INDEPENDENT DISTRIBUTOR TERMS & CONDITIONS
Wallet Max, a Company having its Registered Office in Co-operative Colony, Bokaro, Jharkhand, running
business in the name and style as Wallet Max, hereinafter referred to as “The Company”. The Company is engaged into the business of direct selling through multi
level marketing and in other business activities as stated in the Object Clauses of memorandum of Association of the Company. For smooth running of the business of
direct selling, Company has framed certain rules and regulation, marketing plan and other terms and conditions.
1. Definitions
-
a. B.V – Business Volume Means a special value designated to particular a product for calculation of sales incentive.
-
b. Company products: Company products mean all the offerings made by the company for sales through Wallet Max.
-
c. Independent Distributor: Independent Distributor means a person who agrees to sell the company`s products according to the terms and condition of
company and has applied for independent distributorship and has been appointed as one and his name has been included in the database of the Company.
-
d. Inactive distributor: Independent Distributor who has not made a minimum personal purchase of 100 BV ever.
-
e. Company’s Website: Company’s Website means the website having the address www.walletmax.in
2. Eligibility for Independent Distributor
-
a. A person who is an Indian citizen of majority age (18 years) and capable of contracting as per law; and
-
b. A person not having any Independent Distributorship [ID] in Wallet Max (direct selling division of Wallet Max) (hereinafter the "Company") or
having any interest in the Independent Distributorship of another, only when the same is granted by the Company in writing or acquired as a beneficiary.
3. Appointment
-
Company hereby appoints Independent Distributors as its non-exclusive selling associate for the products offered by the company, and Independent Distributor hereby
accepts such appointment. Independent Distributor`s sole authority shall be to solicit customers for the products in accordance with the INDEPENDENT DISTRIBUTOR
TERMS & CONDITIONS of the company. Independent Distributor shall not have the authority to make any commitments whatsoever on behalf of Company.
4. General Duties
5. Reserved Rights
-
Company reserves the right to solicit/engage other Associates, Independent Distributors directly from businesses within the territory. Independent Distributors task is to
solicit customers from all potential businesses. Company reserves the right to alter or amend the sales commission’s percentage structure or compensation plan at any
point of time during the course of business.
6. Conflict of Interest
-
Independent Distributor warrants to Company that it does not currently represent or promote any products that compete with the Company's
products. Independent Distributor shall not represent, promote or otherwise try to sell any products that, in Company's judgment, compete with the
Company's products.
7. Products
-
Independent distributor is not allowed to sell the company`s products in stores, shopping complex, departmental store, or in any place where product is displayed in
public. Distributor is not allowed to advertise the company product in any print, electronic or digital media
-
Purchasing of products in bulk merely to be eligible for bonuses or advancements is strictly prohibited. The Independent Distributor must not unnecessarily load inventory
nor encourage others to do so. Purchasing of Company Products in reasonable quantities for personal use by Distributors is permitted. For Company purposes, such
purchase shall be deemed to be a retail sale, provided it is qualified for bonuses or other advancements. Independent Distributor is prohibited from altering/ repacking
Company's products before selling it to the customers.
8. Independent Contractor
-
Independent Distributor is an independent contractor, and nothing contained in this document 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 Distributor to create or assume any obligation on behalf of Company for any purpose whatsoever. Independent Distributor is not an
employee of the Company and is not entitled to any employee benefits. Independent Distributor shall be responsible for paying all income taxes and
other taxes charged to Independent Distributor on amounts earned hereunder. All financial and other obligations associated with Independent
Distributors business are the sole responsibility of Independent Distributor.
9. Indemnification by Independent Distributor
-
Independent Distributor 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 Distributor or misrepresentation or breach of any obligations under this terms and conditions.
10. Confidential Information
-
Independent Distributor 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 that is confidential and of substantial value to Company,
which value would be impaired if such information were disclosed to third parties. Independent Distributor 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 Distributor whether or not it considers any particular information or materials to be confidential. Independent
Distributor shall not publish any description of the Products 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 Distributor of any confidential
information of Company.
11. Commission
-
A. Sole Compensation
-
The Company shall pay the Independent Distributor a commission at such rate as may be communicated by the Company in Company website or in information
brochure for whole or part of the services hereto, based on the Business Volume of the product as fixed by the company. 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
Distributors
-
-
C. Compensation Plan
-
a. The Independent Distributor must have to fulfill all the conditions of Compensation Plan to qualify for stated commissions, bonuses, rebates and rewards
-
b. Independent Distributor is entitled to earn bonuses only in respect of sales volume and not for merely introducing new Independent Distributors to Company
-
c. Independent Distributor is entitled to earn a net payout on monthly basis as per the Compensation Plan after deduction of TDS & 5% maintenance fee.
12. Additional Responsibilities of Independent Distributor
-
A. Expense of Doing Business
-
Independent Distributor shall bear the cost and expense of conducting its business in accordance with the INDEPENDENT DISTRIBUTOR TERMS
& CONDITIONS of the company. This would include salaries for the staff of the Independent Distributor, if they 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 re-imbursement on any expense made by the Independent Distributor other than the commissions.
B. Promotion of the Products
-
Independent Distributor shall make efforts to promote the sale of and stimulate demand for the products. 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 Distributor should be first approved in writing by Wallet Max before being
implemented.
C. Associates & Customer Service
-
Independent Distributor shall inform and assist customers on Company's products, 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. Independent Distributor shall
immediately notify the Company of any Customer's complaints regarding either the Services or products to the Company.
13. Trademarks and Trade names
-
A. Use. During the term of Independent Distributorship, Independent Distributor shall have the right to indicate to the public that it is an authorized
Independent Distributor of Company's Products. Nothing herein shall grant Independent Distributor any right, title, or interest in Company's
Trademarks. At no time during or after the term of Independent Distributorship shall Independent Distributor 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.
14. Non-Compete
-
For a period of [6 months] after the Independent Distributor is no longer in Independent Distributorship with the Company, the Independent
Distributor 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.
15. Termination
-
A. Term. This Agreement shall commence on the date of approval of distributor application form by the Company unless terminated earlier as provided herein below.
-
B. Termination. Either party to this agreement shall have the right to terminate this agreement with or without cause with a thirty (30) days written notice to the other
party.
-
C. 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 Distributor shall return all such items to company. Independent
Distributor 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 Distributor shall cease to use all trademarks, marks and trade name of Company.
-
D. This agreement will be reviewed by the company after a period of every 12 months. Any Independent Distributor not performing to the full satisfaction of the company
in terms of securing new orders and company's policies is liable to be terminated
-
E. Independent Distributor is prohibited to sponsor individuals into his / her group by using fraudulent means or manipulations to reach a particular ranking or receive
monetary benefit or incentives. If so happen, Independent Distributorship is liable to be cancelled and all benefits accrued will be forfeited
-
F. Independent Distributor’s right to resell & market Company Products and all type of compensation and rewards including dues will ceased after the termination of this
Agreement.
16. 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 Direct Selling Agent.
17. Prohibition and Liability
-
9. Prohibition and Liability
An Independent Distributor is prohibited from making false claims or representations regarding the Company and its products. Independent Distributor is bound to
release the Company, its parent/ affiliated companies and officials from all claims or cause of action relating to his/her relationship with the Company. He/she is also
bound to release them from all liability arising from, or relating to, the promotion or operation of his/her business/ activities relating to his/her relationship with the
Company and indemnify the Company against any liability, damages, fines, penalties, or other awards arising from any unauthorized conduct that he/she undertakes in
operating his/her business.
18. Severability
19. Arbitration: