CODE OF CONDUCT: –

DEFINITIONS: –

1. Channel Partner/Dealer refers to an entity or individual that involved in facilitating the sale of plots on behalf of the Company.
2. Code of ethics a formal document that outlines the principles and values guiding the behaviour and decision-making of Channel Partner/Dealer as laid down by the Company.
3. Conduct refers to the manner in which a Channel partner/Dealer behaves or acts, particularly in relation to others.
4. Confidential information refers to sensitive details about the property, the parties involved, and the transaction process that should not be disclosed to unauthorized individuals.
5. Commission refers to the financial compensation payable to the Plot Holder by the Company in the event that the Company generates business as a direct seller of the Plot Holder’s Promotion.
6. Company refers to Mirrikh Infratech Pvt Ltd, having its registered office at 707, Rajhans Montessa, Magdalla, Dumas Road, Surat-395 007, Gujarat, India and includes its successors, affiliates and permitted assigns.
7. Dealer refers to the Plot holder who, after purchasing a plot from the Company, also assumes the role of the Dealer, promoting and selling plot or generating leads for plot sales.
8. Operational Costs shall mean all costs and expenses incurred in the general management, administration, and operation of a business or project, including but not limited to employee salaries, office expenses, utilities, regulatory fees, legal and accounting services, travel and communication expenses, and any other overhead costs necessary for the efficient functioning and maintenance of the organization or project.
9. Plot refers to the specific parcel of land located in the project of the Company purchased by the Plot Holder under the agreement.
10. Plot Holder refers to an individual or entity purchasing the plot or parcel of land located in the project of the Company.
11. Referral refers to a successful lead generated by the Plot holder/Dealer that directly results in the sale of a plot or other business for the Company. Referral success will be determined by the Company, and commission will be payable upon the completion of a successful sale.
12. Secrecy refers to the act of hiding, keeping something secret, or preventing something from being discovered or known.
13. Social Media Promotion refers to the obligation of the Plot Holder to post content related to the Company’s projects on social media platforms, such as Facebook, Instagram, LinkedIn, or Twitter, at least 4 (Four) Times per month, or once a week.

TERMS & CONDITIONS FOR PLOT BOOKING: –

1. All plans, advantages, progress, forecast pertaining to the development of the region/land or area shall be dependent on the forecast of the Government.
2. All benefits represented on the website are indicative in nature.
3. All documents such as plans, brochures and deeds etc. indicate gross plot area of plot in square yards/square feet. Gross plot area is calculated for due contribution towards roads, common plots, common amenities and other areas of similar usage in the project.
4. Stamp duty, registration fee and other charges maintenance charges, electricity. Legal and all taxes present or future as per prevailing laws and if applicable shall be borne by the proposed purchaser.
5. Any payment made towards purchase of land shall be done in favour MIRRIKH INFRATECH PVT. LTD.
6. In case the contact number provided during the purchase of the plot is not that of the Plot Holder but of another person, any message or notifications sent to this provided number will be deemed as received by the Plot holder.
7. The browser/user/investor agrees and accepts that all right to change, modify, cancel the whole or any part of plans, amenities, layouts, terms, rate, deposits, charges etc. shall vest solely with the company and all such changes will be binding and acceptable to the proposed purchaser. Such a change in plan/layout shall not, in any manner, affect any rights of the purchaser of the land with respect to the purchased land. All information regarding such changes in the plans/layouts the location of the reserved plot/s shall be intimated by a written communication through a letter posted to the purchaser’s address or through registered electronic mail of the purchaser. However, any changes resulting from Government directives regarding the plans or layouts shall not require any notification to the Plot Holder.
8. The proposed purchaser/s is /are shall be subject to all laws pertaining to transfer of land, applicable revenue laws, bye-laws, etc. which are subject to change by the Central or State Government.  
9. If the Purchaser has availed EMI facility for payment and fails to pay EMI for 3 consecutive months or for three times in aggregate whichever is earlier; the Company has within its rights to initiate the process of cancelling Plot and also resell the same plot to another person, for which no written permission will be required. All payments made prior to such resell by the defaulting party shall stand forfeited.  
10. In case of cancellation of booking by the purchaser, 50% of the amount received from the Plot Holder shall stand forfeited and BPI paid amount will also be deducted from refundable amount. Any amounts towards the pending refund will be paid after the company has resold the plot and refund amount through such sale are realized and till then the party cancelling the plot agrees to wait without any litigation and without expectation of any interest on the paid amount.
11. Cheque returns charges shall be Rs. 1000/- for each return and shall be paid by the proposed purchaser to the company.
12. Acceptance of payment towards reservation of the plot is subject to the rules and regulations of the project, brochure, reservation term sheet, effective payment plan, commercial terms, government rules and regulation applicable from time to time.
13. The brochure of the project is for general idea only and does not form part of any legal document.
14. All disputes pertaining to the transaction shall be attempted to be resolved amicably and be subject to Surat jurisdiction.

