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Terms and Conditions

Ps smartvision enterprises pvt. Ltd . Executive (s) agreement terms and conditions

This ps smartvision enterprises pvt.Ltd. Executive Agreement (“Agreement”) shall be deemed to be effec-tive and valid from the date of confirmation of a Person as an executive of (“Ps smartvision enterprises pvt. Ltd .”) i.e. Ps Smartvision Enterprises Pvt. LIMITED (Ps smartvision enterprises pvt. Ltd  IS THE REGISTERED TRADEMARK OF Ps Smartvision Enterprises Pvt. Ltd.) Pursuant to execution of the Independent Distributorship Form (“Form”), by  Ps smartvision enterprises pvt. Ltd, which shall be deemed to be incorporated hereunder.

By successfully executing the Form, You hereby agree to be bound by the terms and conditions of this Agreement and give Your irrevocable consent to the process of selling the products of Ps smartvision enterprises pvt. Ltd (“Products”) in the manner stipulated herein, and any appropriate changes that may be made to the terms and conditions of this Agreement by, Ps smartvision enterprises pvt. Ltd including due to any legal or regulatory requirement, business exigencies, instructions from any judicial or a quasi-judicial body or due to any natural calamity beyond the reasonable control of Ps smartvision enterprises pvt. Ltd , its affiliates and asso-ciates or for any other reason.

For the purposes of this Agreement, the term “You” and wherever the context so requires “Your” shall mean any natural or legal person who is an Executive, as defined in Section 1.1 and 3.7 of the “Procedures” document. The term Person includes any resident indi-vidual, sole proprietorship, unincorporated association, unincorporated organization, body corporate, corporation, company, partnership, limited liability company, limited liability, joint venture or any other resident entity or organisation. It is herein clarified that this Agreement shall stand automatically terminated in the event of termination of the partnership private ltd of an Independ-ent, Executive if such Executive is registered as a private Ltd with Ps smartvision enterprises pvt. Ltd Additionally, in the event of any change in the constitution of a partnership firm registered as an Independent Distributor, this Agreement and the Account (defined below) of such Executive on the Website shall be automatically terminated, unless expressly permitted otherwise by Ps smartvision enterprises pvt. Ltd.

You acknowledge that you have read, understood and agreed to be bound by the this Agreement at all times. By executing the Form, You have also agreed and accepted to be bound by the terms and conditions incorporated in the “Policies and Procedures”, Ps smartvision enterprises pvt. Ltd Marketing Guidelines” and   Ps smartvision enterprises pvt. Ltd Business Plan which has been accepted by you and shall be deemed to be a part of this Agreement and in the event of any conflict between this Agreement and any aforesaid Policies, this Agreement shall prevail. If You do not wish to adhere to the terms and con-ditions herein or any of the terms of the Policies, please do not execute the Form or forthwith ter-minate this Agreement in accordance with Clause 11. It is clarified that the Executive, shall exclusively market, sell and distribute only the Products of Ps smartvision enterprises pvt. Ltd unless otherwise expressly agreed in writing by Ps smartvision enterprises pvt. Ltd.

  1. Subject to this Agreement, Ps smartvision enterprises pvt. Ltd hereby appoints the executive and the executive hereby accepts its appointment on a principal-to-principal, non-exclusive basis to use, promote and resell the Products in India.
  2. Upon executing the Form, You agree to registering on the Ps smartvision enterprises pvt. Ltd  website, available at [www.SmartVision4u.in] (“Website”) with a unique executive ID and password (“Account”). In the event of any discrepancy between the terms of this Agreement and the Website, the terms of this Agreement shall prevail. You agree that You shall not be entitled to register with more than one Account on the Website for any reason whatsoever. In the event Ps smartvision enterprises pvt. Ltd has reason to believe that You or any Person on behalf of You has activated more than one Account, this Agreement shall forthwith be deemed to be terminated. In the event this Agreement is terminated for any rea-son whatsoever, the executive shall not be eligible to apply for a position as an Executive, for a period of 6 (Six) months from the date of termination or for such period as Ps smartvision enterprises pvt.Ltd  may in its sole discretion decide.
  3. Simultaneous to or within 15 (Fifteen) days from the date of executing the Form, You agree to submit the physical copies of the following documents (“Registration Documents”)to

