Franchise Terms & Conditions | Boston Institute of Analytics

BOSTON INSTITUTE OF ANALYTICS LLC

FRANCHISE TERMS AND CONDITIONS

By accessing or using this website (Franchise Campus Portal of BIA), you expressly acknowledge and agree that, by doing so, you indicate your full and unconditional acceptance of all franchise terms and conditions as presented on this website and as stated in the Franchise Agreement. Your acceptance of these terms and conditions signifies your understanding that they constitute a legally binding agreement between you and THE INSTITUTE. Furthermore, you acknowledge that any failure to comply with the terms and conditions outlined herein and in the Franchise Agreement may result in the termination of your rights and privileges as a franchisee, subject to the remedies and penalties allowed by law.

Please note that all the obligations of the Franchisee under the Agreement and those mentioned on this website are legal, valid, and binding obligations enforceable in accordance with its terms. These Franchise Terms and Conditions shall apply independently and irrespective of the execution, existence, validity, or enforceability of any separate Franchise Agreement. In the event of non-execution, expiry, termination, or dispute regarding any Franchise Agreement, these Terms and Conditions shall continue to govern the relationship, obligations, and liabilities of the Franchisee by virtue of electronic acceptance, conduct, and continued operations.

The Total Non-Refundable Franchisee License Fee shall be payable by the Franchisee as per the payment schedule mutually agreed upon and documented in the executed Franchise Agreement or as communicated via official email by THE INSTITUTE. Any applicable tax including GST or Service Tax will be payable in addition to the License Fee. This License Fee shall be non-refundable under all circumstances. The Franchisee must strictly adhere to the payment timeline agreed upon for all instalments of the License Fee. The Franchisee will be regarded as an Authorized Franchisee only if the entire License Fee has been paid by the Franchisee within the stipulated period. Failure to pay the License Fee within the stipulated period will result in IMMEDIATE TERMINATION of the Franchise Agreement without any prior notice. Please note that FRANCHISE AGREEMENT TERMINATION is an irreversible event which will terminate the relationship between the franchisee and THE INSTITUTE. It is agreed and understood that the part fee deposit by the Franchisee shall stand forfeited.

The Franchise is non-transferable and shall not change the constitution of the Franchisee without the written consent of THE INSTITUTE.

The Franchisee warrants and represents to THE INSTITUTE that it is an individual, company, or firm validly existing and in good standing under the laws of India and has all requisite power and authority to enter into the agreement with THE INSTITUTE. There are no proceedings pending against the Franchisee which may have an adverse effect on the ability of the Franchisee to perform and meet its obligations under the agreement.

The scope of courses and programs covered under the Franchise Agreement shall be as communicated by THE INSTITUTE from time to time. Any future courses added by THE INSTITUTE will automatically become part of the scope of the Agreement.

The right to issue certificates belongs solely to THE INSTITUTE. Franchisee cannot and shall not issue certificate to trainees either in the name of THE INSTITUTE or in the name of their Centre or under any other brand name. THE INSTITUTE shall take criminal proceedings against misappropriation or tampering of certificate by the Franchisee, if found.

The Franchisee has no rights to sub-let or start sub-Centre without written permission from THE INSTITUTE. The Franchisee shall not introduce any other course or impart any other training in any other course from the premises used for franchise operations.

THE INSTITUTE shall conduct periodic review of the Franchise Centre for financial performance and quality assurance metrics.

It is the sole and exclusive responsibility of the Franchisee to start, conduct, and complete full classroom training for each and every student admitted at their campus. Franchisee will conduct classroom training programs as per the guidelines, contents, procedures, and schedules mandated by THE INSTITUTE. The Franchisee must ensure that every student admission is followed through with complete classroom training delivery as per the prescribed curriculum and timeline, irrespective of any circumstances including but not limited to suspension of campus operations, payment disputes, disagreements with THE INSTITUTE, or any other matter whatsoever. The completion of training shall be deemed valid only when the classroom training has been conducted in full compliance with THE INSTITUTE guidelines and has been duly approved and verified by THE INSTITUTE. Failure to start, conduct, or complete classroom training for any admitted student will attract criminal proceedings against the Franchisee.