TERMS AND CONDITIONS FOR DEALER:

WHAT IS DIRECT SELLING?

1. A Direct Selling business is a business model where a company sells products or services directly to consumers without the use of a third party. The sales can happen in a chain of persons who may or may not be the purchaser of the product and also the seller of the same product.
2. Direct selling is a growing and exciting industry that provides companies an alternative channel for the distribution and sale of products and/or services directly to customers, away from a traditional retail location. The industry uses a variety of distribution methods; multilevel marketing and network marketing being two of it.
3. In India, Direct Selling business through multi-level marketing is a recognized and approved method of doing business that passes benefits of returns to all those who become a part of the chain.
4. The Direct Selling business is governed by The Consumer Protection (Direct Selling) Rules, 2021. All policies and procedures of the Company for direct sales of its product is governed by the said law.
5. The Plot Holder himself becomes the Dealer, as soon as he purchases the Plot from the Company. Hereunder are mentioned the roles and responsibilities of the Dealer towards the Company as well as the Customers.

ROLES AND RESPONSIBILITIES OF THE DEALER TOWARDS THE COMPANY:

1. The Dealer shall actively seek out business opportunities for the Company, generate leads for potential buyers, and promote the sale of additional plots. The Dealer will be responsible for driving interest through their network and any other promotional channels.
2. If the Dealer successfully sells a plot to a new client, it is the Dealer’s responsibility to ensure timely and full payment from the client to the Company. The Dealer must assist in ensuring the smooth completion of transactions and ensuring that payments are cleared on time.
3. The Dealer must regularly report leads and successful sales to the Company. The Company will determine the validity of each lead and sale for the purpose of commission calculations.
4. The Dealer must ensure that all sales efforts align with the Company’s guidelines and policies, including accurate representation of plot pricing, features, and terms.
5. The Dealer must ensure that international clients are aware of the accepted payment methods, currency conversions, and any potential fees related to foreign transactions.
6. If the plot sale involves foreign currency transactions, the Dealer must coordinate with the Company to ensure the process complies with Indian foreign exchange regulations and banking policies

ROLES AND RESPONSIBILITIES OF THE DEALER TOWARDS THE CLIENT:

1. The Dealer is responsible for providing accurate and honest information to prospective buyers regarding the plot’s features, pricing, location, and any other details. Misrepresentation of any kind may result in legal action and termination of this Agreement.
2. The Dealer must engage with potential clients in a professional and transparent manner, ensuring that all communications, including promotional materials, meet the ethical standards expected by the Company.
3. The Dealer is responsible for addressing any questions or concerns that clients may have about the plot, project, or the purchase process. If needed, the Dealer should direct clients to the Company for further assistance.
4. The Dealer must continue to engage with the client even after the sale is completed, ensuring that the client receives any necessary documentation and support in coordination with the Company. Any post-sale issues must be communicated to the Company in a timely manner.
5. The Dealer must help international clients navigate the legal formalities required to purchase a plot in India, such as complying with Indian real estate laws, FDI regulations, or any residency requirements.
6. The Dealer should provide ongoing support to international clients regarding post-sale issues, including coordination with the Company for documents required for repatriation of funds, compliance with real estate laws, and dispute resolution.
7. The Plot Holder will have to adhere with the responsibility towards the Company as well as the end customers, within the capacity of the Plot Holder as well as the Dealer for a period of 2 (Two) Years after the expiration or termination of the Agreement