Ps smartvision enterprises pvt. Ltd at its registered office located at [Mention Details] and the same shall be acknowledged by Ps smartvision enterprises pvt Ltd..in writing:

(a) Duly executed version of the Form;

(b) Photograph;

(c) A self-attested PAN card copy;

(d) A self-attested cancelled blank cheque, as of the date of execution of the Form; and

(e) A self- attested copy of the address proof.

  1. In the event Ps smartvision enterprises pvt.Ltd  does not receive the Registration Documents within the afore-said 14 (Fourteen) day period, the Form shall be deemed to be terminated and Your Account shall au-tomatically stand terminated, without any further liability on Ps smartvision enterprises pvt.Ltd  Further, Ps smartvision enterprises pvt .Ltd.may re-ject the Form, in whole or part for any reason, at its discretion, including but not limited to the Form containing incomplete, inaccurate, false or misleading information. Any alteration or modification of the Form will be subject to rejection. For the avoidance of doubt, this Agreement shall be effective and valid from the date of acceptance of the Form by Ps smartvision enterprises pvt..Ltd
  2. The company executive hereby confirms that he/she has entered into this Agreement as an independent contractor. Nothing in the Agreement shall establish an employment relationship, or any other labour relationship between the Exective  and Ps smartvision enterprises pvt Ltd  . This is not an exclusive arrangement from Ps smartvision enterprises pvt Ltd and Ps smartvision enterprises pvt  Ltd.reserves the right to enter an arrangement similar to the arrangement contemplated under this Agreement with other Persons, at its discretion.
  3. Upon any modification or alteration of the Agreement or the Form, the latest revised version of the Agreement shall be effective and binding on the executive on the earlier of (a) it being reflected on the Website; or (ii) in any communication sent to the executive by Ps smartvision enterprises pvt Ltd. Continuation by the executive to perform its/his/her obligations under this Agreement or non-termination of the Agreement in accordance with the process detailed hereunder, shall be deemed acceptance to the modified or changed Agreement or Form.
  4. Ps smartvision enterprises pvt.Ltd  shall not be responsible for the conduct of executive for any reason whatsoever. Additionally, Ps smartvision enterprises Pvt.Ltd. shall be solely responsible for any complaint, dispute, claim regarding the Products sold by the executive not liability of the company . .
  5. REPRESENTATIONS AND WARRANTIES OF THE EXECUTIVE

The Independent Distributor hereby represents and warrants that:

(i) He/she/it is authorised under applicable law to enter into and execute this Agreement;

(ii) He/she/it is not an existing executive of Ps smartvision enterprises pvt. Ltd.

(iii) He/she/it has not entered into an agreement with any other third party which conflicts with its obligations hereunder;

(iv) He/she/it has taken and completed all statutory, legal, regulatory, corporate and other ap-provals as may be required for the transactions contemplated under this Agreement;

(v) The personal information submitted to Ps smartvision enterprises pvt.Ltd. by the Executive under the Form or the Account is true and accurate to the best knowledge of theExecutive ;

(vi) He/she/it (or its directors, as maybe applicable) is not part of any ending civil or criminal proceedings under any court of law; and

(vii) He/she/it has read, understood and agreed to be bound by the terms and conditions of the Policies, Rules & Regulations of company as applicable.

  1. ACHIEVERS CLUB TERMS AND CONDITIONS:

Achievers CLUB is a promotional program offered to achievers to reward them from time to time with different incentives.

Entry into Achievers CLUB is not mandatory and upon purchase of the product the membership into the CLUB will be offered on a complementary basis by Ps smartvision enterprises pvt Ltd.

