1. Term and Renewal
1.1. The terms of this agreement shall be for a period of three years as locking period for commencing with effect from agreement date (hereinafter to be referred as the "Effective Date") and ending on--------- (the "Term"). MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. and the DISTRICT FRANCHISEE amicably shall have the option to renew this agreement and shall be exercisable at least Two months prior to the expiry of the Term. In the event, this Agreement shall be renewed on term and consideration as decided by the parties to this agreement so as to include the incentive, deposit, goodwill and increased percentage of share of the DISTRICT FRANCHISEE depending upon its growth of the business.
1.2. The agreement cannot be terminated by DISTRIC FRANSHISEE within the allotted three years. After the renewal of this agreement either party shall have the right to terminate this agreement, upon providing written notice of their intention of termination at least One month prior to termination without bearing any liability so assigning any reason whatsoever.
2. Consideration and Requirements
2.1. CONSIDERATION:
In consideration of M/S. KREDAS INFRA SOLUTIONS OF INDIA PVT. LTD granting to the DISTRICT FRANCHISEE a non-exclusive right to operate a Business, and a non-exclusive license to use the System and Marks solely and exclusively in the operation thereof for a period of 3 years in accordance with the terms and conditions stated in this agreement, the DISTRICT FRANCHISEE shall pay a refundable deposit of five lakhs rupees. The consideration will be payable with effect from --------------------------
2.2. REQUIREMENTS:
- An office space of 500sq.ft. with one office cabin, one staff room and sitting area is required.
- A minimum of one employee with the knowledge of computer and social media is required.
- A minimum of one employee with HR and Accounts background is required.
- Office premises should in commercial or semi commercial or in residential area but should be in a walkable distance from the nearby local transportation.
- A minimum speed of 100Mbps internet is required.
- Mobile numbers to the employees and to the office will be provided by the company and the expense should be bare by the DISTRICT FRANCHISEE.
- GST is mandatory.
- Rent or lease agreement of the premises of the DISTRICT FRANCHISEE should be under MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD.
3. TRAINING AND OPERATING ASSISTANCE
3.1. MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. shall provide to the DISTRICT FRANCHISEE, prior to the opening of the Franchised Business, for itself and other key employees designated by the DISTRICT FRANCHISEE, a training course of such duration and at such location, as it may deem necessary, covering all phases of its System. The DISTRICT FRANCHISEE shall be responsible for all travel and living expenses and all wages payable to any trainees and no wages shall be payable by MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. to any such for any service rendered at any outlet during the course of such training. The DISTRICT FRANCHISEE shall also be responsible for the cost of the training manual for any trainees. MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. further aggress to furnish a person designated as DISTRICT MANAGER, who is experienced in the System, to assist the DISTRICT FRANCHISEE at the Premises for such period immediately preceding or following the opening as in its sole discretion deems reasonable. Additional start-up assistance or retraining or refresher courses may be provided by it, at its discretion, and at a cost to the DISTRICT FRANCHISEE based on then current daily for the MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. personnel performing such assistance, plus other reasonable expenses, including all travel, meal and accommodation expenses.
3.2. Operating Assistance:
During the term of this Agreement, MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. shall furnish to the DISTRICT FRANCHISEE such continuing advice and guidance as is from time to time reasonably required by the DISTRICT FRANCHISEE in the sole judgment of MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. with respect to the planning, opening and operation of the Franchised Business, including consultation and advice regarding:
- selection, purchasing, stocking and display of Products and supplies;
- hiring and training of employees;
- formulation and implementation of advertising and promotional programs;
- establishment and maintenance of administrative, bookkeeping, accounting, inventory control and general operating procedures;
- Improvements to the system, including new product development; and financial advice and consultation.
- recruiting of area wise Franchisee.