 COMMISSION AND INCENTIVES:

1. The Dealer, upon successful sale of the plot, will be entitled to a referral commission decided by the Company. This commission will be payable once the sale is completed, and the Company has received the full payment from the client referred by the Dealer.
2. The Dealer will assist with handling documentation, payment coordination, and compliance with local and international regulations. The commission for international sales will be calculated based on the net sale price after currency conversion and payment of any foreign transaction fees, and it will be disbursed upon successful completion of the sale and receipt of full payment from the international client.
3. The Company agrees to disburse all commissions within 10 (Ten) Working Days after receiving full payment from the buyer. Payments will be made directly to the Dealer’s designated bank account. In the case of foreign transactions, commissions will be calculated based on the net sale price after accounting for currency exchange rates and applicable fees.
4. If a sale is not successfully completed due to the buyer’s failure to make payments or for other reasons outside the control of the Company, no commission or incentive will be payable to the Dealer for that transaction.
5. The Company reserves the right to adjust the commission rates based on changes in the market, regulatory environment, or other business conditions. Any changes to the commission structure will be communicated to the Dealer in advance and will apply only to future sales or referrals.
6. If the Dealer is found to be in violation of the terms of this Agreement, including failure to meet promotional requirements or dissemination of false or negative information, the Company reserves the right to withhold or forfeit any commissions or incentives owed to the Dealer.

CODE OF ETHICS

1. Mirrikh expects all Channel Partners/Dealers to conduct the business with utmost honesty, sincerity and integrity. Mirrikh does not and shall never entertain any kind of dishonest approach, deceptive promises and misleading statement made by any Channel Partner/Dealers to any prospective purchaser.
2. This Code of Ethics forms an integral part of the Mirrikh Policies and Procedures and all other regulations and agreements currently in place, which bind every Channel Partner/Dealer. Any breach of the Code, Policies & Procedures, scope of work, regulations and agreements in place will lead to action(s) being taken by Mirrikh in accordance with the company’s Policies & Procedures.
3. The Code of Ethics is binding on all Channel partners/Dealers and explains proper conduct of business for Channel Partner/Dealers to practice. Additionally, and correspondingly, Mirrikh encourages all Channel Partner/Dealers to obtain and observe the Code of Ethics that has been provided by Government of India (Direct Selling Association) Guideline in their respective countries if and where applicable.

1. OBLIGATION OF DIRECT SELLER: –

1. Qualification:

In order to be a Dealer of Mirrikh’s business, the following qualifications are necessary to be possessed by the Channel Partner/Dealer. The Channel Partner/Dealer shall:

1. Pay the token price for purchase of land/plot offered by Mirrikh and attempt to complete the further payment within the stipulated duration as provided by Mirrikh;
2. Not be engaged in the same business of selling properties and especially any project of the Company;
3. Possess some experience in the field of direct selling or multi-level marketing or display the relevant qualities necessary to expand such business
4. Gain reasonable qualification so as to be able to understand, communicate and represent the business of Mirrikh to an individual person or a group
5. Possess qualities of public speaking and personality development to be able to speak on stage.
6. Take frequent follow ups, conduct meetings with interested parties, make arrangements for seminars, summits, to be conducted by Company and diligently reach out to all parties attending such events.
7. Follow instructions of Mirrikh, carry out all instructions of the Company
8. Motivate the team developed by the Channel Partner, conduct meetings, continue healthy interactions with everyone and boost their morale for business from time to time.