All academic sessions, whether online, offline, or hybrid, shall strictly comply with THE INSTITUTE’s academic and technical Standard Operating Procedures (SOPs) as follows:
- Session Duration: All lectures shall be conducted for an exact duration of three (3) hours. Only Capstone Orientation sessions are exempt and shall be scheduled for one (1) hour. Early conclusion of ANY sessions is strictly prohibited.
- Trainer Camera: The trainer’s camera shall remain continuously ON throughout the session, and the trainer must remain clearly visible and identifiable on-screen at all times.
- Audio Quality: Clear and continuous audio shall be maintained throughout the lecture. Trainers shall use designated audio equipment (collar microphone) and ensure audibility at all times.
- Screen Sharing: During all instructional segments, the trainer’s screen shall be shared simultaneously on the classroom projector (for in-person students) and on Microsoft Teams (for online students).
- Graphic Pen Tablet: Graphic pen tablets where required, shall be used to support explanation and interactive teaching.
- Recording: All sessions shall be recorded in full and successfully uploaded. The system shall remain operational for at least thirty (30) minutes post-session to ensure upload completion. If auto-upload fails, the campus shall retrieve the recording from Microsoft Teams chat and manually upload it within twenty-four (24) hours. As recordings expire after fifteen (15) days, failure to secure and upload them within this period shall constitute non-compliance.
- Breaks: Only one break of up to fifteen (15) minutes shall be permitted during a three-hour session.
Any session conducted in violation of any of these SOPs, or resulting in recordings that are incomplete, unusable, or unavailable to students, shall be deemed non-compliant and must be re-conducted in full at the campus’s cost and responsibility. The affected batch shall not progress to subsequent modules until the session has been properly redelivered and approved by THE INSTITUTE.

Royalty Fee on the maximum allowable course fees (as communicated on official email from time to time) will be due on all student enrolments as per the program selection. The Royalty Fee due to THE INSTITUTE is 20% on Certification programs, 30% on Diploma programs and 35% on Master Diploma programs. Please note that any discount borne by the Franchisee will bear no impact on the Royalty Fee due to THE INSTITUTE.

The Franchisee shall strictly sell, market, and enroll students only at the officially approved fee structure communicated by THE INSTITUTE. The Franchisee shall not offer any discount, waiver, cashback, or any other financial incentive - whether directly or indirectly to the student.

All the fee collection by the Franchisee shall be done via the online payment gateway available on the official website of THE INSTITUTE. Payment due to the Franchisee shall be settled by the Thursday of every week for the payment collected in the previous week.

Any tax, duty or other Government instituted levies (e.g. GST, Income Tax) due on the Franchisee revenue are the responsibility of the Franchisee. The entire responsibility of fulfilling these taxation obligations lies with the Franchisee.

The Franchisee shall ensure that all applicable GST returns and payments corresponding to settlements received for any given month are filed and discharged on a monthly basis in the immediately succeeding month, strictly within the timelines prescribed under applicable law. Monthly GST compliance is mandatory and non-negotiable. Any delay, non-filing, short-filing, or non-payment of GST - whether due to internal reasons, third-party consultants, or otherwise - shall constitute a material breach of the Agreement.

In case THE INSTITUTE receives any inquiries or requests for information from the concerned authorities or tax department concerning franchisee revenue or tax obligations, THE INSTITUTE mandates full cooperation from the Franchisee to resolve such queries. Any non-cooperation or non-compliance on these matters will result in termination of the Agreement.

In extenuating circumstances, the Franchisee might have to refund course fees paid by the students. In such cases of fee refund to any student of BIA®, the Franchisee shall not be liable to pay Royalty Fee on the said refunded course fee to THE INSTITUTE, and the same shall be adjusted in the subsequent invoice.