4. OPERATION OF FRANCHISED BUSINESS
4.1. The DISTRICT FRANCHISEE agrees to operate the Franchised Business strictly in accordance with System, whether contained in the Manual, or otherwise. Without limiting the generality of the foregoing, the DISTRICT FRANCHISEE agrees as follows:
- to operate the Franchised Business with due diligence and efficiency in an up-to-date, quality and reputable manner during such days, nights and hours as may be designated by the landlord;
- the DISTRICT FRANCHISEE shall ensure that at all times prompt, courteous and efficient service is accorded to its customers. The DISTRICT FRANCHISEE shall in all dealings with its customers, suppliers and the public adhere to the highest standards of honesty, integrity, fair dealings and ethical conduct;
- The DISTRICT FRANCHISEE shall sell such Products and items and only such Products and items as meet the uniform standards of quality and quantity, as have been expressly approved for sale in writing and as have been prepared in accordance with its methods and techniques for product preparation. The DISTRICT FRANCHISEE shall sell all approved items pursuant to a list approved and the DISTRICT FRANCHISEE shall not offer for sale any other products or services from the Premises. The DISTRICT FRANCHISEE shall discontinue the sale of any items or any other merchandise of any kind whatsoever if the MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. in sole discretion, prohibits in writing;
- The DISTRICT FRANCHISEE agrees to maintain the condition and appearance of the Franchised Business and the equipment used therein consistent with then image, as it may be from time to time, of franchised businesses as an attractive, modern, clean, convenient and efficiently operated business offering high quality products served promptly and courteously. The DISTRICT FRANCHISEE agrees to effect such maintenance of, and repairs to the Premises and the equipment installed therein as in reasonably required on a regular and frequent basis and maintain such condition, appearance;
- The DISTRICT FRANCHISEE shall not make or cause to be made any alterations to the interior or exterior of the Premises designed by MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. so as to modify the appearance thereof or any alterations or replacements of any of the leasehold improvements, fixtures or equipment at the Premises without first having obtained the written approval. Which approval may be given or withheld in the sole discretion.
- The DISTRICT FRANCHISEE shall participate fully in all national, regional and local promotions initiated by MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD.;
- The DISTRICT FRANCHISEE shall, upon request by MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD., at the option, make available for a reasonable period of time each of his staff and manager for training or retraining by at its head office or other locality designated. Such training or retraining shall be conducted at no cost to the DISTRICT FRANCHISEE, provided however, that the DISTRICT FRANCHISEE shall be responsible for all travel, food and lodging costs;
- The DISTRICT FRANCHISEE shall comply with all municipal, provincial and federal laws and regulations and shall obtain and at all times maintain any and all permits, certificates or licenses, necessary for the proper conduct of the Franchised Business pursuant to the terms of this Agreement;
- The DISTRICT FRANCHISEE and the Guarantor shall devote their full time and attention to the establishment, development and operation of the Franchised Business; and
Services Rendered
- The DISTRICT FRANCHISEE agrees to render services or otherwise deal in only such products, as MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. shall first approve of in writing, which approval may be given or withheld in the sole discretion of MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD..
- So long as the DISTRICT FRANCHISEE is not in default hereunder, MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. will Endeavour to use its reasonable best efforts to process all applications and render all services for clients referred to MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. by the DISTRICT FRANCHISEE as promptly as possible. However, MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. will not be liable for loss or damage due to delay in service resulting from any cause beyond its reasonable control, including, but not limited to, compliance with any regulations, orders or instructions of any federal, provincial or municipal government or any department or agency thereof, acts or omissions of the DISTRICT FRANCHISEE, acts of civil or military authority, fires, strikes, lockouts, embargoes, and delays in transportation. In no event shall MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. be liable for financial loss, including consequential or special damages on account of delay due to any cause.
System Modifications
The DISTRICT FRANCHISEE acknowledges and agrees that MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. may from time to time hereafter add to, subtract from, modify or otherwise change the system, including, without limitation, the adoption and use of new or modified trade-marks or trade names, new products or services and new techniques in connection therewith, and the DISTRICT FRANCHISEE agrees, at its own cost, to promptly accept, implement, use and display all such alterations, modifications and changes.
Transfer of Funds
The DISTRICT FRANCHISEE covenants and agrees to cooperate fully and comply with any System implemented by MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. for the transfer of funds directly from the bank account of the DISTRICT FRANCHISEE to the bank account of MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD., including the execution of any preauthorized payment forms required by the DISTRICT FRANCHISEE'S bankers.
