Distributor Agreement

 

BACKGROUND

The Company intends to create, develop, produce and distribute a range of organic skin care, home care and nutritional products for distribution by the Distributor in accordance with the MiVeda Distributor Agreement.

IT IS AGREED AS FOLLOWS:

MiVeda Pty Ltd (ABN 43008038819) and its associated subsidiary companies (eg MiVeda Marketing India Private Limited SRN B16518458) (“the Company”) and each of its registered members (“the Distributor”) agree that the below terms and conditions  shall be read in conjunction with and incorporate the policies, terms and conditions set out in the following documents in the respective websites applicable to the appropriately registered distributor.

  1. the MiVeda Compensation Plan;
  2. the MiVeda Code of Conduct;
  3. the MiVeda Administration Policy;
  4. the MiVeda Ordering Policy;
  5. the MiVeda Advertising & Promotion Policy; and
  6. the MiVeda General Conditions;

together forming a binding agreement between the Distributor and the Company (“the MiVeda Distributor Agreement").

  1. The Distributor is of legal age to enter into the MiVeda Distributor Agreement.
  2. The Distributor shall have the right to sell the products offered by the Company in accordance with the MiVeda Distributor Agreement, and specifically the Company's Compensation Plan.
  3. The Company may reasonably amend, change, alter or modify any aspect of the MiVeda Distributor Agreement at any time and the Distributor agrees to adhere to any such new amended Distributor Agreement.
  4. The terms of the MiVeda Distributor Agreement shall be one (1) year from the date of acceptance by the Company, unless earlier terminated by the Company or the Distributor in accordance with the terms of the MiVeda Distributor Agreement.
  5. Provided the Distributor is not in breach any provision of the MiVeda Distributor Agreement, the term of the MiVeda Distributor Agreement will be annually renewed on the anniversary of the commencement date of the MiVeda Distributor Agreement for a successive one (1) year period.
  6. The Distributor is an independent contractor who establishes and services customers for the Company's products.
  7. The Distributor is not an agent, franchisee or employee of the Company.
  8.  Nothing within this Agreement shall be construed as creating an agency, franchise, partnership or joint venture relationship between the Company and the Distributor.
  9. As an independent contractor, the Distributor shall: a) Sell the Company's products in accordance with the MiVeda Distributor Agreement; b) Comply with all federal, State and local laws, rules and regulations that apply to this Agreement; c) At the Distributor's own expense; obtain, make, execute or file such reports and licenses as are required by law or public authority with respect to the MiVeda  Distributor  Agreement; d) Be solely responsible for the declaration and payment of all local, State and Federal taxes that may apply to the Distributor due to the MiVeda Distributor Agreement.
  10. Failure to comply with any provision of the MiVeda Distributor Agreement may result in the suspension or cancellation of the Distributor’s membership (“Distributorship”) with the Company.
  11. A Distributor shall be entitled to cancel their Distributorship at any time and for any reason upon sending written notice to the Company.
  12. In the event that a dispute arises between the Company and a Distributor or among Distributors as to their respective rights, duties and obligations under the MiVeda Distributor Agreement, such disputes shall be exclusively resolved pursuant to the MiVeda General Provisions.
  13. No verbal or other written representations, understandings, stipulations, agreements or promises have been made relating to the subject matter of the MiVeda Distributor Agreement which have not been incorporated in writing by the MiVeda Distributor Agreement.
  14. The MiVeda Distributor Agreement constitutes the entire agreement and understanding between the parties.
  15. The Distributor shall not use the Company's logos, trade names or trademarks, intellectual property or products in any way other than in accordance with the MiVeda Distributor Agreement or as otherwise approved in writing by the Company.
  16. The Distributor shall only use the sales aids, literature, advertising material and information as provided by the Company or its nominees.
  17. The Distributor’s Distributorship position or level of qualification may be inherited or bequeathed, but cannot be transferred or assigned during the lifetime of the Distributor without the written consent of the Company.
  18. The Company does not discriminate in its acceptance or rejection of applicants because of race, creed, gender, colour or nation of origin.
  19. The MiVeda Distributor Agreement shall not be binding on either party until the Company has accepted it at its registered corporate office in India or Australia (whatever is applicable).
  20. The Distributor will accept all newsletters reasonably published and electronically sent by the Company or the Company’s nominee and provided to the Distributor.
  21. If any provision of the MiVeda Distributor Agreement is found to be invalid all other provisions and clauses shall remain in full force and effect.