TERMS AND CONDITIONS
This Business Associate Agreement between the Nativ Business Associate(To be known as “NBA” , “you” or “Nativ Business Associate”) Marked expression stands (which expression shall unless it be repugnant to the context or meaning thereof be deemed to mean and include his/her/their legal heirs, executors, administrator and assigns) of the one part. and Arghyam Foods LLP. Which is conducting its distribution business under Brand “Nativ Farms”(“Nativ Farms”, “us“, “we“, ” our“), a limited liability partnership registered under the LLP Act, with its registered office at 103, 1st Floor, Synergy Business Park, Shahkarwadi, off Aarey Road, Goregaon East, Mumbai 400063 & LLPIN : AAV-8825 Marked expression stands (which expression shall unless it be repugnant to the context or meaning thereof be deemed to mean and include its partner/s, his/her legal heirs, executors, administrator and assigns) of the other part is entered into in consideration of the mutual promises and commitments contained herein and these Terms & Conditions and any and all documents referred to in them (collectively, the “Terms“) stipulate the Nativ Farms rules, principles and rights & obligations for Channel Partners and constitute, when you accept them, a binding agreement between Nativ Farms and you. We therefore advise you to print or save and retain a copy of these Terms.
We reserve the right to revise, rescind, modify or amend these Terms at any time. Any revision, modification or amendment to these Terms will become effective from the moment when the same is notified to you on your registered email ID. Any change sent by e-mail shall be deemed to be served on you and to your knowledge about the same. You are responsible for keeping yourself up to date with any such changes.
The following definitions are used throughout these Terms:
a) Customer of Nativ Farms or Customer: any natural person, who purchases 24Tattva Products and who, while doing so is acting wholly or mainly outside his/her trade, business, craft or profession;
b) Compensation: It includes all amounts you get as per the schedule including target incentives.
c) Trade Name; Arghyam Foods LLP is using “Nativ Farms” as its / brand conducting its Business. It will become its customer facing identity. The same Trade name may be interchangeably used in future communication while referring to various provisions of this agreement.
2.1. You will be registered as “NBA” after we have accepted your application and have granted you a unique “NBA Number”
2.2. You will be required to provide your valid Identity and Address Proof at the time of registration.
2.3. A Proprietor, Partner or Director of an applicant must be at least 18 years of age to be a an “NBA”.
2.4. This arrangement may be terminated by either party at any time after giving notice of 30 days or early determination there off.
2.7. The agreement is with you and cannot be assigned or transferred to any other person without our prior written consent.
2.8. Upon your registration:
2.8.1 You will undergo mandatory training. You also will be provided digital and physical training material.
2.8.2 Upon completion of mandatory training, you will be entitled to Register Potential Customers with us directly on the portal or any other method communicated to you.
2.8.2 Once we verify that this customer is not pursued by or serviced by any other NBA then the customer registration will be complete and you will be able to book orders for the customer.
2.8.3 In case the customer is being pursued or serviced by other NBA already than you will be informed that you cannot solicit business from this customer.
3. Dealing with Customers:
3.1 All customers will be registered by NBA on the e-commerce website _____________.com
3.2 All Customers will be placing orders directly with the company either through the e-commerce portal by themselves or through respective “NBA”.
3.3 You are expected to service current and potential customers by
- You will seek approval of any customer before visiting their premises.
- Communicating philosophy of Nativ Farms.
- Communicating Product Benefits of relevant Nativ Farms products.
- Assist Customers to place orders
- While Accepting deliveries, you will check the contents of delivery basket along with invoices, undamaged packaging and enough residual expiry period.
- Once you accept the deliveries from the pickup point any short item, damaged packaging will become your responsibility.
- Delivery products to their homes & update status at appropriate web/app
- Collect Payment on delivery if applicable & update status at appropriate web/app. Submit such payment to us as per the communicated procedure within time limit prescribed.
- Handle Customer complaints as per the protocols provided during training
- Providing us feedback and all the customer complaints
- Following any other rules and regulations for NBA which may be communicated to you from time to time.
- Providing Customer email address/ phone number of customer service desk in case they want to launch complaints directly with us.
3.4 You will never
- Act as principal purchaser and then sale any of our products in open market.