5. CONFIDENTIALITY
Non-Disclosure
The DISTRICT FRANCHISEE agrees to maintain the confidentially of all such information during the currency of this Agreement or at any time thereafter any information whatsoever with respect to the DISTRICT FRANCHISEE'S business affairs or the System other than as may be required to enable the DISTRICT FRANCHISEE to conduct its business, and the DISTRICT FRANCHISEE further agrees not to use any such information in any other business or in any manner not specifically approved in writing.
6. ADVERTISING
Local Advertising
The DISTRICT FRANCHISEE agrees to Advertise during the Initial Term and any renewal thereof;
- Expenses for corporate advertisements without names of DISTRICT FRANCHISEE will be borne by MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD..
- Expenses for corporate Advertisements with DISTRICT FRANCHISEE name will be borne by the DISTRICT FRANCHISEE on the basis of the percentage of circulation in the newspaper in which the advertisement is placed.
- The cost of the local advertising will be borne by the DISTRICT FRANCHISEE.
The DISTRICT FRANCHISEE shall have the right to conduct such advertising and promotions in respect of the Franchised Business as the DISTRICT FRANCHISEE shall, in its reasonable discretion desire, provided that:
- the DISTRICT FRANCHISEE shall advertise and promote only in a manner that will reflect favorably on MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD., the DISTRICT FRANCHISEE, the Products and the good name, goodwill and reputation thereof;
- the DISTRICT FRANCHISEE shall submit to MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. for its approval, which approval shall not be unreasonably and promotions to be utilized by the DISTRICT FRANCHISEE and until such time as MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. shall give its prior written approval to the use of such advertising and promotions, the DISTRICT FRANCHISEE shall not utilize same in any advertising or promotion;
- the DISTRICT FRANCHISEE shall prominently display, at its expenses, in and upon the Premises signs of such nature, form, colour, number, location and size and containing such matters as MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. may direst or approve in writing from time to time and such signs shall be purchased from MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. or, at its option, from suppliers approved by it;
- the DISTRICT FRANCHISEE hereby acknowledges that MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. is the sole and exclusive owner of all copyrights that any and all advertising and promotional material prepared by or on behalf of MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIAPVT. LTD. and shall at all times remain the property of MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD.; and
- the DISTRICT FRANCHISEE agrees to advertise the Franchised Business (at the DISTRICT FRANCHISEE’S expense) in the white pages and classified section (yellow pages) of all local telephone directories, using only such matters as maybe approved by MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD.. If other DISTRICT FRANCHISEES are served by the same white pages or classified section, MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. shall have the right to require group listings therein, to make direct arrangements with the telephone company and to allocate an equitable part of the cost thereof of the DISTRICT FRANCHISEE.
MARKS
No Permanent Interest
- Neither this Agreement nor the operation of the Franchised Business shall in any way give to be deemed to give to the DISTRICT FRANCHISEE any interest in the Marks except for the right to use the Marks solely at the Premises and in accordance with the terms and conditions of this Agreement. The DISTRICT FRANCHISEE shall not use the Marks in any manner calculated to represent that it is the owner of the Marks. Neither during the term of this Agreement nor at any time after expiration or termination hereof, shall the DISTRICT FRANCHISEE, either directly or indirectly, dispute or contest the validity or enforceability of the Marks, attempt any registration thereof, or attempt to dilute the value of any goodwill attaching to the Marks. Any goodwill associated with the Marks shall ensure exclusively to the benefit of MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD..
DISTRICT FRANCHISEE’S Obligations with Respect to the Marks
- (1).Without in any way restricting or limiting subsection 11(1) hereof, the DISTRICT FRANCHISEE covenants and agrees as follows:
- that contemporaneously with the execution of this Agreement or forthwith upon any request by MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD., the DISTRICT FRANCHISEE will execute such agreements or other instruments in such form and with such parties, as MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. in its sole discretion shall specify, for the purpose of protecting the interests and rights of MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. in such Marks, or complying with any applicable trade name, trade-mark or other similar legislation;
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that the DISTRICT FRANCHISEE will not use either the Marks or any variations thereof as any part of its corporate, firm or business name or for any other purposes, save and except in accordance with the terms and conditions of this Agreement or as may otherwise be specifically authorized by MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. in writing;
- that if the business, partnership or corporate statutes of any jurisdiction require that the DISTRICT FRANCHISEE make application of the DISTRICT FRANCHISEE shall specify that the DISTRICT FRANCHISEE’S use of such Marks is subject to and limited by the terms and conditions of this Agreements; and
- forthwith upon the expiration or termination for any reason whatsoever of this Agreement, the DISTRICT FRANCHISEE shall cease all use of the Marks (including any colorable imitations thereof) for any purposes whatsoever and the DISTRICT FRANCHISEE shall not make known, either directly or indirectly, following such expiration or termination, that the DISTRICT FRANCHISEE previously conducted business under the Marks.
