I hereby submit my Application to become an independent distributor of Penuel Nexus Pvt. Ltd. My application and this Agreement become effective on the date accepted by Penuel Nexus Pvt. Ltd. I certify that I am a lawful citizen of India and that I am of legal age to enter into this agreement.
Penuel Nexus Pvt. Ltd a company incorporated under the companies Act, 1956 and having its registered office in Kerala, hereinafter referred to as "the company". The company is inter-alia into the business of direct marketing of various products. The company exclusively used websites to display the details of the products, marketing methods, business monitoring to promote and create awareness about the company and product sponsored by the company. The company appoints freelance distributors across the country for marketing and selling the products. Before filling the application form, the intending distributor is advised to go through the terms and conditions mentioned herein below thoroughly along with those mentioned in the official website of the company.
1. The following terminology used herein this document represents shall
have the meaning as defined here under;
a) Company - Means Penuel Nexus Pvt. Ltd, having its corporate office at Kerala.
b) Agreement- The term "Agreement" shall mean the Application and the Compensation Plan and the Distributor Policies and Procedures. I hereby agree to be bound by the Agreement.
c) Consumer - Consumer means and include individuals / body corporate (including partnership firms) who purchases product marketed by Penuel Nexus Pvt. Ltd.
d) Independent Distributor - Independent Distributor is the individual or company/partnership firm, proprietary concern who is competent enough to enter contract as per the Indian Contract Act provided who place the order for the product to grant associate with copy to the company.
e) Product - Shall mean and include all the products marketed by the company from time to time.
f) MRP - Means and includes maximum retail prize printed over the price tag appended to the product.
g) Unique ID - Means Unique Identification number issued by the company to independent distributor as a token of acceptance of his application seeking for distributorship for the products marketing by the company.
2. I understand that I am contracting with Penuel Nexus Pvt. Ltd. for the right to purchase and distribute products and for the promotion of certain sales as described below.
3. I state that I will produce KYC/KYDS documents to appoint as Direct Seller.
4. I agree to comply with all applicable laws relevant to conduct of my activities as an independent Distributor under this Agreement.
5. I understand that as an independent Distributor of Penuel Nexus Pvt. Ltd., I have the right, but not the obligation to:
i) Buy from Penuel Nexus Pvt. Ltd. and offer for re-sale Penuel Nexus Pvt. Ltd. Products in accordance with the Agreement in such manner as Penuel Nexus Pvt. Ltd. may from time to time allow in relation to its independent Distributors generally and only on a direct selling basis and not through retail outlets except to the extent from time to time permitted by Penuel Nexus Pvt. Ltd.
ii) Recommend persons for acceptance as Penuel Nexus Pvt. Ltd. independent Distributors, subject to acceptance by Penuel Nexus Pvt. Ltd.
iii) If qualified, earn bonuses and other rewards pursuant to the Compensation Plan that will be awarded on the same basis as it allows to its independent Distributors generally in respect of legitimate sales of Penuel Nexus Pvt. Ltd. products, and not in respect of the mere introduction of new distributors Penuel Nexus Pvt. Ltd
6. I State that I cannot conduct or announce personal level business promotion activities by offering cash rewards, trips, valuables etc.
7. I state that I am not appointed as a Direct Seller of another Multi-Level Marketing Company. Penuel Nexus Pvt Ltd has the power to terminate me as Direct Seller if the company found that I am appointed as Direct Seller of any other Multi-Level Marketing company.
8. I state that I am not eligible for commission generated through my group volume to a Direct Seller without a personal purchase from the company, at least once in a month. Also I am not eligible to pay commission against the recruitment of people.
9. I state that I am not eligible for commission before the sale is completed (by raising the invoice) like giving products/service/discount/gift vouchers instead of giving product directly.
10. I state that I am not convicted or facing trial under Prize Chit and Money Circulation Schemes (Banning) Act, 1978.
11. If I promote similar kind of Product / Business Opportunity, my distributorship will no longer be valid.
12. Penuel Nexus Pvt. Ltd. will not treat me as an employee for state tax purposes.
13. TDS and any other applicable charges will be deducted by the Company as per the prevailing norms set by the Govt. of India.
14. Penuel Nexus Pvt. Ltd. may be required to amend the Agreement from time to time. Penuel Nexus Pvt. Ltd. agrees to notify me of the amendments, which I may accept or reject. If I reject the amendments, I agree that Penuel Nexus Pvt. Ltd. may choose not to renew the Agreement when its term expires.
15. The term of this Agreement is one year, subject to earlier termination in accordance with this Agreement or in accordance with law. I may renew the Agreement when notified by Penuel Nexus Pvt.Ltd. Penuel Nexus Pvt. Ltd. may refuse to renew this Agreement for any reason. If this Agreement is not renewed, or if it is terminated for any reason, I understand that my right to sell Penuel Nexus Pvt. Ltd. products and receive Bonuses in respect of my activities as an independent Distributor will cease.
16. Penuel Nexus Pvt. Ltd. reserves the right to terminate this Agreement: (1) at any time upon 30 days notice if Penuel Nexus Pvt. Ltd. elects to: (a) cease business operations; (b) dissolve as a business entity; or (c) terminate distribution of its products via direct selling channels, (2) at any time upon not less than 7 days notice and without further notice if I breach this Agreement and fail to remedy the breach before the end of the stated notice period, or (3) within two (2) months of the application date if I have failed to place any orders, order a distributor kit, or sponsor any new distributors. I may cancel this Agreement at any time, and for any reason, upon emailed notice to Penuel Nexus Pvt. Ltd. at firstname.lastname@example.org. From my email account on record with Penuel Nexus Pvt. Ltd.