It is explicitly stated that the collection of fees from students in the form of cash or any method other than the designated payment gateway on the official BIA website is strictly prohibited. The Franchisee is expressly prohibited from accepting payments through alternative means without exception. Any deviation from this prescribed payment protocol constitutes a material breach of the Franchise Agreement and may result in immediate termination of said Agreement. THE INSTITUTE reserves the right to enforce this provision with the utmost seriousness, and termination may occur without prior notice, allowing no opportunity for remediation. This prohibition is in place to ensure uniformity, transparency, and security in financial transactions. Any infringement of this directive will be met with the termination of the Franchise Agreement and may involve additional legal actions, as deemed necessary, to address the violation and safeguard the financial integrity of THE INSTITUTE.

THE INSTITUTE recommends full course fee payment in advance by the student before the course training begins. If there are any delays in payment by the student to the Franchisee, that will bear no impact on the payment cycle of the Royalty Fee to THE INSTITUTE by the Franchisee. The Royalty Fee must be paid to THE INSTITUTE in the same billing cycle as the enrolment. In case the Franchisee offers financing partner support to the students, then any subvention charges or financing charges will be entirely borne by the Franchisee, and the royalty to THE INSTITUTE will not be affected.

Any Value-Added Services (VAS) proposed by THE INSTITUTE from time to time will cost the Franchisee extra if the Franchisee chooses to opt in for the said VAS. Information on these discretionary services will be provided via official email on regular basis.

Franchisee will adhere to the guidelines as communicated by THE INSTITUTE on all matters including but not limited to quality of classrooms, infrastructure, internet network, marketing material, etc. These guidelines will be communicated to the Franchisee on a regular basis and may vary from course to course.

The Franchisee agrees to abide by the following Go Live Checklist for the entire duration of the Franchise Agreement and association with THE INSTITUTE.

GO LIVE CHECKLIST (PER CAMPUS)
MANDATORY REQUIREMENTS FOR CAMPUS TO FULFIL BEFORE GOING LIVE AND DURING ANY POINT OF OPERATIONS
- Full time staff of 5 members (5 FTEs):
Please note that the above staff must be approved by Corporate Office (for capability and skill set so as to meet the BIA standards) and must have cleared the mandatory trainings conducted by the Corporate Office.
- 2 dedicated cabins at approved co-working space OR independent unit (approved) of minimum 750 Sq. Ft carpet area at an approved commercial building.
- Promoters and staff members must have completed all mandatory trainings.
- Minimum budget of 1.8 Lakh per month (for 2 courses) has been allotted to digital ad campaigns as per the Digital Marketing SOP.
- All staff are well-versed with BIA SOPs and follow the mentioned procedures & protocol for every activity.

THE INSTITUTE lays a strong focus on ensuring quality training is provided by qualified, experienced, industry-oriented instructors. THE INSTITUTE “empanels" qualified trainers for instruction purposes. Only “BIA Empaneled Trainers” will be permitted to conduct training sessions at the Franchise Centers. Any session conducted by trainers/instructors not empaneled by THE INSTITUTE will be considered invalid, and a breach of the Agreement.

The payment to these instructors shall be the sole and exclusive responsibility of the Franchisee and must be cleared in full on or before the 10th day of the immediately succeeding month for which the training services are rendered. Any default, delay, partial payment, or failure to clear trainer payments within the prescribed timeline shall be treated as a serious contractual breach and shall constitute sufficient grounds for suspension and/or termination of the Agreement, without prejudice to any other rights or remedies available to THE INSTITUTE.

Registration of all enrolled students must be done on the official portal of THE INSTITUTE. A unique Student Registration Number (SRN) will be generated centrally from THE INSTITUTE that will be mandatory for every student to access their certification, besides any facilities and opportunities made available by THE INSTITUTE.

Access to BIA® classes, recordings, platforms, or academic resources is strictly limited to duly enrolled and registered students only. Allowing any non-enrolled individual to attend sessions or access content constitutes to a material breach and shall render the Franchisee liable for immediate corrective and legal action as may be deemed fit by THE INSTITUTE.

Receipts of all payments received by the Franchisee must be generated on the official portal of THE INSTITUTE. The computer-generated receipt generated on the official portal must then be shared with the respective student.