Affixing of Notice
- The DISTRICT FRANCHISEE hereby covenants and agrees that it will affix in a conspicuous location in or upon the Premises, a sign containing the Following notice
“This business is owned and operated independently by (name of DISTRICT FRANCHISEE)
who is an authorized licensed user of the trade-mark of MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD., which trade mark is owned by MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD.”
Infringement or Change of Marks
- The DISTRICT FRANCHISEE shall immediately notify any infringement of or challenge to the DISTRICT FRANCHISEE’S use of any of the Marks and MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. shall have the sole discretion to take such action as it deems appropriate.
RIGHT TO INSPESCTION
- MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. and/or its representatives shall have the rights at all times to inspect the Premises and the furnishings, books of accounts, equipment and fixtures thereon and the Products, to take inventory of such Products, and otherwise to examine the manner in which the DISTRICT FRANCHISEE is conducting its business; in the event of any such inspection, the DISTRICT FRANCHISEE and its staff shall co-operate fully.
RESTRICTIVE COVENANTS AND TRADE SECRETS
- The DISTRICT FRANCHISEE covenants and agrees that, during the term of this Agreement and any renewal period thereof, the DISTRICT FRANCHISEE shall not, without prior written consent of MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD., either individually or in partnership or jointly or in conjunction with any person firm, association, syndicate or corporation, as principal, agent, shareholder or in any manner whatsoever, carry on or be engaged in or be concerned with or interested in or advise, lend money to, guarantee the debts or obligations of or permit their names or any part thereof to be used or employed in any business operating in competition with or similar to the Franchised Business or franchising businesses similar to the Franchised Business.
Competition after Termination
- In the event of the expiration or termination of this agreement for any reason whatsoever, each of the DISTRICT FRANCHISEE shall not, without the prior written consent of MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. , at any time during the period of five (5) years from the date of such expiration or termination either individually or in partnership or jointly or in conjunction with any person or persons, firm, association, syndicate, company or syndication as principal, agent, shareholder or in any other manner whatsoever carry on, be engaged in or be concerned with or interested in or advise, lend money to, guarantee the debts or obligations of or permit its name or any part thereof to be used or employed by any person or the persons, firm, associations, syndicate, company or corporation engaged in or concerned with or interested in any business competitive with or similar to the Franchised Business or Franchising Business similar to the Franchised Business within the territory or anywhere else.
Acknowledgement of Corporate DISTRICT FRANCHISEE
- In the event the DISTRICT FRANCHISEE is a corporation, the DISTRICT FRANCHISEE covenants and agrees to deliver to MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. at any time MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. may request, the written acknowledgement of such directors, officers, shareholders or employees of the DISTRICT FRANCHISEE, as MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. shall in its discretion determine, acknowledging that they have reviewed the provisions of this Article 10 and that they agree to abide by and be bound by all such provisions.
SALE, ASSIGNMENT, TRANSFER
- The DISTRICT FRANCHISEE shall not sell, assign or transfer this grant and/or the rights and interest under this Agreement.
