Independent Sales Franchise Agreement
THIS AGREEMENT (the "Agreement") is made on dated (as Franchise Registered Date), by and between Myrishtaa.com, a Company incorporated under the provisions of the Companies Act Sept 2015, UDYAM ADHAR and having its registered office at Diveagar Raigad (the "Company") and [Franchise], a Company/ Individual, having office at [as mentioned in Registration form] (the "Independent Sales Franchise").
NOW, THEREFORE, in consideration of the mutual promises contained herein, the parties agree as follows:
- Franchise work process, the following terms shall have the meanings set forth below:
- "Online Matrimonial Services" Myrishtaa.com is a working in Online matrimonial services in all over India through Independent Sales franchise. shall mean the Company's services to be sold by Independent Sales franchise and such services as may be communicated by the Company in writing to the Independent Sales franchise from time to time.
- "Bride Groom" Unmarried Person (Ladies/Gents) who wants to find our life partner, as well as Never Married, Divorcee, Widow as called as Bride Groom.
- "Franchise" Any independent person/partnership associate, who wants to work as independent in our matrimonial system as design sales plan on company website, called as independent sales franchise.
- “Franchise Credit Wallet” This wallet using only for independent sales franchise activation, not for Matrimony Profile id activation. wallet not be refundable/exchangeable or transferable.
- Matrimony Wallet
- Franchise work process, independent sales franchise Registering with Myrishtaa.com.
- Any independent sales franchise can register with Myrishtaa.com free of charge.
- Free registered (Inactive Franchise) independent sales franchise valid for 90 days only from registration date.
- Without Purchase franchise package, company never allow selling Bride Groom packages, any type of development, pamphlet, brochures, banner, any type of marketing, collecting cash or transaction related. Inactive franchise hasn’t allowed to work and promote Myrishtaa.com.
- Independent sales franchise has to purchase Franchise package as displayed on website.
- Deposit fund in company and get Franchise credit wallet for franchise activation.
- If you purchase credit wallet for franchise activation and if incase change your decision, before activation, you can apply for refund. But if you activated your franchise code or use you franchise credit wallet, you can’t apply for refund.
- As per package and displayed on company website, you will get matrimonial wallet. This wallet would be using only for matrimony profile ID activation not for franchise activation. Matrimonial wallet not be refundable/exchangeable or transferable or saleable.
- If you want to activate Bride Groom ID, use your matrimonial wallet.
- Once purchased package not be refundable because after franchise activation sales incentives would have been calculated, so company never refund your Franchise package amount.
- If any issues or legal matter, you will apply Shrivardhan Court only.
Company hereby appoints Independent Sales franchise as its non-exclusive selling franchise for the services in the territory, and Independent Sales franchise hereby accepts such appointment. Independent Sales franchise's sole authority shall be to solicit customers for the services in the territory in accordance with the terms of this agreement. Independent Sales franchise shall not have the authority to make any commitments whatsoever on behalf of Company.
- General Duties
Independent Sales Franchise shall use his best efforts to promote the services and maximize the sale of the services in the territory. Independent Sales Franchise shall also provide reasonable assistance to Company in promotional activities in the territory. Independent Sales Franchise will assist the company by taking part in all promotional events, use the marketing inputs judiciously for maximizing orders for the company.
- Reserved Rights
Company reserves the right to solicit/engage other Franchises, Independent Sales Franchises directly from businesses within the territory. Independent Sales Franchise's task is to solicit customers from all potential businesses in the territory.
- Conflict of Interest
Independent Sales Franchise warrants to Company that it does not currently represent or promote any Services that compete with the Company's Services. During the term of this Agreement, Independent Sales Franchise shall not represent, promote or otherwise try to sell within the Territory any Services that, in Company's judgment, compete with the Services covered by this Agreement.
- Independent Contractor
Independent Sales Franchise is an independent contractor, and nothing contained in this Agreement shall be construed to (i) give either party the power to direct and control the day-to-day activities of the other, (ii) constitute the parties as partners, joint ventures, co-owners or otherwise, or (iii) allow Independent Sales Franchise to create or assume any obligation on behalf of Company for any purpose whatsoever. Independent Sales Franchise is not an employee of Company and is not entitled to any employee benefits. Independent Sales Franchise shall be responsible for paying all income taxes and other taxes charged to Independent Sales Franchise on amounts earned hereunder. All financial and other obligations associated with Independent Sales Franchise's business are the sole responsibility of Independent Sales Franchise.