The Franchisee is responsible to ensure it has the requisite legal and statutory permissions to run the Centre. THE INSTITUTE takes no responsibility of non compliance on the part of the Franchisee on legal and licensing requirements. Apart from that, the statutory benefits like payment of wages, PF, and other benefits for Faculty/Employees who are working at the Franchise Centre shall be borne/complied by the Franchisee. Any liability arising out of these statutory or other requirements will be the sole responsibility of the Franchisee and THE INSTITUTE shall not be liable for the same by any means.

THE INSTITUTE has right to verify the accounts and bills/receipts issued by the Franchisee at any point.

The Franchisee shall forward details of registration, training details, fees collected, weekly/monthly enrolments, and other information as required by THE INSTITUTE as per the format issued by THE INSTITUTE weekly as well as monthly.

The said Centre will be exclusively used for the purposes of executing the Franchise Agreement. The branding on the Centre will exclusively be as per the formats approved by THE INSTITUTE. Running any other side operations will not be tolerated and result in IMMEDIATE TERMINATION of the Agreement.

Any misuse of THE INSTITUTE identity and name amounts to violation of the Franchise Agreement and Franchise stands cancelled automatically. Any tie-ups or associations with other organizations must first be taken approval from THE INSTITUTE failing which the association will be regarded as misuse of THE INSTITUTE name, and the Agreement stands cancelled with immediate effect.

All faculty, instructors, employees, and staff working at the Franchise Centre shall be on the payroll of the Franchisee. THE INSTITUTE will have no financial or other responsibilities towards these members directly or indirectly in any manner whatsoever.

The Franchisee shall issue any promotional materials or advertisement only after receiving consent from THE INSTITUTE on email.

All digital assets including but not limited to Google Ads, Meta Ads, Google My Business (GMB), landing pages, analytics tools, pixels, dashboards, and advertising accounts shall be owned, administered, and controlled exclusively by THE INSTITUTE.

The Franchisee shall not create, modify, transfer, or assign ownership or administrative rights of any such digital asset to any agency, vendor, consultant, or third party without prior written approval of THE INSTITUTE.

Agencies or vendors, if engaged, may be granted limited managerial or operational access only, strictly as authorized by THE INSTITUTE, and such access shall be revocable at any time without notice. Any deviation shall constitute a material breach.

The Franchisee shall not conduct demo classes, sample sessions, trial lectures, or any academic or promotional session for prospective students without prior written approval from THE INSTITUTE.

Any disagreement between the student and the Franchise Centre will be the sole responsibility of the Franchisee. THE INSTITUTE will not be responsible for any shortfalls in commitments by the Franchisee to the student, or any other issues arising out of dissatisfaction among the students.

The Franchisee should conduct tests and evaluations periodically after each training module. THE INSTITUTE reserves the right to conduct test on its own to test/evaluate the quality and content of training.

THE INSTITUTE will issue certificates to successful trainees only if satisfied with training quality and contents. Before issuing certificates to any trainee, entire course fees must be collected by the Franchisee and the respective Royalty Fee must be deposited with THE INSTITUTE.

Franchisee agrees to abide by the rules, regulations and guidelines set by THE INSTITUTE from time to time. Once communicated by THE INSTITUTE, the onus of implementing the rules, regulations and guidelines lies solely with the Franchisee and the same must be executed with immediate effect.

THE INSTITUTE has unbridled right to visit the Centre, inspect, issue suitable instructions, check & verify records, including bank transactions, interview trainees & faculties and take any steps that are felt necessary in the interest of the business and THE INSTITUTE. THE INSTITUTE may undertake regular assessment and evaluation of the performance of the Franchisee under the Agreement. THE INSTITUTE shall have a right to conduct forensic audit and access the financial records and operations of the Franchisee to verify/or ensure compliance by the Franchisee with the terms and conditions of the Agreement and the applicable laws that are connected with or in relation to the` Agreement. The Franchisee shall allow THE INSTITUTE representative(s), at any time to inspect the records and operations. While THE INSTITUTE reserves the right to inspect the work performance and compliance, such inspection shall not relieve the Franchisee of its responsibility for compliance with all the specifications and applicable law.