2. Contact and Communications

The Channel Partner/Dealer hereby agrees and undertakes that he/she:

1. will at all times, when contacting anyone either from a telephone list, online/offline lead generated or by other means, respect the privacy and wishes of the person contacted;
2. will speak and behave in a calm and composed manner with polite temperament and shall never engage in objectionable or abusive conduct. The Channel Partner shall never involve himself/herself in unfair or aggressive conduct when contacting or dealing with any other person in relation to Mirrikh or opportunity it provides. In any instance where the person contacted shall answer in a derogatory/insulting manner, the Channel Partner/Dealer shall remain silent or conclude the conversation politely without further argument.
3. will not mark any derogatory/stereotypical/prejudicial remarks regarding any person/company/organisation/enterprise/community/caste/race/religion/gender/physical status/ economical background/ colour of any person so as to hurt their sentiments;
4. will offer the opportunities of, and association with Mirrikh, on its merits without exaggeration, concealment, curiosity or misrepresentation;
5. will ensure that they maintain their personal presentation in dress, language and documentation to the highest possible standard
6. will observe the provisions of the law and good manners regarding times and days when making the call and appointments.
7. will explain the project, the associated benefits in investing in the project, the documentary formalities necessary, the legalities and rights of the Purchaser and Seller both during the transaction and the various schemes/offers of the company. All such information shall be shared only to the extent that the company’s confidential information is not breached in any manner and the information provided shall, to the extent of the knowledge of the Channel Partner be true and honest and in accordance with the benefits explained by the Company to the channel partner.
8. will provide continuous guidance and support to the company as well as the purchaser during and after the completion of the deal for any such further work required to be done in order to expand the company’s profitability and also serve as one point contact between the Company and the Purchaser.
9. shall acquire as much details as possible from the company for the purposes of sale of the plot/land/project or any part thereof from the company in order to present it to the potential buyers/other channel partners.
10. will not take advantage of another person’s disabilities or weaknesses, such as illness, age, infirmity, lack of education or unfamiliarity with language;
11. will not actively solicit or demand orders for Mirrikh products by anything other than an offer to collate any order a Channel Partner/Dealer wishes to make, including by the use of physical force, undue harassment or coercion;
12. will not refuse to identify themselves when requested to do so.

C. Representing Opportunity:

Channel Partner/Dealer presenting the Business Plan is a representative of the Company and shall accordingly conduct himself/herself in all the Training Events, business summits or Seminar or Mirrikh Channel Partner/Dealer Meeting. The Channel Partner/Dealer further shall:

1. not falsely represent to any person any details regarding the financial rewards, incentives and benefits available under the Mirrikh Plan;
2. not make any false or misleading representations about the features of Mirrikh’s products, services and programmes, including as to their standard, quality, value, characteristics, accessories, uses for a particular purpose, merchantability or benefits;
3. not make any false or misleading representations about the price of Mirrikh products or services;
4. not make any unwarranted comparisons with the competitor’s businesses;
5. not over commit to any person regarding any deliverables/benefits in the attempt to maximise his/her sale portfolio;
6. not provide his personal details as to financial growth and income to lure anyone into falsely engaging in the business;
7. make it thoroughly clear to any person to whom the Channel Partner/Dealer discusses the opportunity that financial rewards to Channel Partner/Dealers are based on a Channel Partner/Dealers individual performance and explain all the works necessary to be done in order to achieve a particular status/benefit in the company;
8. use official literature as approved by Mirrikh including forms, scripts and other tools and shall ensure the preservation of the Intellectual Property of the Company at all times
9. assess the liabilities and qualification of any potential Channel partner/Dealer who wants to join the Company’s business.

D. Explaining The Business Plan

When presenting or discussing the Mirrikh Business Plan and the Benefits which might be available, a Channel Partner/Dealer must generally rely for reference on company literature and observe the following regarding the contents of the Business Plan:

