These Terms and Conditions are to be read together with the VBO Application (Form- the "Application').They become binding if and when Veurinse International Pvt. Ltd. (From herein after “Veurinse”), in its sole discretion, accepts the Application pursuant to Clause 2 here in and Section 3 of the Rules of Conduct for Veurinse Business Owner (the "Rules of Conduct" or the "Rules").
- a) Cooling Off Period: shall, subject to Clause 9, mean a period of 60 days from the date of acceptance of this VBO application by Veurinse within which period any new VBO/Distributor shall be entitled to terminate this Contract without penalty and be entitled to refund of price of products or materials purchased from Veurinse franchisee as per section 4.2 of rules of Conduct, upon return of such products or materials in saleable condition.
(b.) VBO: shall mean a person appointed by Veurinse on a principal-to-principal basis through this VBO Contract to undertake sale, distribution and marketing of Veurinse products within the Territory. A VBO may introduce or sponsor further levels of VBOs and support them to build their direct selling business of Veurinse goods & services.
(c.) VBO Contract: in accordance with Rule 2.1 of the Veurinse Rules of Conduct shall mean and include the following:
- The VBO Application Form;
- These Terms and Conditions forming part of the VBO Application;
iii. The Veurinse Business Plan;
- The Rules of Conduct for Veurinse Business Owner;
- The Veurinse Refund Policy;
- The Quality Assurance Standards;
As amended from time to time. Veurinse may notify any such amendments on its website, www.Veurinse.com.
(d.) Saleable: shall mean marketable, unused, not expired, not seasonal, discontinued or special promotional products and/services.
(e.) Territory: shall mean the Republic of India.
(f.) Effective Date: shall mean the date of submission of the duly filled VBO Application, subject to Approval by Veurinse International Pvt. Ltd.
Distributorship/ Direct Selling, Veurinse appoints, as of the Effective Date, the individual(s) identified in the above VBO Application, or if applicable, the legal entity listed therein (the "Entity"), as a VBO of Veurinse Products and services, and the Applicants (here in after individually or collectively referred to as the "VBO or Distributor") agree(s) to such appointment. As of the Effective Date and upon receipt of ordering information and completion of any required formalities, the Distributor may, on a non-exclusive basis, within the Territory as may be communicated by Veurinse, and otherwise in accordance with the VBO Contract, purchase Veurinse Products from Veurinse in order to sell, distribute and market the same.
- Duration: This VBO Contract, shall remain valid and continue to remain in full force unless terminated earlier by either Party with or without cause as given herein below in Clause
- No Employment Relationship: The Distributor hereby confirms that he/she/they has or have entered into this VBO Contract as an independent contractor. Nothing in the VBO Contract shall establish either an employment relationship or any other labour relationship between the Parties or a right for the Distributor to act as a procurer, broker, commercial agent, contracting representative or other representative of Veurinse. When purchasing and selling Veurinse Products, the Distributor shall operate as an independent vendor, acting in his/her/their own name, at his/her/their own responsibility and for his/ her/ their own account.
- No Assignment: This VBO Contract is intuit personae entered into on a personal basis, and neither this VBO Contract nor any of the rights or obligations of the VBO/Distributor arising here under may be assigned or transferred without the prior written consent of Veurinse.
Representative(s): The Co-Applicant/Authorized Representative(s) acknowledge(s) that Veurinse will
deal exclusively with the Primary Applicant/ First Authorized Representative in respect of all Veurinse
Business matters, and also pay commissions and/or any other incentives to and in the name of the
Primary Applicant/Entity only.
- Payments and Bank Accounts: Veurinse will make all payments on account of commissions, discounts, returns or refunds etc. through bank transfer in favour of the Primary Applicant/ Entity only as per the details provided in the VBO Application or as may be updated by the Primary Applicant/Entity in writing from time to time. The bank account must be opened and operated in full compliance with Indian law.
Obligations of VBOs:
(a.)The VBO/Distributor shall not sell any Veurinse Product for a price exceeding the Maximum Retail Price mentioned on the labels of the Veurinse products.
(b.)The VBO/Distributor shall, throughout the validity of this VBO Contract, strictly adhere to all applicable laws, regulations and other legal obligations that affect the operation of his/her/their Business. The Distributor shall be responsible for obtaining any applicable registration, license, approval or authorization, a copy of which shall be provided to Veurinse upon request.
