Whereas:

• Company is engaged in the business of construction and interior designing services to the end customer. 
• Channel Partner has represented that Channel Partner has experience in marketing, promoting and facilitating the sale of units/plots/spaces in residential and commercial real estate projects and has offered his/her/its services to share the customer’s database willing to construct building(hereinafter referred to as the “Leads”)  to the Company, based on such representations, is willing to engage and appoint the Channel Partner to provide the Business to the Company on a principal-to- principal basis.
• Channel Partner has represented to the Company that he/she/it has the requisite skill, knowledge, experience, expertise, infrastructure and capability to get in the leads and further that he/she/it has the requisite trained and experienced persons to perform the functions in terms of this Agreement. 
• Relying upon the representations made and warranties given by the Channel Partner, the Company has agreed to engage and appoint the Channel Partner to provide Business Services to the Company on a non-exclusive basis, subject to the terms and conditions of this Agreement. 

ENROLLMENT IN THE PROGRAM

• Company is engaged in the business of providing a platform via its website and mobile application, which aggregates construction & renovation professionals like contractors, architects, renovators etc. and provide the construction services to the end customer. 
• Channel Partner has represented that Channel Partner has experience in marketing, promoting and facilitating the sale of units/plots/spaces in residential and commercial real estate projects and has offered his/her/its services to share the customer’s database willing to construct building(hereinafter referred to as the “Leads”)  to the Company, based on such representations, is willing to engage and appoint the Channel Partner to provide the Business to the Company on a principal-to- principal basis.
• Channel Partner has represented to the Company that he/she/it has the requisite skill, knowledge, experience, expertise, infrastructure and capability to get in the leads and further that he/she/it has the requisite trained and experienced persons to perform the functions in terms of this Agreement. 
• Relying upon the representations made and warranties given by the Channel Partner, the Company has agreed to engage and appoint the Channel Partner to provide Business Services to the Company on a non-exclusive basis, subject to the terms and conditions of this Agreement. 
• Selection of application is at the absolute discretion of the Company may accept or reject the application without assigning any reasons.
• The application shall be complete in all respects and shall be accompanied by requisite documents.
• Constitution Documents and Registration Certificates issued by CT Department/ST Authorities shall accompany the application, without which the application shall not be processed.
• All discussions between Company and applicant and the information contained in the documents shall be confidential and shall not be disclosed to anyone except to the subsidiaries.
• Applicants may be entitled to take back the documents submitted within 45 days of submission, thereafter which they will be destroyed.
• The applicant confirms that he/she/it is not involved in any economic offences, tax default or moral turpitude
• Channel Partner shall share the leads of prospective customers to the Company. 
• Company will verify the lead and post verification will connect with the lead to address their requirement and go on to deliver the requirement. 
• Channel partner will try to promote the Company’s brand and keep the lead apprised of the Company
• Company will provide marketing support to the Channel partner and will flaunt their logo on the website. Channel partner can leverage the digital prowess of the Company at a decided upon cost
• Channel Partner cannot promote the brand or packages on their website without due permission from the Company. Only after the permission will the Company share their logos and specifications to be showcased on Channel Partner’s website
• If the same Lead is shared by two or more Channel partners, the lead will be considered for the one who has better information. In case the information is same then the Company will consider it in the favour of first come first basis

PRICING AND PAYMENT

The Company works on a fixed commission model, which will be frozen before Channel partner starts sharing lead. The payment cycle is 30 days. The payment cycle starts from the day project starts.

