Customer Care

Agreement For Distributor

AGREEMENT FOR DISTRIBUTOR AND TERMS & CONDITIONS

On _____________Day of______________2022, the Distributor Agreement (this “Agreement”) is made and stands to be effective by and between ____________________________________________________________________________________________________________________(“Company”)and_____________________________________________________________________________________________________________________________________________(“Distributor”).

  1. PREAMBLE

 

  1. The Company deals with the manufacturing and selling of Readymade Garments, the Company’s website_________________________________(mention website) provides all the necessary details about the product which can be assessed at any time.

Distributor_____________________(mention name of the distributor) agrees to involve in doing business with the Company by means of purchasing the products of the Company for resale purposes. The Company desires to take up business with the Distributor and his appointment as an exclusive distributor of the Company’s product in the Territory, is subject to all the terms and conditions laid down in this Agreement, along with any exhibits or schedules attached hereto.

  1. The Company is involved in online selling business only and is available through its website and it does not deal in any type of cash transaction.
  2. Being associated with the Company does not mean you are entitled to any kind of job or salary.
  3. The Company has a strong standing in [India], it is a corporation, fully organized appropriately, and has a valid existence. The Company during the conduct of its business will remain in compliance with all the laws and regulations applicable and specifically applicable to its sale of Products.
  4. The Company is by all means entitled to enter into this agreement as it holds the exclusive right to do so.
  5. Any agreement to which the Company is bound or to which the Company is a party will not be violated by the execution of this Distributor Agreement, and by the Company’s performance of its obligations and duties mentioned hereunder.
  6. Each Party is legally obliged and bound to this Agreement and each term of the Agreement is enforceable accordingly.

 

  1. AGREEMENT OF THE PARTIES:

Terms of Appointment, Acceptance & Scope

  1. The Appointment stands to be exclusive. The Company hereby appoints and grants permission to the Distributor to exercise exclusive rights of selling and distributing the Company’s Products to the customers located in the Territory and to render various other services set forth herein as a distributor associated with the Company.  The Company limits the Distributor’s activities only to be sold to the customers within the territory and also refrains the Distributor from the sale of the Product outside the Territory to any person, directly or indirectly without the prior consent and approval of the Company. The Company has no obligation and thus will not sell or otherwise supply the product, whether directly or indirectly in the Territory with the exception of sale through its Distributor.

 

 

  1. TERMS AND CONDITIONS ASSOCIATED WITH THIS AGREEMENT ARE MENTIONED AS FOLLOWS:

 

  1. In order to be engaged in doing business and working with the Company it is mandatory to Sign-up online with the Company individually or by means of the Company’s distributor or sponsor. No charges will be levied on anyone who desires to Sign-up with the Company as it is free of cost to do so.
  2. After completion of the Sign-up process with the Company, the intending person is required to complete his/her profile by way of providing his/her correct details i.e., name, age, father’s name, address, bank account, and other mandatory details.
  3. An Account for online transactions and various other related activities will be generated for the intended person in his/her name after all the formalities mentioned in para (2) are completed.
  4. Any minor that is any person below the age of 18 is not eligible to sign-up with the Company to do or to involve in any business associated with the Company if at any point the Company finds that any person who intended to do business with the Company has provided falsified information or concealed any vital information from the Company regarding name, age, address, etc then the Company in its rights can block his/her ID without giving any prior explanation for the same.
  5. Only after submitting his/her correct details to the Company a person becomes eligible for Company’s Distributorship.
  6. The intended person is required to go through all the content and information available on the Company’s website before signing up with the Company and before signing this agreement.
  1. PAYMENT
  1. The Accounts of the distributors with the Company

of any rank will be credited if they are entitled to any type of discount, as per the terms and conditions of this policy.