TERMINATION
Events of Termination
MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. shall have the right to terminate this Agreement and the rights granted without prejudice to the enforcement of any other legal right or remedy, immediately upon giving written notice of such termination upon the happening of any of the following events:
- if in FIRST PARTIES opinion, acting reasonably, the DISTRICT FRANCHISEE’S participation in MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD.’S initial training program hereof discloses the DISTRICT FRANCHISEE’S or the DISTRICT FRANCHISEE’S key employees’ inability to adequately manage and operate the business. In the event of such termination, MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. shall refund to the DISTRICT FRANCHISEE, within ninety (90) days after the effective date of termination or after replaced with another DISTRICT FRANCHISEE whichever is earlier. All money received by it from the DISTRICT FRANCHISEE, less reasonable costs including without limitations costs for expenses reasonably incurred by it in connection with the granting of this Franchise, the negotiation and execution of this agreement and any premises and any other lease negotiations;
if default shall be made in the due and punctual payment of any amount payable under this Agreement, when and as same shall become due and payable, and such default shall continue for a period of two (2) days after written notice thereof has been given to the DISTRICT FRANCHISEE;
if the DISTRICT FRANCHISEE shall breach any other of the terms or conditions of this agreement or any other agreement or undertaking entered into and the DISTRICT FRANCHISEE and such breach shall continue for a period of ten (10) days after written notice thereof has been given to the DISTRICT FRANCHISEE;
if the DISTRICT FRANCHISEE shall fail to observe or perform any of the rules, bulletins directives or other notices set forth in the Manual and any such failure to observe or perform same shall continue for a period of ten (10) days after notice thereof has been given to the DISTRICT FRANCHISEE;
if the DISTRICT FRANCHISEE fails to conduct business in, at or from the premises for a period of five (5) consecutive business days without the prior written consent of MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. or if the premises are used by any party other than such as are properly entitled to use same;
if the DISTRICT FRANCHISEE ceases or threatens to cease to carry on business, or takes or threatens to take any action to liquidate its assets, or stops making payments in the usual course of business;
if the DISTRICT FRANCHISEE makes or purports to make a general assignment for the benefit of creditors;
if the DISTRICT FRANCHISEE makes or purports to make a bulk sale of their assets;
if DISTRICT FRANCHISEE shall institute any proceeding under any statute or otherwise relating to insolvency or bankruptcy, or should any proceeding under any such statute or otherwise be instituted against the DISTRICT FRANCHISEE;
if the custodian, receiver, manager or any other person with like powers shall be appointed to take charge of all or any part of the DISTRICT FRANCHISEE’S undertaking, business, property or assets;
if any lessor or encumbrancer or any other person, corporation or entity lawfully entitled, shall take possession of any of the undertaking, business, property or assets of either the DISTRICT FRANCHISEE;
if the DISTRICT FRANCHISEE shall commit or suffer any default under any contract of conditional sale, mortgage or other security instrument;
if a distress or execution against any of the undertaking, business, property or assets of either the DISTRICT FRANCHISEE shall not be discharged, varied or stayed within twenty (20) days after the entry thereof or within such time period as action must be taken in order to discharge, vary or stay the distress or execution, whichever shall be the earlier;
if the DISTRICT FRANCHISEE or any agent or representative of the DISTRICT FRANCHISEE:
- fails to submit any report required to be furnished to MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. pursuant hereto within three (3) days of the date such report is due; or
- understates Gross Sales by more than three (3%) percent on such report; or
- if the DISTRICT FRANCHISEE materially distorts any other material information, pertaining to the Franchised Business, or fails to maintain its records in a manner which permits a determination of Gross Sales, unless the DISTRICT FRANCHISEE proves to the satisfaction of MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. that it had no knowledge of such distortion.
- upon the death or incapacitation of the DISTRICT FRANCHISEE.