CANCELLATION

If the cancellation is made after the construction starts, then the commission, if already paid for that sale shall be immediately refunded by the Channel Partner upon a request made by the Company

MODE OF PAYMENT

All payments shall be made in Indian Currency only and will be remitted by authorized banking channels subject to deduction of tax at source in compliance with the applicable laws that are in force

USE OF COMPANY’s TRADE MARKS AND LOGOS

The Company from time to time shall authorized and permit the Channel Partner to use all or any of the Company’s Trademarks, names, designs logos etc., (herein after referred to as Intellectual Properties) and for such permitted use the Channel Partner shall obtain a written approval from the Company, and such use shall be solely and limited for the purpose of marketing the Company’s offerings subject to the specifications provided by the Company from time to time. The Company may require the Channel Partner to remove or rectify any of the Company’s Intellectual properties whether registered or otherwise if they are not in accordance with the Company’s specifications.

If the Channel Partner fails to remove or rectify such defective representations even after the Company notifying the Channel Partner of the same the Company reserves its right to terminate this Agreement forthwith and without notice, and in such event any further use of the Company’s Intellectual Properties shall be construed as an infringement of the Company’s Intellectual Property Rights and Company reserves to take appropriate action against the Channel Partner in accordance with law. Any unauthorised registration and/or use of a domain name bearing a prefix, suffix or variations, similar or deceptively similar to any of the Company’s Intellectual Properties registered or otherwise and/or proposed project/project names by the Channel Partner would tantamount to an infringement of the Company’s Intellectual Properties and in such event the Company reserves its right to take appropriate action against the Channel Partner in accordance with law. A Channel Partner seeking to register a domain name bearing an Intellectual Property of the Company may seek prior authorization of the Company and the Company shall at its sole discretion permit such registration /use of domain names bearing an Intellectual Property/Project Name of the Company

REPRESENTATIONS AND WARRANTIES

• The Channel Partner represents that he/she/it is competent to enter into contract and is in compliance with all the applicable laws
• The Channel Partner represents that he/she/it shall at all times be compliant with the compliance requirements required of a real estate agent under the Real Estate (Regulation & Development) Act, 2016

INDEMNITY AND LIABILITY

The Channel Partner agrees to indemnify and hold the Company, its officers, employees, and nominees save and harmless against any and all liabilities, losses, damages claims, demand, suit or any action of whatever kind and howsoever; which may be commenced or threatened against the Company or any of them in relation to services rendered through the Channel Partner, provided such actions arise in respect of the facts/details provided by the Channel Partner or if the same is in respect of the responsibilities attributable to the Channel Partner. These obligations shall survive the termination of this Agreement

ASSIGNMENT

This Agreement shall be binding on, and shall inure to the benefit of, each of Channel Partner and Company and their respective successors, and permitted assigns provided always that neither Company nor Channel Partner shall assign or transfer any or all of its rights or obligations under this Agreement without the prior written consent of the other party.

SEVERABILITY

The Parties agree that the covenants, obligations and restrictions in this Agreement are reasonable in all circumstances. If any provision of this Agreement is held to be illegal, invalid, or unenforceable under any present or future law, (i) such provision shall be fully severable; (ii) this Agreement shall be construed and enforced as if such illegal, invalid, or unenforceable provision had never comprised a part hereof; and (iii) the remaining provisions of this Agreement shall remain in full force and effect and shall not be affected by the illegal, invalid, or unenforceable provision or by its severance here from

AMENDMENTS

No modification or amendment to this Agreement and no waiver of any of the terms or conditions hereto shall be valid or binding unless made in writing and duly executed by the Parties

DISPUTE RESOLUTION

In the event of a dispute or difference regarding the meaning or interpretation of the terms and conditions of this Agreement, the same shall be amicably settled between the parties and in the event the dispute and differences not being resolved or settled, the same shall be referred to Arbitration by a sole Arbitrator to be appointed by the Company. The Arbitration proceedings shall be conducted in accordance with the provisions of The Arbitration and Conciliation Act, 1996. Any award so passed by the Arbitrator shall be binding on both the parties. The Venue of Arbitration shall be at Bangalore and the proceeding shall be in English language

JURISDICTION

This Agreement shall be governed by the laws of India and shall be subject to the exclusive jurisdiction of courts at Bangalore.