In case the Franchisee wants to separate from THE INSTITUTE within the tenure of the Agreement, Franchisee can do so by following the below closure obligations:

Notice Period: A minimum of three (3) months’ prior written notice must be served before closure. During this period, all training commitments to already-enrolled students must be duly completed, including completion of classroom training, issuance of certificates, and fulfilment of any other contractual obligations.
Short-Closure Fee: An amount of ₹1,00,000/- + GST per Agreement is payable towards short closure.
Settlement of Dues: All royalties, trainer payments, statutory dues, legal fees, administrative charges, and any other financial obligations must be cleared in full.
No Due Certificate: Only after clearance of the above will the Corporate Office issue a formal No Due Certificate, which will serve as conclusive proof that:

All financial and contractual obligations have been duly fulfilled.
No dues, claims, or obligations remain pending from either side.
The Franchisee’s rights to the respective territory stand fully and irrevocably terminated.
Boston Institute of Analytics Global Education Pvt. Ltd. retains the sole and exclusive right to appoint new business partners, re-assign the territory, or conduct operations therein, without any claim or interference from the Franchisee.
The Franchisee shall immediately cease all use of the BIA® name, logos, intellectual property, signage, marketing material, social media accounts, or any proprietary material belonging to the Institute. Any continued use shall constitute infringement and misuse, enforceable under the Franchise Agreement.
In accordance with the Agreement, the Franchisee is prohibited for a period of one (1) year from starting, engaging in, or acting in any capacity for any similar business, or from assuming a similar role with any entity or individual in direct competition with BIA®.

The Franchisee shall undertake necessary steps to protect the Intellectual Property Rights of THE INSTITUTE. Any violation will result in immediate cancellation of the Agreement.

THE INSTITUTE shall not be liable to acts of omission or commission on the part of the Franchisee and the Franchisee will be solely responsible and liable to compensate loss if any.

That upon termination of the Agreement, by efflux of time or otherwise, the Franchisee shall not engage itself either through himself or its partner, employees, representatives, assignees, servants, agents, subsidiary etc., act in similar or identical offering of courses/training or running any institute offering similar or identical course, for a period of One year from the date of termination, separation or expiration of the Agreement, whichever is later.

The Franchisee shall follow the rules of business both in letter and in spirit.

At the end of the tenure of the Agreement, THE INSTITUTE has all the rights to not renew the Agreement with the Franchisee by giving one month notice on email, with or without assigning any reason.

The Franchisee shall ensure that nothing is done or omitted to be done by the Franchisee which may affect the reputation of THE INSTITUTE in the field of training and education or otherwise.

The expressions and terms used herein shall also have the meaning assigned to them in THE INSTITUTE correspondence, emails and other official literature. In the event of a discrepancy or dispute THE INSTITUTE rules of business shall prevail.

The Franchisee must not engage in activities which may bring disrepute to THE INSTITUTE. They must comply with all requirements, guidelines, and instructions issued by THE INSTITUTE from time to time. Any acts of indiscipline by the Franchisee may result in the termination of the Agreement.

In the event that the franchisee engages in discourteous or intimidating behaviour towards the staff of THE INSTITUTE at any juncture, it is expressly stipulated that such conduct shall constitute grounds for the immediate termination of the franchise agreement. THE INSTITUTE reserves the unequivocal right to terminate the franchise agreement forthwith upon substantiation of such behaviour, without any obligation to provide prior notice or opportunity for rectification. Furthermore, THE INSTITUTE expressly reserves the right to pursue legal remedies against the franchisee for acts of intimidation, including but not limited to initiating legal proceedings seeking damages, injunctive relief, or any other appropriate legal recourse available under the governing laws. Such legal action may be pursued independently or in conjunction with the termination of the franchise agreement, at the sole discretion of THE INSTITUTE. This provision is integral to the preservation of a professional and respectful working environment, and any breach thereof shall be addressed with the utmost seriousness and legal diligence.

THE INSTITUTE Franchisees are independent Franchisees operating their own business. They shall not convey the impression or refer to themselves as employees, agents, managers, or representatives of THE INSTITUTE nor use such terminology on their marketing, stationary or other printed/digital matter. That the relation between the parties shall remain that of principle-to-principle basis. The Franchisee shall indemnify THE INSTITUTE in respect of any cost or damages arising because of any such misrepresentation of his relationship with THE INSTITUTE.