1. if predictions as to profitability are made, they should reflect what an average person carrying on the Business would achieve under normal circumstances;
2. if any estimates of profits are made, the assumptions on which they are based should be clearly stated
3. where there is no previous experience on which to base expectations as to profitability, this should be stated when making the representation.
4. all probabilities of business profits and corresponding efforts should clearly be stated
5. the explanation offered shall be based on the material/content/images/Power Point presentations and such company approved data alone
6. any success stories shared shall only be after Company’s approval and only to the extent that does not violate any terms of confidentiality imposed by the Company
7. not represent or mention anything contrary to law
8. be bound within the limitations imposed by the Company while explaining the project and also mention the same to the prospective purchaser/interested parties
9. make clear explanation in the preferred language of communication to the people to whom the plan is to be explained
10. say nothing unreal, untrue or provide information which is not disclosed in its complete truth to induce anyone into investments

When presenting or discussing the Mirrikh Business Plan, a Channel Partner/Dealer must not make false representations concerning:

1. any risks likely to be associated with carrying on the business;
2. the amount of time the average person would have to devote to carrying on the business;
3. the annual expenditure and the annual gross income which the average person carrying on the business might expect and the method of calculating those figures.

2. OBLIGATIONS OF MIRRIKH:

Mirrikh will ensure as hereunder that:

1. its employees will at all times act in a manner which does not conflict with the best legitimate interests of a Channel Partner/Dealer and carry out duties in accordance with professional courtesy and integrity;
2. Channel Partner/Dealers are kept well informed regarding laws applicable to the business and duties of Channel Partner/Dealers and other essential facts and public policies which affect such business and duties and will comply with all the requirements thereof;
3. Full cooperation of its employees is given to Channel Partner/Dealers with respect to advising them about matters which affect them;
4. It acts in the Channel Partner/Dealers legitimate interest to the best of its abilities.

3. DISCLAIMER:

1. The Company disowns all responsibility for the illegal actions of its Channel Partners and their Senior.
2. The Company does not authorize the Channel Partner and their Senior to engage in fake schemes and illegal business. The Business carried on by the Company is legal and abides by the terms and conditions of applicable laws in India.
3. If the Channel Partner and their Senior shall, in any manner, breach the terms of this Agreement and thereby leads to tarnishing the reputation of the Company in any manner or causes, by his conduct not akin to the acceptable terms of association hereto mentioned; resulting in financial, business, consequential losses, then the Company reserves the right to stay indemnified of all such losses by recovering the same from the Channel Partner and their Senior.
4. Further, if the company or its directors, employees and any associate face any legal consequences due to any actions of the Channel Partner and their Senior, the same shall be indemnified by the Channel Partner whose actions have led to legal complications.

4. GENERAL OBLIGATIONS: –

1. Authorization Limit

Authorization of a Channel Partner/Dealer is limited. They shall refer any matter pertaining to MIRRIKH to the designated Company Representative. A Channel Partner/Dealer shall not interfere in any decision-making process without prior written approval from the Company Representative.

1. Poaching Channel Partner/Dealers

Mirrikh does not condone the international poaching of other competitor’s Channel Partner/Dealers or Channel Partner/Dealers from another line of referral ship within the Mirrikh Business.

5. USE OF MIRRIKH PROPERTY: –

As trademarks, logos and service marks are registered and owned by Mirrikh and/or its affiliates, all written materials are the copyright of Mirrikh. The use of trademarks, logos or service marks or the publication of copyright materials may only be undertaken with the written authorization from Mirrikh and not otherwise.

6. PRODUCT CLAIMS: –

Mirrikh publishes detailed data about its products which is verifiable, accurate and complete. A Channel Partner/Dealer must not make claims about any Mirrikh products or services unless they are sourced from appropriate official company literature and accurately reflect the information contained in the appropriate literature.

7. SOCIAL MEDIA POLICY: –

Channel Partner/Dealers are permitted to discuss and promote their business on social media platforms such as blogs, Facebook, WhatsApp, YouTube, Instagram, LinkedIn, MySpace, Instagram etc. The following is the Company’s policy and guidelines on such representation. The absence of, or lack of explicit reference to a specific site, does not limit the extent of the application of this policy. Where no policy or guideline exists, Channel Partner/Dealers should use their professional judgment and take the most prudent action possible.