The entry into CLUB and the rewards thereof are offered by Ps smartvision enterprises pvt.Ltd. on its own descretion and they cannot be construed as a right of The Independent Business Owner and enforced on Ps smartvision enterprises pvt.Ltd  Ps smartvision enterprises pvt.Ltd. reserves the right to add/remove or modify any of the rewards or incentives from time to time.

Ps smartvision enterprises pvt.Ltd . Will deduct any applicable Govt. taxes from the rewards from time to time as per prevail-ing laws.

11.SIMULATION AND TRIMMING

Simulation and trimming applies for Team Pair Income whenever the reserve levels hit critical pro-portions as per the discretion of Ps smartvision enterprises pvt.Ltd.

The Independent executive hereby undertakes and covenants that he/she/it shall:

(i) Ensure that the Policies are adhered to at all times;

(ii) Ensure that the pricing of the Products are not above the maximum retail price of the rele-vant Product;

(iii) Ensure that he/she/it does not represent the Product in any manner other than as provided in the respective Product brochure;

(iv) Ensure that he/she/it does not infringe the intellectual property rights of Ps smartvision enterprises pvt.Ltd.

(v) Ensure that he/she/it does not misrepresent the benefits, side-effects, constituents or in-gredients of the Products of the company.

(vi) Ensure that he/she/ it is in compliance with applicable law at all times;

(vii) Ensure that the personal information provided to Ps smartvision enterprises pvt.Ltd  during the validity of this Agreement and the Account is true and accurate to the best knowledge of the executive

(viii) Ensure that he/she/it conducts him/her/itself in a workmanlike manner, without causing any harm to the reputation of Ps smartvision enterprises pvt.Ltd. or its Products;

(ix) Shall not enter into any arrangement similar to the arrangement contemplated under this Agreement with any other entity or Person during the term of this Agreement;

(x) Shall provide a compliance certificate on a quarterly basis, as may be required by Ps smartvision enterprises pvt.Ltd.

(xi) Maintain the confidentiality of the information provided by Ps smartvision enterprises pvt.Ltd at all times;

(xii) Not use market or sell the Products in any manner which may cause any adverse effect to Ps smartvision enterprises pvt.Ltd .and

(xiii) Not modify, reverse engineer or alter the Products and the intellectual property rights of Ps smartvision enterprises pvt.Ltd .in any manner whatsoever.

  1. TERMINATION AND SET-OFF

(i) Either of the parties to this Agreement may terminate the Form and this Agreement, without cause, by giving the other party a written notice by Ps smartvision enterprises pvt.Ltd.

(ii) Upon termination of this Agreement, the Account of the executive shall be de-activated automatically and he/she/it shall return, within a period of 2 (Two) days from the date of termination, the marketing material, confidential information of Ps smartvision enterprises pvt.Ltd .including any copies thereof, and shall immediately stop using the trademarks, trade names, brand names, service marks or logos of Ps smartvision enterprises pvt.Ltd for the promotion and sale of the Products of company.

Upon termination of this Agreement, in the event that You have not paid any sum or sums which are due and payable to Ps smartvision enterprises pvt.Ltd .either in the capacity of an executive or otherwise,  Ps smartvision enterprises pvt.Ltd .shall have the right at its sole discretion to reduce Your indebtedness by setting off against each indebtedness any sums due and payable to You by Ps smartvision enterprises pvt.Ltd. or any of its affiliates.

  1. PAYMENT

13.1 All payments as applicable must be made by demand draft Neft ,Cheque in favour of M/s. Ps Smartvision Enterprises Pvt. Ltd., payable at satara,Maharashtra. Cash payments may only be accepted at the corporate office of Ps smartvision enterprises pvt.Ltd .and other offices (Branches designated time to time. Additionally, payment will also be accepted through normal banking channels.