The Franchisees indemnify THE INSTITUTE against all actions, claims, demands, prosecutions, penalties including costs thereof and not excluding THE INSTITUTE’s legal cost which might be made or brought against THE INSTITUTE in respect of or arising out of breach, infringement or infractions of any laws, regulations and codes of practice arising out of the operations. THE INSTITUTE shall not have any liability to any Franchisee in respect of any loss, cost, damage, or expense suffered directly or indirectly because of any act, omissions, representation, or statement of any other Franchisee.

The Franchisee shall duly and punctually make payments of all amounts due and payable to THE INSTITUTE. Non-payment of any amount under this by the Franchisee to THE INSTITUTE within the prescribed time shall be construed as an act of default and without prejudice to any other rights to recover such amount from the Franchisee, THE INSTITUTE shall also be entitled to terminate his Franchise forthwith without giving any prior notice.

If any notice is received regarding any breach of any law, rule, or regulations the Franchisee shall at his own cost ensure that he remedies the breach and also gives intimation thereof to THE INSTITUTE at the earliest, shall also ensure that he intimates to such issuing authority the relationship between the Franchisee and THE INSTITUTE and also clarify that THE INSTITUTE is in no way concerned with such litigation.

The Franchisee disclaims any right or interest in THE INSTITUTE’s copyrights, trademarks, trade names, service names or marks and logos, and design and all advantages and benefits derived there-from and in the techniques/know-how and training resource/material, student course materials and other literature. The Franchisee agrees that certain confidential information and secret knowledge which may be made available to him in confidence, the Franchisee shall not divulge such confidential information, secrets and procedures or performance or exhibit any portion or part thereof to any person. The Franchisee shall include a secrecy obligation relating to the above matters in the contracts of employment with his employees.

The Franchisee shall keep all information of confidential nature received from THE INSTITUTE in whatever form as strictly confidential and shall not disclose it to third parties without the prior written consent of THE INSTITUTE during the term of the Agreement. The Franchisee agrees not to disclose revenue information to any third party without the prior written consent of THE INSTITUTE.

In the absence of written consent from THE INSTITUTE, the creation or operation of social media accounts or webpages utilizing the BIA brand name is explicitly prohibited. Any such unauthorized use constitutes a material breach of the franchise agreement, thereby entailing legal consequences.

In addition to the prohibition on the creation or operation of social media accounts or webpages using the BIA brand name without the written consent of THE INSTITUTE, it is expressly forbidden for the franchisee to engage in the printing of BIA logos on signages, standees, or any physical materials without the explicit written authorization from THE INSTITUTE. Engaging in such unauthorized use of BIA logos for promotional or advertising purposes constitutes a serious breach of the franchise agreement. In the event of such unauthorized printing or display, THE INSTITUTE reserves the right to pursue legal remedies, which may include, but are not limited to, injunctive relief, financial restitution, and any other legal recourse as per the governing laws. This provision underscores THE INSTITUTE's commitment to protecting its intellectual property and maintaining the integrity of the BIA brand. Any violation of this restriction will be met with the swift enforcement of legal measures to uphold the sanctity of the brand and mitigate potential reputational harm.

In the event the Agreement naturally expires, or is terminated or the Franchisee wants to separate from THE INSTITUTE within the tenure of the Agreement, the Franchisee hereby agrees to the following:
- Immediately cease using THE INSTITUTE’s copyrights, trademarks, trade names, service name, logos and other proprietary marks and materials for any business or activity
- Remove any signs or advertisements which identify THE INSTITUTE
- Transfer full access of all social media handles and digital accounts used during the tenure of the Agreement to THE INSTITUTE
- All the physical properties relating to the Intellectual Property to be handed over within a period of 03 days from the date of termination.
Upon termination, separation, suspension, cancellation, or expiration of the Agreement for any reason whatsoever, the Franchisee shall not be permitted to act in a similar manner or role for any entity or individual who is in direct competition with THE INSTITUTE for a period of one (1) year from the date of such termination, separation, suspension, cancellation, or expiration, whichever is later. Further, during or after such suspension, cancellation, termination, or expiration, if the Franchisee is found continuing or running any business operations under the brand name “Boston Institute of Analytics” or making any use whatsoever of THE INSTITUTE’s proprietary materials, intellectual property, trade name, brand assets, curriculum, or digital resources, such actions shall constitute a material breach, shall trigger liquidated damages, and shall render the Franchisee liable for immediate legal action including claims for damages, injunction, and all remedies available in law. Notwithstanding termination, separation, suspension, or expiry of the Agreement for any reason whatsoever, the Franchisee shall remain fully and unconditionally responsible to complete the classroom training of all students already admitted at the campus in strict accordance with THE INSTITUTE’s prescribed curriculum, timelines, and academic guidelines, until such training is duly completed and formally approved by THE INSTITUTE.