- Indemnification by Independent Sales Franchise
Independent Sales Franchise shall indemnify and hold Company free and harmless from any and all claims, damages or lawsuits (including reasonable attorneys' fees) arising out of negligence or malfeasant acts of Independent Sales Franchise or misrepresentation or breach of any obligations under this agreement.
- Sole Compensation: - The Company shall pay the Independent Sales Franchise a commission at such rate as may be communicated by the Company in writing to the Independent Sales Franchise, for whole or part of the services hereto, based on the Maximum Retailing Price of the service as fixed by the company on every new order. This commission will be subjected to the relevant taxes as applicable. The Company reserves its right to revise the rate of commission from time to time and the same shall be intimated to the Independent Sales Franchise in writing by the Company.
- Basis of Commission: - The Commission shall apply to all sales orders from customers solicited by Independent Sales Franchise. (Customers defined as an individual or a company who have bought the product/services from the Independent Sales Franchise for their own use.) No commissions shall be paid on (i) orders solicited directly by Company within the Territory; (ii) orders received from outside the Territory unless otherwise agreed in writing by Company. (iii) No commission will be paid to the Independent Sales Franchise until 100% payment pertaining to the order is received. The company reserves the right to change the commission / prices on products as and when required.
- Time of Payment: - The commission on all PAID ORDERS shall be due and payable within 04days to 10days working days after the Independent Sales Franchise business closing day (Every Monday shall be business submission day). D. Weekly Statements the Independent Sales Franchise shall submit to the company the weekly statements of commissions due and payable to Independent Sales Franchise under the terms of this Agreement.
- Sale of the Services
- Prices and Terms of Sale: - Company shall provide Independent Sales Franchise with copies of its current market price and this is subject to change and the sole discretion of the same lies with the company, its payment schedules, and all Rules and Regulations and other material available for sales presentation and customer's information. Independent Sales Franchise shall quote to Customers only those authorized prices, payment schedules, and terms and conditions as informed by Company. The services will be activated only after receipt of 100% payment pertaining to the order. The company will not refund any money in part or in full after payment on order is once received.
- Acceptance: - All requests for service obtained by Independent Sales Franchise shall be subject to acceptance by Company and all quotations by Independent Sales Franchises shall contain a statement to that effect. Independent Sales Franchises shall have no authority to make any acceptance or commitments to customers. Company specifically reserves the right to reject any request for service or any part thereof for any reason, Company shall inform Independent Sales Franchise of any written acceptances on commissionable applications/orders.
- Collection: - Full responsibility for collection of payment from customers rests with Independent Sales Franchise.
- Additional Responsibilities of Independent Sales Franchise
- Expense of Doing Business: - Independent Sales Franchise shall bear the cost and expense of conducting its business in accordance with the terms of this Agreement. This would include salaries for the staff of the Independent Sales Franchise who are engaged in the business of selling the products of the Company, expenses related to communications, telecommunication, mailing, conveyance and business entertainment if required. The company will not entertain any reimbursement on any expense made by the Independent Sales Franchise other than the commissions.
- Promotion of the Products: - Independent Sales Franchise shall make efforts to promote the sale of and stimulate demand for the Services within the Territory by direct solicitation. In no event shall Independent Sales Franchise make any representation, guarantee or warranty concerning the Services except as expressly authorized by Company. The Company will take care of all online promotions on their website and ensure lead generations. Use of company logo, product logo, any advertising / promotion / marketing activity conceived originally by the Independent Sales Franchise should be first approved in writing by Myrishtaa.com [Company Name] before being implemented.
- Franchises & Customer Service: - Independent Sales Franchise shall inform and assist customers on Company's Services, and shall perform such additional customer services by e-mail, phone and fax, whenever needed, as good salesmanship requires and as Company may reasonably request.
- Books and Records: - Independent Sales Franchise shall notify Company of any Customer's complaints regarding either the Services or Company and immediately forward to Company the information regarding those complaints.
- Additional Obligations of Company
- Assistance in Promotion: - Company shall, at its own expense, promptly provide Independent Sales Franchise with marketing and technical information, training concerning the Services, brochures, instructional material, advertising literature, and other product data.
- Assistance in Technical Problems: - Company shall, at its own expense, assist Independent Sales Franchise and customers of the Services in all ways deemed reasonable by Company in the solution of any problems relating to the Services.
- New Developments: - Company shall inform to Independent Sales Franchise of new Products or Services that are competitive with Company's Products Services and other market information and competitive information as discovered from time to time.