- Argue with customers and will have cordial behaviour
- Misrepresent or mislead any products to customers by conveying any benefit which is not mentioned in any written literature.
- Call customers at unearthly hours.
- Misrepresent Nativ Farms as any other religious institution or any NGO.
- Approach any potential customer without getting name cleared from us.
- Offer any rebate or discount to customer in cash or kind from your side. This does not apply to discount and schemes directly offered by us.
- Sell free samples provided to you.
- Resist request for information for details of free sample distribution.
3.5 We have full right to communicate about Nativ Farms and Nativ Farms products directly to customers as contractually all customers are customers of Nativ Farms.
3.6 We will have full right reallocate any customer to other NBA in case of customer compliant or poor performance.
4. Your Compensation
4.1 We will pay you referral fees / delivery charges for the services rendered.
4.2 Detailed schedule of payment percentages, Incentives linked to targets and frequency of payments shall be communicated to you separately time to time.
4.3 We have right to deduct amounts from your compensation for short delivery, damaged goods base on customer complaints.
4.4 We have full right to change compensation structure, Target incentives, Payment term on prospective basis.
4.5 All the payments to you will be credited to your bank account directly after appropriate tax deduction.
4.6 You will be responsible to comply with your personal tax obligation as applicable.
5. DELIVERY AND TRANSFER OF RISK
5.1 Once the products handed over to NBA at Pick up point till the time they are delivered to the customer, any damage or any shortage will be to the account of NBA.
5.2. The delayed delivery of fresh products, if resulted in spoiled goods, the responsibility will be of NBA. In case such delivery was made within stipulated time, we will bear all the cost of spoilt items.
5.3. We will not be responsible for non-delivery, wrong or late delivery of an order caused by the provision by you of incorrect or incomplete Personal Data.
5.4. We reserve the right to reject an order placed by you at any time if we reasonably suspect that you are in breach of any of the Terms.
6. YOUR OBLIGATIONS
6.1 You agree to present, promote and procure orders for Nativ Farms Products using direct-to-consumers methods only and not to sell to, sell in, demonstrate or display Nativ Farms products in any retail outlet of any nature including any retail/e-commerce website, whether in India or abroad.
6.2 You shall at all-time act as self-employed independent person and not as our employee.
6.3 You shall not have any authority to negotiate, buy, sell or generally conclude any agreements in our name or on our behalf or in the name and on behalf of any other company in the Arghyam Group.
6.4 You shall ensure that you will comply with all National Data Protection and privacy laws for all customer personal data for which you will have access.
6.5 You should carry your valid Visiting Card and /or identity card along with government recognized ID card while conducting Nativ Farms Business.
6.6 You shall uphold the image and reputation of Nativ Farms. You shall not make any statements, nor perform any acts, which might be detrimental to the image of Nativ Farms or its trade name or the Products. You shall operate in an ethical manner and not make any false, misleading or exaggerated claims about the Products.
6.7 You acknowledge that the Nativ Farms Trademarks, our trade name and logo are the property of Arghyam Foods LLP and you agree not to infringe them in any way.
6.8 Under no circumstances you are permitted to send commercial communications on behalf of us unless and until specifically allowed/requested by us.
6.9 You shall not share any training material for the service or products to any third parties without our specific approval.
7. OUR OBLIGATIONS
7.1 We will provide detailed training to you on many aspects including but not limited to the products and order processing.
7.2 We will deliver assembled customer baskets to the pickup point.
7.3 You will receive, directly by us or third party provider, any benefits/ payments due to you in accordance with the compensation structure currently in force.
7.4 To timely pay the incentive after deducting TDS. It is clarified that the incentive will be paid in accordance to the Success Plan and only on the sale of Products.
8.1 We may terminate your registration membership with immediate effect by notice in any of the following circumstances:
8.1.1 If you make any statement or provide any Personal Data that is materially inaccurate or untrue;
8.1.2 If a petition for your bankruptcy is presented to any court or if you are unable to pay your debts to us as and when they fall due;
8.1.3 If you are convicted of any crime or there is serious allegation of crime against you.
8.1.4 If you commit a breach of any of the provisions of the Terms, including the documents referenced to herein and fails to explain to our satisfaction or in case of breach capable of remedy, to remedy that breach within 15 days from the date of notice.