17. License to use the intellectual property Penuel Nexus Pvt. Ltd. grants to me a non-exclusive, royalty free, revocable sub- in Penuel Nexus Pvt. Ltd.'s licensed name, logo, trade marks (whether registered or unregistered), and other intellectual property rights in any materials or documents supplied by Penuel Nexus Pvt. Ltd. pertaining to the subject matter of this Agreement for the purpose of promoting the products and sourcing potential customers. I agree that Penuel Nexus Pvt. Ltd. may impose restrictions on my use of Penuel Nexus Pvt. Ltd.'s licensed name, trade names and trademarks, logos and other intellectual property and advertising in order to protect the rights, reputation and image of Penuel Nexus Pvt. Ltd., and that such restrictions are applied to all independent Distributors generally. I also agree to not apply singly or in association with any other party for registration of any intellectual property licensed or owned by Penuel Nexus Pvt. Ltd. capable of registration but not registered and to give all reasonable assistance, at Penuel Nexus Pvt. Ltd. `s reasonable cost, to assist Penuel Nexus Pvt. Ltd. to register any such intellectual property.
18. I may not assign any rights or delegate my duties under the Agreement without the prior written consent of Penuel Nexus Pvt. Ltd. Any attempt to transfer or assign the Agreement without the express written consent of Penuel Nexus Pvt. Ltd. renders the Agreement voidable at the option of Penuel Nexus Pvt. Ltd. and may result in termination of my business.
19. To the maximum extent permitted by law, Penuel Nexus Pvt. Ltd., its parent or affiliated companies, directors, officers, shareholders, employees, assigns, and agents (collectively referred to as "affiliates"), shall not be liable for, and I release Penuel Nexus Pvt. Ltd. and its affiliates from, all claims for consequential and exemplary damages for any claim or cause of action relating to the Agreement. I further agree to release Penuel Nexus Pvt. Ltd. and its affiliates from all liability arising from or relating to: (a) my, or any other Distributor's, breach of the Agreement; (b) the promotion or operation of a Penuel Nexus Pvt. Ltd. Business by me or any other Distributor and any activities related to it, including, but not limited to, the presentation of Products or the Compensation Plan, the operation of a motor vehicle, the lease of meeting or training facilities, etc., and agree to indemnify Penuel Nexus Pvt. Ltd. and its affiliates for any liability, damages, fines, penalties, or other; (c) any incorrect data or information provided by me or any other Distributor to Penuel Nexus Pvt. Ltd. ; (d) my, or any other Distributor's, failure to provide any information or data necessary for Penuel Nexus Pvt. Ltd. to operate its business; or (e) awards arising from any unauthorised conduct that I undertake in operating my business. I further agree to indemnify Penuel Nexus Pvt. Ltd. for any liability, damages, fines, penalties or other awards arising from any unauthorised conduct that I undertake in operating my Penuel Nexus Pvt. Ltd. business. Any such expenses for conduct of meeting or business activity to be done with prior written approval from the company only.
20. The Agreement, in its current form and as amended by the Company, constitutes the entire contract between the Company and myself. Any promises, representations, offers, or other communications not expressly set forth in the Agreement are of no force or effect.
21. Any variation or waiver by Penuel Nexus Pvt. Ltd. of any breach of the Agreement must be in writing and signed by an authorised officer of Penuel Nexus Pvt. Ltd. . Waiver by Penuel Nexus Pvt. Ltd. of any breach of the Agreement by me shall not operate or be construed as a waiver of any subsequent breach.
22. If any provision of the Agreement is held to be invalid or unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable and the balance of the Agreement will remain in full force and effect.
23. Penuel Nexus Pvt. Ltd. is not responsible for delays in the performance of its obligations under this Agreement when performance is made commercially impracticable due to circumstances beyond its reasonable control.
24. This Agreement will be governed by and construed in accordance with the Indian laws without regard to principles of conflicts of laws.
25. The parties consent to jurisdiction and venue before the courts of Ernakulam jurisdiction only, for purposes of enforcing an award by an arbitrator or any other matter not subject to arbitration.
26. If a Distributor wishes to bring an action against Penuel Nexus Pvt. Ltd. for any act or omission relating to or arising from the Agreement, such action must be brought within ninety (90) days from the date of the alleged conduct giving rise to the cause of action. Failure to bring such action within such time shall bar all claims against Penuel Nexus Pvt. Ltd. for such act or omission. Distributor waives all claims that any other statutes of limitations apply.
27. In order to be eligible for the payment of bonuses as described in the Compensation Plan, proof of address is required for Indian citizens (non -citizens are prohibited by law from participating). Failure to provide satisfactory proof of address within 15 days of entering into this Agreement shall be deemed a breach and Penuel Nexus Pvt. Ltd. may terminate the Agreement without notice.
28. All money's paid under the Penuel Nexus Pvt. Ltd. Compensation Plan shall be paid as A/C payee transactions only as Indian Currency and shall be paid to duly registered Penuel Nexus Pvt. Ltd. Distributorships only.
29. It is prohibited that you indulge in Social Networking sites mentioning Inappropriate content about Penuel Nexus Pvt Ltd, its products, its ranks and its leaders your membership will be no longer valid.
30. Once any distributor is found guilty of having dual distributorship both such ID's will be terminated If a distributor gets involved with legal dispute with the company his distributorship will be on hold till the dispute is settled.
31. Penuel Nexus Pvt Ltd distributorship is for distributing its products and earns retail profit, appointing distributors under you is optional and not mandatory. Penuel Nexus Pvt Ltd will not be liable for any disputes arising on the same.