- Trademarks and Tradenames A. Use. During the term of this Agreement, Independent Sales Franchise shall have the right to indicate to the public that it is an authorized Independent Sales Franchise of Company's Services. Nothing herein shall grant Independent Sales Franchise any right, title, or interest in Company's Trademarks. At no time during or after the term of this Agreement shall Independent Sales Franchise challenge or assist others to challenge Company's Trademarks or the registration thereof or attempt to register any trademarks, marks or trade names confusingly similar to those of Company.
- Non-Compete For a period of [12 months] after the Independent Sales Franchise is no longer in agreement with the Company, the Independent Sales Franchise will not, directly or indirectly, either as proprietor, stockholder, partner, officer, employee or otherwise, distribute, sell, offer to sell, or solicit any orders for the purchase or distribution of any products or services which are similar to those distributed, sold or provided by the Company.
- Term and Termination
- Term. i. This Agreement shall commence on the date first written above for a period of 1 year only unless terminated earlier as provided herein below. ii. If anybody wants to continue his/her Independent Sales Franchise, have to renewed franchise code of Rs.1500/- (Yearly renewal charges)
- Termination. i. Without purchased package Independent Sales Franchise shall be valid for 90days from registered date. ii. After 90days Independent Sales franchise code (ID) will block permanently and will changed on name of Myrishtaa.com. Company having rights to change or modify of that code (id).
Either party to this agreement shall have the right to terminate this agreement with or without cause with thirty (30) days written notice to the other party.
- Return of Materials. All of Company's trademarks, trade names, data, photographs, literature, and sales aids, customer related database of every kind shall remain the property of Company. Within five (5) days after the termination of this Agreement, Independent Sales Franchise shall return all such items to company. Independent Sales Franchise shall not make or retain any copies of any confidential items or information that may have been entrusted to it. Effective upon the termination of this Agreement, Independent Sales Franchise shall cease to use all trademarks, marks and trade name of Company.
- This agreement will be reviewed by the company after a period of 12 months. Any Independent Sales Franchise not performing to the full satisfaction of the company in terms of securing new orders and company's policies is liable to be terminated
- Limitation on Liability In the event of termination by either party in accordance with any of the provisions of this Agreement, neither party shall be liable to the other, because of the termination for compensation, reimbursement or damages on account of the loss of prospective profits or anticipated sales or on account of expenditures or commitments in connection with the business or goodwill of Company or Independent Sales Franchise.
- Confidentiality Independent Sales Franchise acknowledges that by reason of its relationship to Company hereunder it will have access to certain information and materials concerning Company's business plans, customers, technology, and products/services that is confidential and of substantial value to Company, which value would be impaired if such information were disclosed to third parties. Independent Sales Franchise agrees that it shall not use in any way for its own account or the account of any third party, nor disclose to any third party, any such confidential information revealed to it by the Company.
Company shall advise Independent Sales Franchise whether or not it considers any particular information or materials to be confidential. Independent Sales Franchise shall not publish any description of the Products/Services beyond the description published by Company and without the prior written consent of the Company. In the event of termination of this Agreement, there shall be no use or disclosure by Independent Sales Franchise of any confidential information of Company.
- Governing Law and Jurisdiction This Agreement will be governed by and construed in accordance with the laws of Republic of India. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of the [High Court].
- Entire Agreement This Agreement sets forth the entire agreement and understanding of the parties relating to the subject matter herein and supersedes any prior discussions or agreements between them. No modification of or amendment to neither this Agreement, nor any waiver of any rights under this Agreement to be done unilaterally and it shall be effective unless in writing signed by the party to be charged.
- Notices Any notices required or permitted by this Agreement shall be deemed given if sent by certified mail, postage prepaid, return receipt requested or by recognized overnight delivery service:
if Company, if Independent Sales Franchise,
Myrishtaa.com [Name] Registered Name as Franchise Name
Company Registered Address Registered Address of Franchise
- Non-Assignability and Binding Effect A mutually agreed consideration for Company's entering into this Agreement is the reputation, business standing, and goodwill already honored and enjoyed by Company under its present ownership, and, accordingly, Independent Sales Franchise agrees that its rights and obligations under this Agreement may not be transferred or assigned directly or indirectly. Subject to the foregoing, this Agreement shall be binding upon and insure to the benefit of the parties hereto, their successors and assigns.
- Severability If any provision of this Agreement is held to be invalid by a court of competent jurisdiction, then the remaining provisions shall nevertheless remain in full force and effect.
- Headings Headings used in this Agreement are provided for convenience only and all not be used to construe meaning or intent.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written.
For Company, For Independent Sales Franchise,
Myrishtaa.com [Name] Registered Name as Franchise Name
Company Registered Address Registered Address of Franchise
Date: Franchise Registration Date