payable within days of the invoice date by bank transfer or another method stated on the invoice. You bear your own bank’s charges and any intermediary charges so that I receive the invoiced amount in full.
(c) Fees are exclusive of VAT, sales tax and similar taxes, which will be added where applicable. If the law requires you to withhold tax from a payment, you will withhold only the legally required amount, pay it to the tax authority on time and give me the official withholding certificate promptly so that I can claim credit.
(d) Expenses: you will reimburse reasonable expenses approved in advance in writing (such as travel outside Dhaka, venue hire or printed materials), at cost, with receipts.
(e) Late payment: if an undisputed invoice is overdue, I may (after giving you written notice) suspend the Services until it is paid, and charge interest on the overdue amount at% per month or the maximum rate allowed by law, if lower.
(f) If you dispute an invoice, tell me in writing promptly with reasons, and pay the undisputed part.
2.9 Workshops: rescheduling and cancellation. Unless the Proposal says otherwise:
(a) you may reschedule a workshop once at no charge with at least 14 days’ written notice; later rescheduling is treated as a cancellation;
(b) if you cancel with 14 or more days’ notice, I will refund any amount paid except non-refundable expenses already incurred; with 7 to 13 days’ notice, 50% of the workshop fee is payable; with less than 7 days’ notice, 100% is payable;
(c) if I must cancel because of illness or another reason beyond my control, I will offer a new date or a full refund of fees paid for that workshop.
2.10 Confidentiality.
(a) Each of us will keep the other’s Confidential Information confidential, use it only to perform or receive the Services, and disclose it only to our professional advisers (and in your case, your employees and contractors) who need to know it and are bound by confidentiality duties. “Confidential Information” means non-public information disclosed in connection with the Agreement that is marked as confidential or that a reasonable person would understand to be confidential, including business plans, pricing, sales and customer data, supplier and distributor terms, and the terms of the Proposal.
(b) Confidential Information does not include information that is or becomes public through no fault of the recipient, was lawfully known to the recipient before disclosure without a duty of confidence, is received lawfully from a third party without restriction, or is independently developed without use of the other’s information.
(c) A party may disclose Confidential Information if the law, a court or a regulator requires it, after giving the other party notice where lawful.
(d) These obligations continue for years after the Agreement ends, and indefinitely for trade secrets and personal data.
(e) If you ask, we will sign a separate non-disclosure agreement. If it conflicts with this clause, the NDA wins.
(f) Information of others. I will not use or disclose to you any confidential information belonging to my current or former employers or to other clients, and you agree not to ask me to. My general skills, knowledge and experience are not your Confidential Information, and I may continue to use them.
2.11 Intellectual property.
(a) “Deliverables” means the reports, plans, presentations and other materials created specifically for you and delivered under the Agreement. On receipt of full payment for them, I assign to you all copyright and other intellectual property rights I own in the Deliverables, excluding Background Materials.
(b) “Background Materials” means materials, methods, frameworks, templates, checklists, training content and know-how that I created before or independently of the Agreement, including my published content and generic frameworks (such as the Diagnose–Decide–Deploy–Measure method and the Market-Entry Checklist). I keep all rights in Background Materials. Where they are included in Deliverables, I grant you a non-exclusive, perpetual, royalty-free licence to use them as part of the Deliverables for your internal business purposes.
(c) Training materials remain mine. Participants may keep copies for their own internal use, but you may not reproduce, record or redistribute workshops or materials outside your organisation without my written consent.
(d) You grant me a licence to use your materials and trademarks only as needed to perform the Services.
(e) Until you have paid in full, I grant you a licence to use the Deliverables for evaluation only.
2.12 Publicity. I will not name you as a client, use your logo, or publish a case study or testimonial about our work without your prior written consent, which you may withdraw for future use at any time.
2.13 Data protection. Each of us will comply with the data protection laws that apply to us. If I process personal data on your behalf as your processor (for example customer data for analysis), we will sign a data processing agreement before I do so, and I will process that data only on your documented instructions. Please share only the personal data I actually need, and anonymised or aggregated data wherever possible. My Privacy Policy explains how I handle business contact data.
2.14 Independence and conflicts. The Services are not exclusive. I may work for other clients, including in the same sector, provided that I comply with clause 2.10. If I become aware of an actual conflict of interest affecting your engagement, I will tell you promptly and we will agree how to handle it, which may include my declining or ending the conflicting work. I have confirmed that my other professional commitments permit me to provide the Services.
2.15 Limitation of liability.
(a) Nothing in the Agreement limits or excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, for wilful misconduct, for breach of confidentiality (clause 2.10), for your obligation to pay fees, or for any other liability that cannot be limited by law.
(b) Subject to (a), neither of us is liable to the other for any loss of profit, revenue, business, goodwill or anticipated savings, or for any indirect or consequential loss, however caused.
(c) Subject to (a), my total liability arising out of or in connection with the Agreement, whether in contract, tort (including negligence) or otherwise, is limited to the total fees paid to me under the relevant Proposal in the 12 months before the event giving rise to the claim.
(d) I am not liable for losses caused by your decisions, by information you provide, by third parties you engage (including those I introduce), or by delays you cause.
2.16 Indemnity. You will compensate me for reasonable losses and costs (including reasonable legal fees) arising from third-party claims that materials, data or instructions you provided infringe that third party’s rights or break the law.
2.17 Term and termination.
(a) The Agreement starts on acceptance and continues until the Services are complete, unless ended earlier under this clause.
(b) Retainers continue for the minimum term in the Proposal and then until either of us gives days’ written notice.
(c) Either of us may end the Agreement immediately by written notice if the other materially breaches it and does not remedy the breach within days after being asked to, or becomes insolvent or stops trading.
(d) I may end the Agreement by written notice if you do not pay an undisputed invoice after a written reminder, or if continuing would require me to act unlawfully, unethically or in conflict with clause 2.10(f).
(e) On termination, you will pay for Services performed and approved expenses incurred up to the termination date, plus any non-cancellable commitments. If you end a fixed-fee project for convenience, fees are payable for work completed, pro rata. Clauses 2.4, 2.5, 2.8, 2.10, 2.11, 2.12, 2.15, 2.16, 2.20 and 2.21 survive termination.
2.18 Force majeure. Neither of us is liable for delay or failure caused by events beyond reasonable control, such as natural disasters, floods, epidemics, war, civil unrest, strikes or hartals, government action, power or internet outages, or failure of third-party platforms. The affected party will notify the other and use reasonable efforts to minimise the effect. If the event continues for more than days, either of us may end the affected Services by written notice, with payment for work done.
2.19 Compliance. Each of us will comply with applicable anti-bribery and anti-corruption laws (including those of Bangladesh and, where they apply, the UK Bribery Act 2010 and the US Foreign Corrupt Practices Act) and applicable sanctions laws. I will not offer, pay, request or accept any bribe or improper payment in connection with the Services.
2.20 Governing law and disputes.
(a) The Agreement and any dispute or claim arising out of or in connection with it (including non-contractual disputes) are governed by the laws of the People’s Republic of Bangladesh, unless the Proposal states otherwise.
(b) We will first try to resolve any dispute by good-faith discussion between us for at least days after one of us notifies the other of the dispute in writing.
(c) If the dispute is not resolved: (i) where you are established in Bangladesh, it will be finally resolved by arbitration in Dhaka under the Arbitration Act, 2001, administered by the Bangladesh International Arbitration Centre (BIAC) under its rules; (ii) where you are established outside Bangladesh, it will be finally resolved by arbitration administered by the Singapore International Arbitration Centre (SIAC) under its rules in force at the time, seated in Singapore. In each case there will be one arbitrator and the language will be English.
(d) Either of us may seek urgent interim relief from any competent court, and I may bring a claim for unpaid fees in the courts of Dhaka or the courts where you are based.
2.21 General.
(a) Entire agreement. The Agreement is the whole agreement between us about its subject matter and replaces earlier discussions. Neither of us relies on any statement not set out in it, but this does not limit liability for fraud.
(b) Changes. Changes to the Agreement must be in writing and accepted by both of us (email is enough). I may update these Engagement Terms for future engagements; changes do not affect an accepted Proposal unless we agree.
(c) Notices. Notices must be in writing and may be sent by email to the addresses in the Proposal (mine: hello@ahmudulhasan.com). An email notice is received when sent, unless the sender receives a delivery failure message.
(d) Assignment. Neither of us may assign or transfer the Agreement without the other’s written consent, which will not be unreasonably withheld.
(e) Electronic signature. The Agreement may be signed and exchanged electronically, and electronic copies are as valid as originals.
(f) Severability. If any part of the Agreement is found invalid or unenforceable, the rest continues in force, and the affected part applies to the maximum extent permitted.
(g) No waiver. A delay in enforcing a right is not a waiver of it.
(h) Third parties. No one other than you and me has any right to enforce the Agreement, including under the UK Contracts (Rights of Third Parties) Act 1999.
(i) Language. The Agreement is in English. Any translation is for convenience only.