Effect of Termination
Upon the expiration or termination of this Agreement for any reason whatsoever, the following shall apply:
- The DISTRICT FRANCHISEE shall, immediately upon request, permit MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD.’S representative to enter the premises and, at its option, to cure any default by the DISTRICT FRANCHISEE, to operate the Franchised Business for account or to secure the DISTRICT FRANCHISEE’S complete and timely compliance with the other obligations set forth in this section;
- The DISTRICT FRANCHISEE shall pay to MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD., within seven (7) days after the effective date of termination or expiration, all royalties, advertising fees, and other charges then due and unpaid by the DISTRICT FRANCHISEE, including, but not limited to MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD.’S costs and expenses in re-entering the Premises and in completing the acts specified in this section;
- The DISTRICT FRANCHISEE shall immediately discontinue the operation of the Franchised Business, system, and the use of the Marks and other proprietary rights licensed under this Agreement, and similar names and marks, or any other designations or marks associating the DISTRICT FRANCHISEE with the system. The DISTRICT FRANCHISEE shall cease displaying and using all signs, stationery, letterheads, packaging, forms, marks, manuals, bulletins, instruction sheets, printed matter, advertising, and other physical objects used from time to time in connection with its system or containing or bearing any of the marks and other names, marks, or designations, and shall not thereafter operate or do business under any name or in any manner in violation of subsection 11(2) above or that might tend to give the general public the impression that it is associated with MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. or that it is operating a business similar to the business or that it previously conducted its business under the Marks;
- If the DISTRICT FRANCHISEE retains possession of the Premises, the DISTRICT FRANCHISEE shall promptly and, at its expense, make such modifications to the interior and/or exterior décor of the Premises as shall be required to remove all identification as its business;
- The DISTRICT FRANCHISEE shall promptly execute such documents or take such actions as may be necessary to abandon the DISTRICT FRANCHISEE’S use of any fictitious business name containing any of the proprietary marks adopted by the DISTRICT FRANCHISEE and to remove (in respect to the next publication), at its request, the DISTRICT FRANCHISEE’S listing as a DISTRICT FRANCHISEE from the yellow pages, all other telephone directories, and all other trade or business directories and to assign (if the business of the DISTRICT FRANCHISEE is being continued by FIRST PARTY or its nominee) to MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. or any other party designated by him all of the DISTRICT FRANCHISEE’S telephone numbers and listings in connection with the Franchised Business; and
- Within seven (7) days after the effective date of expiration or termination, the DISTRICT FRANCHISEE shall return to MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. all copies of the manual, all other confidential material provided to the DISTRICT FRANCHISEE by MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. and all other materials required to be returned in accordance with this Agreement or the Manual.
- In case the termination of the agreement is caused due to breach of agreement, colluding with rivals, purposeful loss-making, engaging in activities that damage the company's reputation, or client exploitation, then the refundable deposit and any expenses spent on the franchisee office premises will not be refunded.
Surival of covenants
1.Notwithstanding the expiration or termination of this agreement for any reason whatsoever, all covenants and agreements to be performed and/or observed by the DISTRICT FRANCHISEE and/or the Guarantor under this agreement or which by their nature survive the expiration or termination of this agreement shall survive any such expiration or termination.
Failure to act not to affect rights
2.the failure of MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. to exercise any rights or remedies to which it is entitled upon the happening of any of the events hereof, shall not be deemed to be a waiver of or otherwise affect, impair or prevent MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. from exercising any rights or remedies to which it may be entitled, arising either from the happening of any such event, or as a result of the subsequent happening of the same or any other event or events provided for above. The acceptance by MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. of any amount payable by or for the account of the DISTRICT FRANCHISEE under this Agreement after the happening of any event provided for above, shall not be deemed to be a waiver by MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. of any rights and remedies to which it may be entitled, regardless of MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD.’S knowledge of the happening of such preceding event at the time of acceptance of such payment. No waiver of the happening of any event shall be deemed to be waived unless such waiver shall be in writing.
NOTICE
Any notice required to be served upon the DISTRICT FRANCHISEE shall be sufficiently served and given if delivered by Registered AD Post or delivered personally, at the address first given above, duly acknowledged by the DISTRICT FRANCHISEE. Any notice that may be required to be served upon MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. shall be sufficiently served and given if delivered by Registered AD Post or delivered personally at the address first given above and duly acknowledged by THE MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD.
FORCE MAJEURE
In the event that any party hereto is delayed or hindered in the performance of any act required herein by reason of strike, lock-outs, labour troubles, inability to procure materials, failure of power, restrictive governmental laws or regulations, riots, insurrection, war or other reasons of a like nature not the fault of such party, then performance of such act shall be excused for the period of the delay and the period for performance of such act shall be extended for the period equivalent to the period of such delay, up to a maximum of three(3) months. The provisions of this section shall not operate to excuse the DISTRICT FRANCHISEE from the prompt payment of any fee or other payment due to MR.MANTHRA a unit of M/S. KREDAS INFRA SOLUTIONS INDIA PVT. LTD. pursuant to the provisions of this Agreement.
JURISDICTION OF THE COURTS
All disputes arising under or out of this Agreement or in any way connected with this Agreement shall be subject to the jurisdiction of the courts of Hyderabad.