8.2 Your registration will expire if you have not procured an order for a consecutive period of 12 months from the date of last order placed.
8.3 Notwithstanding anything contrary contained herein, your membership shall stand terminated with immediate effect in the event of provision of an incorrect / invalid Identity and Address proof.
8.4 We shall have the right to stop your cash award/ PD/ bonus including other benefits with immediate effect in the event you are found violating the Terms or pending investigation.
9. ERRORS AND CORRECTIONS
While we use reasonable efforts to include accurate and current information on this website, we do not warrant or represent that the website will be error-free. Data entry errors or other technical problems may sometimes result in inaccurate information being shown. We reserve the right to correct any inaccuracies or typographical errors on our site, including pricing and availability of products and services, and shall have no liability for such errors. We may also make improvements and/ or changes to the site’s features, functionality, or content at any time. If you see any information or description you believe to be incorrect, please contact Customer Service whose contact details are mentioned on our website.
10. GENERAL PROVISIONS
10.1 These Terms are governed by the laws of the Territory and any disputes arising out of, or in connection with the Terms shall be submitted to binding arbitration and shall be referred to sole arbitrator appointed in accordance with the applicable law. The venue of such arbitration shall be at Mumbai and the award of the Arbitrator shall be final and binding on all parties. The Court of Mumbai shall have jurisdiction in relation to this Arbitration and any award arising therefrom.
10.2 If any provision of the Terms is held to be unlawful, void or for any reason whatsoever unenforceable, the invalidity of that provision shall not affect the validity of the rest of the Terms.
10.3 The failure of Nativ Farms to enforce any of the provisions herein shall not be deemed a waiver of their enforceability.
10.4 Unless you opt otherwise we may send you alerts, notifications, e-mail, direct mail and generally communicate with you. You can update your preferences for marketing communications from us at any time by logging into your user settings. By accepting these Terms you agree that Nativ Farms will send you any other information/ communications regarding your contract and other matters on durable medium other than paper (i.e. via e-mail or any other means addressed personally to you that allow you to store the information in a way accessible for future reference for a long enough period and that also allows you the unchanged reproduction of such information).
10.5 The notice period for any notice given under these Terms shall start on the date of the notice. If notice is given by any other means, the notice period shall start from the date of the notice. This does not apply to informing us of returns under Guarantee of Excellence Claims Policy and otherwise stated in the Terms, the time period for returns runs from the date you inform us that you wish to return the Product.
11.1 When you register, you expressly agree that Arghyam Group and its authorised third parties may store, use and process (including through automatic means) your Personal Data. We do so to comply with our obligations to you under these Terms as well.
11.2 We undertake to keep all Personal Data confidential and secure (although we reserve the right to disclose this information in the circumstances set out below). We will keep it on a secure server and we will fully comply with all applicable data protection and consumer legislation from time to time in place.
11.3.1 for processing your orders;
11.3.2 For statistical or survey purposes to improve our sites, on-line tools and our services to you;
11.3.3 for serving website content and advertisements to you;
11.3.4 for administering of our sites;
11.3.5 For communicating with you including sending you any marketing material you have not opted out of receiving.
11.4 When we provide your Personal Data to authorised third parties we will provide only such Personal Data that is needed by them to perform their services under clause 11.1. All authorised third parties are explicitly prohibited from using any Personal Data for any other purposes and from sharing any Personal Data with anyone other than us or as may be required by law.
11.5 You should be aware that if we are requested by the police or any other regulatory or government authority investigating suspected illegal activities to provide your Personal Data and /or User Information, we are entitled to do so.
11.6 You are entitled to inspect your Personal Data at any time. You can update your Personal Data by contacting Customer Experience Center.
11.7 Upon registering as an NBA you acknowledge and accept that we may send you information about offers and promotions, unless you opt out. We may analyses your Personal Data in order to provide you with offers and information better tailored to your interests and specific shopping history. By accepting these Terms you give your explicit consent to such analysis.
In the event the NBA breaches or violates any of the provision of any applicable law or policies / procedures applicable to the Nativ Farms business of the NBA, the NBA agrees to indemnify Arghyam Foods LLP for all costs including expenses, penalties, third party claims, that may accrue to us on account of any such violation/ breach by the NBA.