The Franchisee must kick start the operations of the center and make it active within the first 2 months of the tenure mentioned in the Agreement. The Agreement will automatically get terminated if the center fails to start its operations within this time frame. Once the center starts its operations, the Franchisee must keep the operational status of their center as active during the entire tenure of the Agreement. The Agreement will automatically get terminated if the center becomes operationally inactive at any point during the tenure of the Agreement. The center will be automatically deemed inactive if there are no admissions for a consecutive 2 months at any point during the tenure of the Agreement. In such cases of termination of Agreement, THE INSTITUTE has the right to appoint another Franchisee in the same vicinity/territory.

THE INSTITUTE will not be concerned or be a party to any dispute in whatsoever capacity between the Franchisee and his employees or any other persons or any dispute, claims suit or litigation by and between statutory authority and the Franchisee for non- compliance with any statute, rules & regulations made by the statutory authority.

The Franchisee alone shall be responsible/liable for any non-compliance with any labour legislation and / or statutory provisions and THE INSTITUTE in no way shall be a party to any litigation arising out of any non-compliance by the Franchisee with any legislation.

At any time if THE INSTITUTE is of the opinion that the academic standards are not maintained by the Franchisee, THE INSTITUTE shall have the right to take corrective steps at the cost of the Franchisee/ or cancel the Franchise.

The entire cost of running the centre for teaching, including acquisition of space, infrastructure, furniture & fixtures, facility costs, engaging of personnel, marketing and other spend towards student enrolment, local advertising and promotion by the Franchisee, and all other expenditure shall be borne and paid by the Franchisee only and the Franchisee shall not be entitled to require THE INSTITUTE to share any part or portion of such expenditure or reimburse any part thereof.

The Franchisee shall maintain proper records, filings, and books of accounts of all transactions.

In case of any disputes and/or disagreements with other franchisees, THE INSTITUTE holds the final rights to resolve the same. In case the dispute between franchisees results in legal proceedings, the franchisees agree that the matter will purely be between franchisees, and THE INSTITUTE will not be a party to the same.

Liquidated Damages: The Franchisee shall abide by all the terms referred in the agreement and other terms that are agreed through emails issued time to time. If any of the terms is violated, a sum of INR 10 Lakhs shall be paid by the Franchisee to THE INSTITUTE as liquidated damages.

THE INSTITUTE has rights to appoint more than one Franchisees in same town/city except in the territory as defined in the Agreement. Please note that the territory protection is only applicable with respect to the ENTITY IN SCOPE.

There is no product and/or service and/or other territorial exclusivity granted to the Franchisee as part of the Agreement by THE INSTITUTE except for the territory as defined in the Agreement. The exclusivity is only meant for other competing Franchisees and has no bearing on any activity by THE INSTITUTE.

Non-Compete: During the tenure of the Agreement, the Franchisee shall not be permitted to work or act in a similar manner or role for any entity or individual who is in direct Competition with THE INSTITUTE.

Non-Interference Clause: The Franchisee agrees not to engage in direct communication or correspondence, whether in writing, orally, or through any other means, with other Franchisees or Channel Partners of THE INSTITUTE regarding matters related to student admissions, payment, revenue, expenses, profits, operations, or any other business dealings. The Franchisee shall refrain from entering into any joint ventures, collaborations, or partnerships with other Channel Partners or Franchisees of THE INSTITUTE for the purposes of conducting business or soliciting students. Communication with members outside of THE INSTITUTE Corporate Office staff is strictly prohibited and will result in breach of confidentiality as well as immediate termination of the Agreement.