13.2 The pay-outs to the executive shall be as per the “Ps smartvision enterprises pvt.Ltd .Business Plan”. The co-applicant acknowledges and agrees that Ps smartvision enterprises pvt.Ltd .shall deal exclusively with the primary applicant in respect to all business matters and also pay the pay-outs and/or any other in-centives to and in the name of the primary applicant. The executive shall directly comply with the confidentiality obligations provided under the Policies and Procedures of Ps smartvision enterprises pvt.Ltd .Any incentives indicated as payable/paid to the executive by Ps smartvision enterprises pvt.Ltd .under the Business Plan is inclusive of all service tax and other taxes/levies on the transaction The executive must make requisite arrangements to pay all applicable taxes. Ps smartvision enterprises pvt.Ltd .shall be entitled to deduct tax deducted at source, at applicable rates from time to time as per low regarding of india.

  1. PRICING AND AVAILABILITY

14.1 Ps smartvision enterprises pvt.Ltd. reserves the right, at its discretion, to change the prices and availability of the Products without prior notice. The price of each Product represents the full retail price of the Prod-uct, reflected in Indian National Rupees, as per standard industry practice and is inclusive of all applicable charges, cess, levies and taxes, unless specified otherwise.

14.2 Ps smartvision enterprises pvt.Ltd .has taken due care to ensure accurate Product and pricing information. In the event there is any error in the pricing of the Product or typographical error on the availability and Product information, Ps smartvision enterprises pvt.Ltd .shall have the right, at its discretion, to either contact You for in-structions or cancel Your order and notify You of such cancellation.

  1. MARKETING AND USE OF BRAND NAME

15.1 The executive shall, at its own cost and expense, carry out marketing and promotional activities as may be required for the purpose of sale of the Products, subject to such executive following the Ps smartvision enterprises pvt.Ltd .on the website of the company Marketing Guidelines. For the avoidance of doubt, it is clarified that no marketing material may be used or created by the executive for marketing, displaying ot selling the Products without the prior written approval of Ps smartvision enterprises pvt.Ltd.

15.2 Ps smartvision enterprises pvt.Ltd .hereby not  grants the  executive  a limited, royalty-free, non-exclusive, non-transferable, revocable right or license to use Ps smartvision enterprises pvt.Ltd. trademarks, trade names, brand names, service marks or logos solely for the use of the same in marketing the Products, during the term of this Agreement.

  1. INTELLECTUAL PROPERTY

16.1 The executive acknowledges that the intellectual property rights with respect to the Products will remain the exclusive property of Ps smartvision enterprises pvt.Ltd.. Neither the executive nor any of its representatives or agents shall alter or copy the design of the Products, trademark, trade name or other proprietary notices, symbols, marks or labels appearing on the Products or otherwise infringe the intellectual property rights of Ps smartvision enterprises pvt.Ltd.. This Agreement does not grant any right of ownership in the Products to the executive. The executive hereby acknowledges it will not remove any copyright or other proprietary rights notices contained in the Products or marketing material provided to it by Ps smartvision enterprises pvt.Ltd .and shall not make application to any authorities for registration of any intellectual property rights for any work created using the logo of Ps smartvision enterprises pvt.Ltd .or any other property belonging to Ps smartvision enterprises pvt.Ltd .No rights in the products are granted to the executive except the limited license contained in this Agreement. Any right, title or interest arising in any compilation or derivative work created using the intellectual property rights of Ps smartvision enterprises pvt.Ltd .shall not entitle the executive to use such intellectual property rights, except as specifically permitted hereunder. All rights in such derivative or compilation work created by executive using the intellectual property rights of Ps smartvision enterprises pvt.Ltd .shall vest entirely with Ps smartvision enterprises pvt.Ltd.

16.2 The executive agrees to promptly notify Ps smartvision enterprises pvt.Ltd .in writing upon its discov-ery of any unauthorised use or infringement or potential infringement of the intellectual property rights in the Products by any third party.

  1. INDEMNITY

The executive hereby indemnifies and agrees to keep indemnified and harmless Ps smartvision enterprises pvt.Ltd .its officers, employees, directors, shareholders, customers and agents from and against any and all claims, damages, costs, expenses, including attorney’s fees, arising out of or in con-nection with (i) breach of representations warranties and covenants under this Agreement; (ii) breach of applicable law; (iii) use/misuse/infringement of the intellectual property rights of Ps smartvision enterprises pvt.Ltd .and (iv) non-compliance with the Ps smartvision enterprises pvt.Ltd .Marketing Guidelines, Policies and Proce-dures and the Ps smartvision enterprises pvt.Ltd .Business Plan. The executive shall pay the indemnity amount to Ps smartvision enterprises pvt.Ltd .within 14 days from the date of request.

  1. LIMITATION OF LIABILITY

Ps smartvision enterprises pvt.Ltd .does not provide a warranty, implied or otherwise, on the Products to be purchased by the executive and shall not be liable for the Products in any manner whatsoever. Notwithstanding anything to the contrary contained in this Agreement or the Form, in no event shall    Ps smartvision enterprises pvt.Ltd. be not liable to You or any other party seeking damages under this Agreement or the Form, whether in contract, tort (including negligence) or otherwise, for any special, indirect, incidental, punitive or consequential losses, damages, costs or expenses whatsoever, including without limita-tion damages related to loss of profits or of contracts, losses of business or of revenues, losses of operation time or goodwill or reputation. Ps smartvision enterprises pvt.Ltd .aggregate liability under or in connection with this Agreement or the Form (whether in contract, tort including negligence or otherwise), the date the claim arises.

  1. NOTICE

All notices, requests and other communications under this Agreement shall be in writing, in English. Any notice or information/document or communication to be served under this Agreement may be served upon either party hereto only by email or courier or posting by registered post or delivering by hand or through facsimile transmission. The notice or demand to be served on the party should be served at its address, facsimile number mentioned in the Form. Ps smartvision enterprises pvt.ltd. m/s hotel preeti executive commercial complex plot no p-8/1, gala no ff-8/9 midc satara-415003 Maharashtra India

 

 

  1. GOVERNING LAW AND JURISDICTION

20.1 This Agreement shall, in all respects be governed by and construed in accordance with the laws of India and subject to Clause 20 below, the courts at satara shall have the sole and ex-clusive jurisdiction to entertain any disputes that may arise hereunder.

20.2 The parties hereto undertake to use their best efforts to resolve amicably any dispute arising out of or in connection with this Agreement or the Form and the interpretation thereof through consultation in good faith and mutual understanding, provided that such consultation shall not prej-udice the exercise of any right or remedy of either party hereto by any such party in respect of any such dispute.

21 ARBITRATION

21.1 In the event the parties hereunder are unable to resolve a dispute through amicable settle-ment pursuant to Clause 19 above within [15 (fifteen)] days from the date a party raises a dispute, the dispute shall be submitted to final and binding arbitration at the request of either of the parties upon written notice to that effect to the other.

21.2 Such arbitration shall be in accordance with the Arbitration and Conciliation Act, 1996 and shall be held at satara. All proceedings of such arbitration shall be in the English language. The arbitration shall be conducted by a sole arbitrator to be appointed in accordance with the provisions of the Arbitration and Conciliation Act, 1996. If the parties are unable to mutually agree upon the sole arbitrator within [30 (thirty)] days from the date of request for arbitration by either party, the arbitration panel shall consist of 03 (three) arbitrators, with Ps smartvision enterprises pvt.ltd. and the executive empowered to appoint one arbitrator each and the third arbitrator shall be appointed by two of the other arbitrators.

22 FORCE MAJEURE

If Ps smartvision enterprises pvt.ltd. performance or any of its obligations hereunder is prevented, restricted or interfered with by reason of fire, flood or other casualty, accident, illness, strike or labour disputes, war or other violence, any law or regulation of any Government, or any act or condition whatsoever be-yond its reasonable control (each such occurrence being hereinafter referred to as “Force Majeure Event”), then Ps smartvision enterprises pvt.ltd.shall be excused from such performance to the extent of such prevention, restriction and interference. Payment obligations of the executive to Ps smartvision enterprises pvt.ltd.under this Agreement shall not be subject to this Clause 21.