1. Personal blogs, websites and social media profiles should have clear disclaimers that the views expressed by the author are the author’s alone and do not represent the views of the Company. E.g. – “The opinions and positions expressed are my own and do not necessarily reflect those of Mirrikh Infratech Pvt Ltd.”
2. The Channel Partner must represent itself accurately and clearly state the relationship with the Company as Channel Partner/Dealers. No other claims may be made as employee, agent or otherwise.
3. The Channel Partner may not use the Company’s trademarks or brands in any username or handle in any social media platform. These include but are not limited to Twitter, Facebook, and LinkedIn.
4. Information published on blogs, websites and social media profiles of the Channel Partner should comply and adhere with the Mirrikh’s Policies & Procedures (See clause 11.03, 11.04 and 11.05 of the Policies & Procedures). This also applies to comments posted on other blogs, forums, and social networking sites.
5. Channel Partner/Dealers may not use or attempt to register or sell any of Mirrikh and its associated companies’ trade names, trademarks, service names, service marks, product names, or any derivative thereof, for any internet domain name or email address (See 10.03 (c) of the Policies & Procedures).
6. The Channel Partner/Dealer shall identify itself with the brand image and the values of the Company. As such, Channel partners’ online activity can affect others’ perceptions of the Company, its products, and services. It is therefore important for Channel partners/Dealers to be aware that their actions, captured via images, posts, or comments, can reflect on the Company. The following guidelines must be adhered to for posting any content online:
7. Channel Partners/Dealers must use only text found on the Company’s official website.
8. Channel Partners/Dealers may not supplement the content of their website or social networking profile with text from any source other than the Company.
9. Channel Partners/Dealers must respect copyright laws, and reference or cite sources appropriately.
10. Channel Partner/Dealers must always disclose their relationship or identify themselves as a Mirrikh/UNIQIRA Channel Partner/Dealer when making any comment in regard to UNIQIRA and/or its products, and in the company- Mirrikh.
11. Channel Partner/Dealer who provide testimonials online must be truthful and subject to typical results.

E.g. 1 – “Bone Health cured my knee joint problem” While that may be an honest opinion, it is not a typical result, and therefore, any such opinion posted online would be in violation of the current guidelines, unless there is valid research to support the claim.
E.g. 2 – “I made INR 25,000 in one month with Mirrikh, and the Channel Partner/Dealer can too.” While this statement may be true, the result is not “typical”. Such statements would be in violation of the current guidelines. Whenever discussing earnings, Channel Partner/Dealer should refer to clause 11.02 of Mirrikh’s Policies & Procedures for guidance on this subject matter.

1. For paid Internet advertising such as Facebook ads, the Company’s logo or trademark may not be used. All links must be directed to the Channel Partner/Dealer’s Personal Website and not the Company’s official site.
2. Complaint Redressal: For any complaints regarding business, returns on investment, disputes with customer, disputes with employee/company’s representative, etc. shall be directed to Contact No.: 0091-261-4813809, E-mail ID: info@mirrikh.com.

The above stated portals shall be used for filing complaint with the Company. The Company shall revert with solutions to the addressed problems. If any complaint is received by any customer/investor against any Channel Partner/ Dealer, the same shall be investigated by the Company and show cause notice will be raised to the Channel Partner/Dealer. Any Channel Partner/Dealer found guilty shall have his benefits ceased without notice by the Company. Using other social media to express grievances publicly shall amount to defamation against the Company and Company reserves the right to file legal suit against the same.

8. NON-COMPETE CLAUSE: –

The Channel Partner/Dealer agrees that, during the term of this Agreement and for a period of two (2) years following the termination of this Agreement, they shall not, directly or indirectly:

1. Engage in, own, operate, manage, control, or participate in any business that competes with the Company, including but not limited to the sale, marketing, or promotion of plots, real estate, or any other services provided by the Company.
2. Solicit or attempt to solicit any current or prospective customers, investors, or business associates of the Company with whom the Channel Partner/Dealer has had contact or access to confidential information during the term of this Agreement.

