Agreement shall refer to this Dealer Empanelment Agreement which the Empanelled Dealer has executed with the Company for providing Membership Offers to the Members of the Company;
Company shall mean Glocar Informatics and Media Private Limited;
Dealership shall mean the primary place of business in respect of which the Empanelled Dealer has agreed to provide Membership Offers to the Members of the Company as mentioned in this Agreement;
Empanelled Dealer shall mean the dealer who has executed this Dealer Empanelment Agreement with the Company for providing Membership Offers to the Members of the Company;
Empanelled Dealer Services and Products shall mean services and products provided by the Empanelled Dealer at the Dealership and shall include sale or purchase of new vehicles, sale or purchase of pre-owned vehicles, sale or purchase of accessories or spare parts of vehicles, servicing of vehicles including without limitation repairing, modifying, designing, cleaning or painting of vehicles or any other product or service pertaining to vehicles as provided by the Empanelled Dealer;
Empanelment shall refer to the relationship between the Company and the Empanelled Dealer, for the purpose of providing Membership Offers to the Members of the Company at the Dealership(s), established after due execution of this Agreement by both the Parties and subject to the terms and conditions contained herein;
Financial Products shall mean financial instruments pertaining to sale, purchase or any kind of service of automobiles and shall include insurance, loans, grants and any similar financial instrument;
Members shall refer to all such persons who have executed the Membership Form with the Company for the purpose of availing Membership Offers and are in possession of valid Membership Cards and Member IDs;
Member ID shall mean the unique ID allotted to each Member of the Company and displayed on the Membership Card;
Membership Card shall mean the instrument provided to the Members of the Company through which the Members are entitled to avail the Membership Offers su bject to the terms and conditions contained herein and in the Membership Form;
Membership Form shall refer to the form executed by the Member(s) of the Company for availing Membership Offers subject to the terms and conditions contained therein;
Membership Offer shall refer to any such offer which the Empanelled Dealer has agreed to provide to the Members of the Company and shall include any offer listed in Schedule of Membership Offers and accepted by the Empanelled Dealer by selecting the respective checkbox(es);
Member Vehicles shall mean the vehicles of the Members as displayed on their respective Membership Cards in respect of which they shall be entitled to claim Membership Offers;
Notice Period shall refer to the period of one month beginning from the date the notice of termination is sent by either Party;
Party shall refer to either the Company or the Empanelled Dealer and the term Parties shall refer to them collectively;
Taxes shall refer to Sales Tax or Service Tax or any other taxes, levies, surch arges, or any other fees levied by the Central Government and the State Government from time to time;
Term shall refer to the term as specified in this Agreement during which the Empanelment shall subsist subject to the terms and conditions contained herein;
Unforeseen Event shall include economic hardship, change of law, force majeure, and any other unforeseen event not under the control of the Company or the Empanelled Dealer; and Website shall mean www.glocar.in .
Other capitalized expressions used in this Agreement shall have the meanings respectively assigned to them; and
Words indicating the singular only shall also include the plural and vice-versa, where the context so requires.
TERMS AND CONDITIONS F OR EMP ANELMENT:
1. The Empanelment shall be in force from the date of this Agreement and till the expiry of the Term specified in this Agreement unless upon the termination of this Agreement earlier in accordance with the terms and conditions contained herein, in which case it shall be in force till the date of termination or expiry of the Notice Period, as the case maybe.
2. The Company reserves the right to reject any claim or demand by the Empanelled Dealer of renewal of Empanelment after expiry of the Term.
3. The Empanelment shall not confer any rights on the Empanelled Dealer or impose any obligations on the Company other than those mentioned in this Agreement.
4. The Empanelled Dealer shall be required to provide all the Membership Offers contained in Schedule of Membership Offers and accepted by the Empanelled Dealer to the Members of the Company at the Dealership mentioned in this Agreement during the Term of the Empanelment. The Company reserves the right to terminate this Agreement immediately in the event of non -compliance by the Empanelled Dealer of this condition or breach of any other terms and conditions contained herein by the Empanelled Dealer and may further be entitled to be indemnified by the Empanelled Dealer for liability, if any, arising out of such non-compliance or breach. The Empanelment shall cease to be in force from the date of such termination by the Company and the Empanelled Dealer shall be removed from the list of Empanelled Dealers of the Company.
5. The availment of Membership Offers by the Members of the Company shall be non-exhaustive during the Term and the Members may avail them as many times as they so require subject to the terms and conditions given in the Membership Form.