The Franchisee acknowledges that he/she has reviewed, read, and understood all the terms and conditions governing the franchise relationship, including the Franchise Agreement, these Franchise Terms and Conditions, and all SOPs, policies, and instructions issued by THE INSTITUTE from time to time. The Franchisee further acknowledges full understanding of the obligations, implications, and consequences arising therefrom.

The Franchisee understands and agrees that, for any reason, if the business venture or the relationship with THE INSTITUTE does not yield the desired outcomes or results, the Franchisee shall be solely responsible for such outcomes or results. The Franchisee acknowledges and accepts that any successes or failures arising from the execution of the Agreement shall rest entirely on his/her decisions, actions, and undertakings.

The Franchisee agrees not to hold the Company, its officers, directors, employees, or affiliates liable for any losses, damages, liabilities, or expenses incurred by the Franchisee in connection with the execution of the Agreement. The Franchisee hereby waives any claims, demands, actions, or causes of action against the Company, and releases the Company from any and all liability arising out of or in connection with the business relationship established by the Agreement.

The Franchisee acknowledges and agrees that all expenses incurred in connection with the business venture, including but not limited to marketing, advertising, promotions, operational costs, and any other business-related expenses, shall be solely borne by the Franchisee.

The Franchisee understands that the Company shall not be responsible for any financial obligations arising from the Franchisee's business expenses, and the Company shall not contribute or share any portion of the said expenses.

The Franchisee further agrees that any financial losses or debts arising from the business venture shall be the sole responsibility of the Franchisee, and the Company shall have no liability or obligation to cover or reimburse such losses.

The Franchisee shall form and operate the Franchise Centre under a legal entity (company, firm, or otherwise) that is duly registered and in good standing under the laws of India. The name of this legal entity must not, in the sole opinion of THE INSTITUTE, be identical with, confusingly similar to, or misleadingly associated with "Boston Institute of Analytics," "BIA," or any of THE INSTITUTE’s Intellectual Property Rights (IPR). The use of the legal entity's name, including any future changes, is subject to the prior written approval of THE INSTITUTE. Furthermore, the legal entity created and used by the Franchisee for the purpose of executing the Agreement shall be used exclusively for the operation of the BIA® Franchise Centre and for no other business, activity, or purpose. Any breach of this Clause shall be considered a material breach of the Agreement resulting in immediate termination.

The Franchisee covenants and agrees that the legal entity utilized for the operation of the Franchise Centre and related transactions shall be dissolved, wound up, or rendered inactive upon the natural expiry, termination, or separation of the Agreement, whichever is earliest. The Franchisee shall complete all necessary statutory and legal filings to effect such dissolution or inactivation within ninety (90) days of the date of cessation and shall provide documentary proof of such action to THE INSTITUTE. Continued existence or use of such entity for any purpose after the cessation of the Agreement shall be deemed a breach of contractual obligations and the non-compete provisions herein.

Any disputes arising out of or in connection with the Agreement shall be resolved through arbitration in accordance with the rules and procedures of the designated arbitration authority in the jurisdiction of the Company. All differences and disputes which may arise between THE INSTITUTE and the Franchisee shall be referred to a sole arbitrator for adjudication. The provisions of the Indian Arbitrator and Conciliation Act, 1996 shall apply.

Jurisdiction: The Franchisee shall expressly agree that the court in Mumbai in the state of Maharashtra (INDIA) and none other courts shall have jurisdiction to try any matter arising between THE INSTITUTE and the Franchisee.

The Franchisee acknowledges that acceptance of these Terms and Conditions through electronic means, including but not limited to dashboard login, access to systems, use of intellectual property, collection of fees, conduct of classes, or representation as a BIA Franchise, shall constitute valid acceptance under the Information Technology Act, 2000, and the Franchisee shall be stopped from denying the binding nature of these Terms.