  1. TERMINATION OF AGREEMENT
  1. A 3 months advance notice period is to be submitted with the Company in the event where a distributor serving at the rank of Marquis, Bronze, or team leader decides to leave the Company.
  2. It is the obligation of Marquis, Bronze, or the team leader to maintain and support the terms and conditions of this policy by submitting proper details of every business done by them personally through their IDs before submitting for termination of this agreement.
  3. A no-objection certificate will be issued by the Company but only after the Company receives and is satisfied with the details of the business that were required to be submitted by you.
  4. The termination will take effect immediately after all the formalities mentioned above are fulfilled and completed along with receiving the No Objection Certificate from the Company.
  5. The Company reserves and has the right and privilege to file a legal suit and has the right to recover an amount equivalent to Rupees 10 lakh and take any step viable in the eyes of law, if at any point even after the termination of the contract the Company finds that any derogatory or defamatory remarks are made by any outgoing distributor in Public or on social media in order to harm the goodwill of the Company.
  6. If, by any means, the distributor fails to fulfil the obligation of submitting a 3 month notice period in advance to the Company, the Company shall have the right to claim and recover Ten lakh Rupee from the Distributor thereupon through a legal process initiated at the court or by withholding the discount that was payable to the outgoing distributor.

 

  1. JURISDICTION:

 

  1. In case of any dispute or differences that may arise on any matter under this Policy or regarding the interpretation of the provisions of this Policy shall be governed by the provisions of Indian laws and _______court shall hold the utmost jurisdiction to entertain the same.

 

  1. RESPONSIBILITIES OF THE COMPANY:

 

  1. All our orders are processed and dispatched after receiving an online request within 2 days accompanied by an invoice to whoever has placed the order.
  2. The Company in its good faith provides an exchange period of 15 days if any person be it a distributor or a customer receives a defective product on delivery.
  3. If a Distributor is entitled to be paid a discount, he/she will receive the same within a stipulated period of 15 days from the receipt of the order.

 

  1. CONFIDENTIAL & PROPRIETARY INFORMATION STATEMENT:

 

  1. As an assurance to the Company it is obligatory that any “Proprietary Information” i.e., any information pertaining to technical know-how, any data ( including, but not limited to, software, services, research, and development, vital essential or any kind of information relating to products, techniques, pricing policy, customer details, internal procedures followed, plan and strategies used effectively in business, finances, employment, and business opportunities) should not be made public or disclosed by all the associated party either directly or indirectly to any person/ entity, including, but not limited to, in tangible or intangible format, in machine-read sources, written, orally communicated or by visual display, the violation of this clause may result in disciplinary action.

 

  1. DURATION AND TERMINATION OF AGREEMENT:

 

  1. This Agreement will be in effect from the date of execution until 3 years period or terminated by 3 months prior notice to the Company as mentioned above.
  2. In consideration if a Distributor wishes to extend or renew his agreement for an additional period then he/she shall provide prior notice in writing to the Company within 30 days’ time frame after the end of the initial period pertaining to this agreement.
  3. Right of Termination: This agreement contemplated herein will be put an end and abandoned at any time upon the occurrence of any of the below said statements:
  • The other party fails to fulfil the conditions/responsibilities or fails in any manner to correct such failure within 30 days after receiving a complaint from the Company or the non-breaching party in writing specifying the failure in a detailed manner to correct such failure; but upon the second breach of this obligation by the defaulter party, will result in the termination of the Agreement by setting forth a notice to the breaching party.
  • A 3 months advance notice period is to be submitted with the Company in the event where a distributor serving at the rank of Marquis, Bronze, or team leader decides to leave the Company.
  • It is the obligation of Marquis, Bronze, or the team leader to maintain and support the terms and conditions of this policy by submitting proper details of every business done by them personally through their IDs before submitting for termination of this agreement.
  • A no-objection certificate will be issued by the Company but only after the Company receives and is satisfied with the details of the business that were required to be submitted by you.
  • The termination will take effect immediately after all the formalities mentioned above are fulfilled and completed along with receiving the No Objection Certificate from the Company.
  • The Company reserves and has the right and privilege to file a legal suit and has the right to recover an amount equivalent to Rupees 10 lakh and take any step viable in the eyes of law, if at any point even after the termination of the contract the Company finds that any derogatory or defamatory remarks are made by any outgoing distributor in Public or on social media in order to harm the goodwill of the Company.
  • If by any means, the distributor fails to fulfil the obligation of submitting a 3 month notice period in advance to the Company, the Company shall have the right to claim and recover Ten lakh Rupee from the Distributor thereupon through a legal process initiated at the court or by withholding the discount that was payable to the outgoing distributor.