6. The Membership Offers shall only be provided to Members with a valid Membership Card and Member ID. In case of any doubt regarding the validity of the same, the Empanelled Dealer may contact the Company representatives on the helpline number provided on the Website. The Company does not take any responsibility for any person other than a Member of the Company approaching the Empanelled Dealer for availing the Membership Offers. The Empanelled Dealer shall have to exercise caution in verifying the identity of the Members by carefully reviewing the Membership Cards and the Government issued Photo ID proofs (Passport, Driving License, Voter ID Card or Aadhar Card) provided by the Members.
7. The Membership Offers shall only be provided in respect of the Member Vehicles as displayed on the Membership Card and in accordance with the procedure specified by the Company on its Website or communicated to the Empanelled Dealer by email or in any other manner by the Company or its representatives.
8. The Empanelled Dealer shall make best efforts to ensure the availability of Empanelled Dealer Services and Products to the Members of the Company at all times especially those Empanelled Dealer Services and Products which pertain to the Membership Offers as mentioned in this Agreement.
9. The Empanelled Dealer shall make best efforts to obtain prior approval, permission or NOC and/or extend all support to the Members in obtaining the same, as the case maybe, of the concerned banks, insurance companies or other financial institutions for availment of Membership Offers in respect of Financial Products, if required by any applicable law or under any agreement.
10. In the event of non-availability of any Empanelled Dealer Services and Products which pertain to the Membership Offers, due to an Unforeseen Event or otherwise, the Empanelled Dealer shall be required to notify the Company immediately.
11. The Empanelled Dealer shall indemnify the Company in case of any liability, monetary or otherwise, arising out of non-availability of any Empanelled Dealer Services and Products which pertain to the Membership Offers.
12. The Empanelled Dealer hereby represents and warrants that the Empanelled Dealer is in compliance with all applicable laws in respect of all Empanelled Dealer Services and Products and shall indemnify the Company in case of any liability, monetary or otherwise, arising out of non-compliance with the same.
13. The Company shall make best commercial efforts to ensure that all its Members avail the Membership Offers in accordance with the procedure specified by it. It shall further ensure that its representatives extend all commercially and legally possible support to the Empanelled Dealer to assist in the provision of Membership Offers subject to the terms and conditions contained herein.
14. The Company hereby represents and warrants that its entire business and all of its activities are carried out in compliance with all applicable laws and shall indemnify the Empanelled Dealer in case of any liability, monetary or otherwise, arising out of non-compliance with the same.
15. The Membership Offers may be amended at any time during the Term mutually by the Parties. Such amendment shall be recorded in writing by way of an amended of Schedule of Membership Offers duly executed by both Parties. Upon recording of such an amendment, the Empanelled Dealer shall be required to provide the amended Membership Offers which shall continue be subject to the terms and conditions contained herein. Such an amendment shall not affect the Term of this Agreement.
16. The Empanelled Dealer or the Member, as the case maybe, shall be required to pay the Taxes on the Empanelled Dealer Services and Products and the Company shall not be liable in respect of any Taxes over and above the Taxes which shall be levied on the Membership Cards.
1. Subject to the right of the Company to terminate this Agreement in condition (4) above, this Agreement may be terminated by either Party, due to an Unforeseen Event or otherwise, after giving a notice of one month (Notice Period) to the other Party.
17. The Parties shall be required to discharge their respective obligations during the Notice Period unless the termination is due to an Unforeseen Event. In the event of termination due to an Unforeseen Event, the Parties shall make best efforts to discharge their obligations during the Notice Period subject to the terms and conditions contained herein.
18. All notices required to be sent by the Parties under this Agreement shall be sent by email and/or registered post to the address (email and office) specified by the Parties.
19. The Company reserves the right to revise any terms and conditions contained herein after giving a notice of one week. The revised terms and conditions shall apply from the date of such revision to the date of expiry of the Term or termination of this Agreement, whichever is earlier.
20. This Agreement and the terms and conditions contained herein shall be governed by the laws of the Republic of India.
21. In case of any dispute pertaining to this Agreement or the terms and conditions contained herein or any other matter arising out of the Empanelment, the courts in Delhi shall have jurisdiction.
22. The copyright, trademark and intellectual property rights of the Website, the Membership Card and any other details mentioned therein shall continue to vest in the Company notwithstanding any dispute or under any other circumstances.
23. This Agreement shall be executed in one original copy only which shall remain with the Company.