(c.)VBOs for Veurinse shall:
- Always carry their identity card and not visit the consumer's premises without prior appointment / approval;
- truthfully and clearly identify themselves and state the purpose of solicitation to the prospective consumer and state the identity of Veurinse, provide complete explanation and demonstration as well as description of the nature of products and services being offered for sale, provide details of prices, terms of payment, return policies, after-sales service, complaint redressal mechanism etc.;
iii. Provide a bill and receipt to the consumer for orders placed;
- Subject to applicable legal requirements, maintain proper books of accounts in prescribed forms;
(d.)VBOs for Veurinse shall not:
- use misleading, deceptive or unfair trade practices for sale or recruitment of prospective VBOs;
- Require or encourage other VBOs to purchase Veurinse products or services in unreasonably large quantities;
iii. Provide any literature and/or training material, not restricted to collateral issued by Veurinse, to a prospective and/or existing VBO which have not been approved by Veurinse;
- Require prospective or existing VBOs to purchase any literature or training material or sales demonstration equipment.
- Strictly adhere to, inter alia, the Veurinse Rules of Conduct for VBOs.
- Termination of the VBO Contract.
The VBO may without assigning any reason, after giving written notice to Veurinse terminate this Contract with immediate effect and this contract would be terminated automatically. An VBO shall not be entitled to purchase Veurinse products or services upon serving the notice.
In addition to the above:
(a.) Veurinse may terminate this VBO Contract forthwith in case:
- the VBO violates the provisions of the Rules of Conduct;
- for reasons of non-performance of sales of Veurinse products and services as per the targets defined from time to time, if any, ;
iii. for the breach of any provision hereof including but not limited to non-compliance to Rule 4 of the Veurinse Rules of Conduct;
- For the breach of Direct Selling guidelines published by the Government of India or any State Government;
- due to misrepresentation by the VBO to any consumer or prospective VBO;
- due to legal, regulatory or other developments that require material operational changes within the Territory, in which case Veurinse may, if regulatory conditions allow, endeavour to restructure the contractual relationship with the VBO on such terms and conditions as are then practical and legally permissible.
(b.) Veurinse shall also have the right to terminate this contract by giving 30 days’ notice in writing if a VBO fails to make any purchase or sale of Veurinse products or services for a consecutive period exceeding 12 months. Veurinse may from time to time amend any of the documents comprising the VBO Contract through notice on its website, www.Veurinse.com. If the VBO/ Distributor does not agree to be bound by such amendment(s), he/she/they may terminate the VBO Contract with immediate effect by giving a written notice to Veurinse. Otherwise, the Distributor's continued relationship with Veurinse constitutes an affirmative acknowledgment by the Distributor of the amendment(s), and his/her/their agreement to be bound by the same.
- Severability, If any provision of these Terms and Conditions is declared invalid or
unenforceable, the remaining provisions shall remain in full force and effect.
- Governing Law, The VBO Contract and all questions of its interpretation shall be governed by and construed in accordance with the laws of the Republic of India, without regard to its principles of conflicts of laws. The Agreement is civil in nature and hence, it is to be governed and construed in accordance with the Indian Contract Act, 1872, the Code of Civil Procedure and other applicable laws of India.
- Dispute Settlement. The parties shall endeavour to settle any dispute or difference arising out of or in connection with the VBO Contract through mutual discussions within 30 days of such dispute arising. The VBO agrees that in the event it is not satisfied by any decision of Veurinse, or in the event that any issue raised by the VBO has remained unresolved for a period of more than two months, and or during the subsistence of this agreement or upon or after its termination, any issue or dispute that the VBO may have regarding the interpretation or operation of the clauses of this arrangement or any issues arising there from shall be referred to Grievance Redressal Committee set up by the company. Any dispute, difference or claim remaining unresolved post reference to the Grievance Redressal committee discussions shall be submitted to binding arbitration under the provisions of the Indian Arbitration and Conciliation Act, 1996. The venue of such arbitration shall be at Delhi and the award of the Arbitrator will be final and binding on all Parties. Subject to the above, courts at Delhi shall alone have jurisdiction in relation to the VBO Contract and matters connected here to.
- Limitation on Liability. Veurinse's liability, whether in contractor otherwise, arising out of or in connection with this VBO Contract shall not exceed the less of:
(a) Actual damages or loss assessed by the arbitrator or any other dispute resolution mechanism adopted by the Parties,
(b) The total commission earned by the distributor during the six month period preceding the date of the dispute.