23 SEVERABILITY

In case any one or more of the provisions contained in this Agreement or the Form shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect the other provisions of this Agreement or the Form, and relevant provisions shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. Any invalid or unenforceable provision of this Agreement or the Form shall be replaced with a provision, which is valid and enforceable and most nearly reflects the original intent of the unenforceable provision.

24 CONFIDENTIALITY AND NON-DISCLOSURE

24.1 The executive shall during the term of this Agreement and thereafter keep all information and other materials exchanged with Ps smartvision enterprises pvt.ltd.in relation to the transactions contem-plated by this Agreement confidential (including all information concerning the business transac-tions, business model, client, marketing material, Product details/information, customers, prospec-tive customers and the financial arrangements relating Ps smartvision enterprises pvt.ltd.), which was either designated as confidential or which was by its nature, confidential (the “Confidential Information”), and shall not without the prior written consent of Ps smartvision enterprises pvt.ltd. divulge such information to any other person or use such Confidential Information other than for carrying out the purposes of this Agreement.

24.2 For the purposes of this Agreement, Confidential Information shall not include:

(a) information that is in the public domain as on the date of this Agreement;

(b) information that is generally available to the public otherwise than as a breach of this Agreement; and

(c) Information that the executive is under an obligation to disclose, pursuant to applicable law. However, the executive shall provide sufficient documentary evidence to the Company regarding the specific requirement under the applicable law.

24.3 No announcements or other disclosures concerning the transactions forming the subject matter of this Agreement or any terms and conditions hereof shall be made by the executive , without agreed by  Ps smartvision enterprises pvt.ltd. in writing.

  1. ENTIRE AGREEMENT

This Agreement, the Form, including the Policies hereto, constitutes the entire agreement between the You and Ps smartvision enterprises pvt.ltd. and shall supersede any and all previous agreements, written or oral by the parties hereto in relation to the subject matter hereof.

25.CODE OF CONDUCT

25.1 EXECUTIVE at all times PS SMARTVISION ENTERPRISES PVT.LTD. The code of onduct as to be followed. The Company has the right to terminate the EXECUTIVE ship at any time for any violation. After the nomination, EXECUTIVIES Is expected to take the following resolutions:

  1. I will follow the highest level of honesty and integrity in business.
  2. I will present COMPANY's Marketing Plan correctly and honestly, which clearly demonstrates the effort needed to achieve success Will go.
  3. I will not make negative or derogatory remarks about company, its products, officers, employees or other people. I will respect the company and direct selling business.
  4. I will not sell products through retail outlets.
  5. I will not incitement, encourage, and will not be involved in the downlines for bonus discount / commission refund amount to become more competitive in terms of price.
  6. I will not use company's tread name (s), information literature advertising material, and other groups of people or other resources including intellectual property to tell and promote the interests of an organization other than the company....
  7. I will try to ensure that my clients and partners are satisfied with the products of the company and my service.
  8. I will follow the rules and regulations of the executive at all times.
  9. I will not do any hindrance in promoting the company's business by damaging the company and partner executive.
  10. I will not do any such work during and after I remain with the company, the company has adverse effects on the company, its reputation and business.
  11. If I tell and promote the interests of any other entity other than the company, then I give the company the right to terminate my executive id.

25.2 Cross sponsoring

   of the executive ship will not be allowed. In this context, cross sponsoring means:

  1. Registering a current executive for another group.
  2. Registering the wife then when the husband is already an executive or vice versa.
  3. To run your executive ship, register under another sponsor, while its executive ship is still valid.
  4. Allow other people or relatives to use their executive ship to do business.

25.3 Inactive executive

 In the case of not giving any order of any executive in the last 3 months, without considering the level achieved, it will be considered as 'passive executive' and the company has the right to decide (including terminating) the decision regarding its executive ship. Is safe. After the passive period has passed, the executive id, the last id

 
 
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