9. TERMINATION: –

The Company reserves the right to terminate with immediate effect in the event of any of the following occurrences:

1. Solicitation: If the Purchaser or any associate party engages in any unauthorised solicitation, including but not limited to soliciting business, clients, or any individuals or entities associated with the Company without prior written consent.
2. Overpricing: If the Purchaser or associated parties engage in overpricing or unauthorised pricing adjustments for the Company’s products or services in any transaction or communication.

• Misrepresentation: If the Purchaser provides false, misleading or fraudulent information regarding the nature of the business, products, services or other aspects related to the agreement, resulting in misrepresentation.

1. Breach of Agreement: If the Purchaser breaches any terms, conditions, representation, warranties or obligations outlined in this Agreement.

Upon termination, the Company shall be entitled to any remedies available by law, including but not limited to recovery of damages, indemnification, and forfeiture of payments made by the purchaser as deemed necessary. Any outstanding obligations of the purchaser under this agreement shall survive termination to the extent required by law or by this agreement

10. DISPUTE RESOLUTION:
    1. Any disputes, controversies, or claims arising out of or in connection with this Agreement, including any questions regarding its existence, validity, or termination, shall be resolved amicably through mutual discussions between the parties. If the parties are unable to resolve the dispute through discussions within 30 days, the dispute shall be referred to arbitration.
    2. The arbitration shall be conducted in accordance with the Arbitration and Conciliation Act, 1996, and any amendments thereto. The seat and venue of arbitration shall be Surat, Gujarat, and the language of arbitration shall be English.

• The arbitral tribunal shall consist of a sole arbitrator appointed by mutual agreement of the parties. If the parties are unable to agree on an arbitrator within 15 days of the notice of arbitration, the arbitrator shall be appointed in accordance with the rules of the Arbitration and Conciliation Act.

1. The decision of the arbitrator shall be final and binding on both parties. Each party shall bear its own costs and expenses in connection with the arbitration, unless otherwise directed by the arbitrator. The courts in Surat, Gujarat, shall have exclusive jurisdiction over matters related to this arbitration agreement and any interim relief.

11. FORCE MAJEURE:
    1. For the purposes of this Agreement, “Force Majeure” shall mean any event or circumstance beyond the reasonable control of either party that prevents or hinders the performance of any of their obligations under this Agreement. Such events may include, but are not limited to:
       1. Acts of God, such as earthquakes, floods, fires, storms, or other natural disasters.
       2. War, terrorism, insurrection, civil disturbance, or acts of public enemies.
       3. Strikes, lockouts, labor disputes, or industrial action affecting the performance of this Agreement.
       4. Government actions, regulations, or restrictions, including changes in law or policy.
       5. Epidemics, pandemics, or widespread health emergencies.
       6. Any other cause or circumstance that could not have been reasonably foreseen or prevented by the affected party.
    2. If a Force Majeure event occurs, the party affected by the Force Majeure shall not be liable for any failure to perform its obligations under this Agreement during the period that the Force Majeure event is in effect.
    3. In the event that future government regulations, laws, or policies are enacted or amended that directly or indirectly affect the nature of the collaboration between the Plot Holder and the Company, such as restrictions on the Business Promotion Incentive Plan:
       1. The Company shall be entitled to modify or change the procedures, methods, or structure of this collaboration as necessary to comply with such regulations or policies.
       2. The Company will provide the Plot Holder with reasonable notice of any such changes and will make efforts to ensure that the Plot Holder continues to benefit from the arrangement under modified terms.
       3. If the changes significantly affect the Plot Holder’s rights or benefits under this Agreement, the Plot Holder shall have the option to terminate their participation in the BPI Plan, without any penalties, by providing written notice to the Company within thirty (30) days of receiving notice of the changes.
    4. If the Force Majeure event continues for a period of more than ninety (90) consecutive days and prevents a party from performing a material obligation under this Agreement, either party may terminate this Agreement upon written notice to the other party.

11. NON-SOLITICATION:

The Plot Holder/Dealer agrees not to solicit, induce, or attempt to solicit or induce any employees, clients, or business contacts of the Company to terminate their relationship with the Company for a period of 2 (Two) Years following the termination of this Agreement.