 

  1. INDEMNIFICATION:
  • A prior promise is to be made and each party shall protect the Indemnity holder, including its head officials, directors, employees, agents, distributors, etc., from any loss, cost, expenses, suits, damages, claims, liabilities, any legal consequences caused by or omission in the conduct of any nature, held against by virtue of aforesaid, that can cause suffering of any kind, to the indemnified party or to any person by the conduct of the Indemnifying Party related to this Agreement, including but not limited to the following:
  • any irresponsible or unconscionable behaviour
  • any misconduct of any information, warranties, or data of the indemnifying party related to this agreement,
  • any violation of the rules and regulations as per the Indian Law
  • any mishandling or violation of the intellectual property such as patents, copyright, or trade secrets of the third party
  • any breach of the warranties related to the services or the product which may include implied warranties.

 

  1. LIMITATION OF LIABILITY:

 

Under the provision of this agreement, no party involved in the agreement is liable for any damages to the other associated party out of any consequential or other punitive, exemplary, incidental, but not limited to, damages in any form arising out of or related to the terms and conditions of this agreement or out of the purchase or use of the product sold or manufactured by the Company.

  1. FORCE MAJEURE:

 

If for any reason that may arise, any party will not be held responsible for not being able to perform its obligations under the terms of this agreement because of any event which cannot be controlled by any party including but not limited to earthquakes, riots, failure of transmission, any order that is beyond the supply limit or manufacturing limit of the Company, wars, strikes, or any other act of God, or any other circumstance that is beyond the control of the party i.e., labour disturbance, emergencies levied at an international level, failure to receive stock from the source of supply, failure on receiving equipment from the supplier, government policies whether political, economic, social, etc., in such case no party shall be liable for a claim against damages to the other, resulting from such failure to perform or otherwise from such causes as per the Agreement.

 

  1. TRADEMARKS
  • This Agreement claims that the Company stands to be the sole and exclusive owner of the trademark rights and does not grant the Distributor any rights, directly or indirectly, to contest or raise a dispute against the validity, enforceability as well as ownership claim held by the Company.
  • No claims can be made or damages can be done by the Distributor directly or indirectly, to demolish the dignity or to acquire the goodwill arouse from the trademarks of the Company.
  • The Distributor in no sense can take advantage of the aforesaid in order to counsel, or help any third party in procuring any benefit arising from the Company’s trademark.
  • The Distributor has no right to undergo or take any agreement associated with the trademark of the Company or any arrangement on behalf of the Company without prior exclusively written permission granted by the Company. Any rights in the trademarks of the Company that may have accustomed any kind of benefit to the Distributor, should be assigned to the Company by the Distributor, without the demand of any charges, by way of executing and establishing any document to fulfil the aforesaid purpose.

 

  1. GENERAL PROVISIONS

 

  1. Amendments:

The agreement may only be amended or modified by a written document signed by both parties; the modifications shall be effective to the extent limited to the details mentioned in the written document.

  1. Governing Law:

This agreement is a contract under the laws of the Indian Government and shall be governed by and construed in accordance with the Laws of the Indian Government.

  1. Disputes:

Both parties agree to mutually discuss and resolve any dispute, controversy, or claim arising out of this agreement. The parties agree that through mutual negotiations they come to a conclusion within   ………. days of any notice of dispute. If for any reason the parties are unable to resolve the matter following good faith negotiations within the mentioned timeframe, both the parties or the complaining party can approach the court.

  1. Entire Agreement:

This agreement contains the entire agreement and the understanding between both the parties in regards to the subject matter here written and it supersedes all the verbal, oral, or any contemporaneous agreements or conditions whether written or oral with respect to the subject matter written in this agreement. This agreement considers the benefits of both the parties and their respected successors.

In witness whereof, with effect from the date mentioned above the signatory parties have signed the Agreement under the presence of their duly authorized officers.

 

COMPANY NAME

Party 1                                                                                                        Party 2

 

Witness1:

Witness2: