AGREEMENT FOR APPOINTMENT OF FRANCHISEE

Transcription

1 AGREEMENT FOR APPOINTMENT OF FRANCHISEE THIS AGREEMENT is made on this, 20 BETWEEN M/s Medicity Speciality Laboratory, at 25,Indra Biswas Road,Kolkata (hereinafter referred to as the FRANCHISOR) which expression shall unless the context requires otherwise include its successors) of the FIRST PART. AND Mr (hereinafter referred to as the FRANCHISEE which expression shall unless the context requires otherwise include its successors) of the SECOND PART. WHERE AS the company is carrying on business as Laboratory in the above mentioned address in the jurisdiction of Kolkata. AND WHERE AS the Second part has approached the First Part and requested the First Part to grant/appoint him as a Franchisee in the business conducted by the First Part for the period of three years and further in order to enable persons to get the benefit in the Franchisor s business on behalf of the First Part as commission basis only. Associate Code for the SECOND PART.

2 [ 2 ] 1. AND WRERE AS the Franchisee further declared before first part that he is not working for and in any other Company like their business and he intends to work as Franchisee to collect blood testing samples as an independent contractor in the Franchisor s business in the territory which will be allotted to him by the First Part on request of the Second Part, the first part agreed to appoint the second part as their Franchisee on terms and conditions mentioned hereinafter. The Parties herein have mutually agreed to the terms and conditions in the manner hereinafter given below: 2. The Company hereby appoint the Franchisee as the agent of the company in the ( Care Centre) zone for the collection of testing samples for a terms of 3 (three) years commencing from August 20 to July The Franchisee shall deposit a post dated account payee Cash/Demand Draft for the sum of Rs., /- ( ) only as a Franchisee Fees and the same amount shall be refundable on the termination of this agreement subject to settlement of accounts and if the franchisee failed & neglected to settle the account the security deposit shall be treated as a part payment made by the franchisee in discharge of his liabilities and / or debts. 4. If the Franchisee fails to make any payment of any amount under this agreement to the Franchisor within the periods herein/if this agreement is terminated either by efflux of time or by sooner determination thereof, if any amounts is due and outstanding or becomes due or outstanding from the franchisee, then without prejudice to any rights of the franchisor under this agreement, the franchisor shall be entitled to receive/ claim such amount from the Franchisee along with per annum. 5) Franchisee shall- a) Use his endeavors to promote and expand his capability to collect testing samples from surround (hereinafter called the Territory) to obtain order thereof. b) Act loyally and faithfully and obey the orders and instructions of the first part and if in any case it is not possible to obtain instruction in a particular matter to act in such a manner as the interest of the first part. c) Not to take order or collect any sample which he knows or has reason to believe an intended to collect outside his jurisdiction without prior consent of the First Part. d) Not neither to make any representation at the time of collections of samples nor to give any guarantee without written consent from the First Part. e) Keep proper books of accounts and records of all enquiries and transaction relating such business and submit report from time to time to the First Part and authorized officer to inspect and take copies of such books of accounts and records..

3 [ 3 ] f) Not to take excess price for any kind of test or tests which is mentioned on the price list of the First Part and if the Second Part take excess price then he shall be solely responsible for that and in that case this agreement shall be revoked by the First Part. 6. The First Part for Expeditious delivery of the report of the company adopted the modern technology for sending the report through / Internet on the following terms & conditions :- a) The Second Part after getting the report through / Internet print the same after down load and in the instant case he shall have the right to only print and he has no right to alter and / or amend the report and if he changes any thing in that case he is found guilty and he shall be solely responsible for that. b) The Second Part who is availing such / Internet facility and for this the First Part shall not supply the copy of said report through courier except Histopathology report through courier to the Second Part. c) The First Part shall provide the printing stationery paper and / or Report Pad to the second part and in the said paper front portion shall be blank for printing the report and in the back side of the paper the usual terms & conditions of the company / First Part shall be mentioned. d) The Second Part shall use the said report pad only for downloading the report which shall be supplied by the First Part and he shall have no right to use for any other purpose and if he uses he shall be prosecuted under the Indian Penal Code and/or any other Law for the time being enforce. e) The Second Part for availing such facility shall arrange own computer and for this he shall maintain privacy and in case of leakage any report by any Third Party the Second Part shall be solely responsible for that. f) The INTERNET generated report from Medicity Speciality Laboratory of 25,Indra Biswas Road, will be preserve for Ten (10) days from the date of ing of such report. 7. The Second Part shall not assign, transfer or change his right under these presents in all correspondences and documents in relations to the tests shall describe himself as the Franchisee of the first Part. 8. The Franchisee agrees and convinces that the Franchisee shall not act as the Franchisee for any other company like Medicity Speciality Laboratory within the allotted /specified territory during continuance of the present agreement 9. The First Part shall supply to the second Part test catalogues, Rate, Chart, Bill book as the company consider reasonably sufficient with a view to enable Franchisee to conveniently render to patient parties in the said territory.

4 [ 4 ] 10. Notwithstanding anything to the contrary contained herein the Company reserve to its right to transfer and assign its rights and obligations under the Agreement to any other person after giving 15 days notice to Second Part. 11. It is agree that if in the reasonable opinion of the Franchisor, the Franchisee is not adequate to collect samples through the said territory; the Franchisor may exclude a portion of the area or otherwise vary the extent of the territory on prior notice to the Franchisee. 12. Cancellation of Franchisee :- i) On his resignation from Franchisee addressed to the Managing Director, ii) On his becoming in sense or insolvent; iii) On his conviction of any offence in connection with the criminal cases / proclaimed offender, iv) In default in paying the subscription collected from the parties or paying bills for continuance of three months; v) On using the false name and goodwill of the Company (First Part); vi) The Company can cancel the Franchise giving the notice of 7 days if found the Franchisee is acting against the interest of the first part. vii) On default of any clause of this agreement Franchisee can be cancelled. viii) The first part shall have power to make such bye-law, rules and regulations as may be considered necessary in the interest of the business. ix) In default of not generating the minimum business volume worth Rs.20, 000/- per month, your authorization of franchisee may be terminated by our authority/management as per organization s rule. 13) After termination of this agreement the second part shall at his own expenses promptly return to the First Part all catalogues advertising materials, bills book, specification to the business of the company, which the franchisee might have in this possession or under his control. 14) The waiver by the Company of any breach of any of the terms of this agreement shall not prevent the subsequent enforcement of that term and shall not be deemed a waiver of any subsequent breach. 15) The Franchisee hereby agrees and admits that Franchisee shall alone be held responsible in respect of any suit, application or any legal proceedings or whatsoever nature or any complaint filed by any person or any Authority in any court, tribunal, forum, commission or before any authority, pertaining

5 [ 5 ] to conduct of any incidents at the Franchisee s Centre, any dispute between party/patient(s) and the Franchisee or in respect of any matter related to or concerning the Franchisee s center and the Franchisor or its Directors or officials shall not held responsible and made party to any suit, complaint or any legal proceedings related to or in respect of any matters of the Franchisee s center. 16) The Franchisee shall indemnify and keep indemnified at all the times the Franchisor of, from and against all actions, Suits or proceedings and all costs, charges, expenses, losses or damages which may be incurred, suffered or caused by or to the Franchisor by reason of by reason of any suit, application or any other legal proceedings or complaint filed by any person against the Franchisor or its directors and its officials in any court, tribunal, forum, commission or before any Authority, pertaining to or in respect of any matter of the Franchisee s Centre. 17) The entire costs of running a center, including acquisition of space, engaging of personnel and all other expenditure shall be borne and paid by the Franchisee only and the franchisee shall not be entitled to require the Franchisor to share any part or portion of such expenditure or reimburse any part thereof. 18) It is hereby expressly agreed to between the parties hereto in writing that the persons employed by the franchisee at the Franchisee s center are the employees of the Franchisee only and none of them shall be entitled to claim any status as the employee of the franchisor. 19) It is further clarified and understood that the Franchisee alone shall be responsible, liable for any non compliance of any legislation / liability which is necessary for running of the franchisee centre. 20) The Franchisee shall recruit well qualified person as to his/her qualification, experience, technical expertise, skills and other requirements necessary in the opinion of the franchisor in order to ensure that the Franchisee s staff and personnel employed in connection with the work training have adequate technical expertise and qualifications, skills, experience, integrity and reliability so as to maintain high quality and standards in the Franchisee s Centre. 21) The Franchisee shall in its operation of the Franchisee s center adhere to the strictest standards of cleanliness and the Franchisee shall maintain the premises in a neat and clean condition and shall require its employees in the performance of their duties to wear neat and clean uniforms when prescribed by time Franchisor. 22) It is clarified and understood that the Franchisee alone shall be responsible, liable for any samples send by them to the First Part during the transit till the First Part received of such samples.

6 [ 6 ] 23) The Franchisee disclaim any right or interest in Franchisor trade marks, trade names, service names or marks and the logos and designs and all advantages and benefits derived there from and the technical know-how and Training Resources Materials. 24) The Franchisor shall have the right to terminate this Agreement forthwith in the event that the franchisee questions, disputes or attacks the validity, right, title or interest of the Franchisor as to the Franchisor s trade marks, trade names, service names and marks and designs. 25) The parties hereto agree that the Franchisee is an independent contractor. Nothing herein contained shall constitute the Franchisee as agent, legal representative, partner, subsidiary, joint venture or employee of the Franchisor. 26) The Franchisee shall not collect blood samples after the termination of the Agreement on behalf of the Franchisor. 27) In the event of the death of the Franchisee, the Franchisor may at its opinion either treat this agreement as having been terminated by such reason or permit any of the heirs of the Franchisee, as may be selected by the Franchisor, to continue in the place of the deceased as the Franchisee for the purpose of agreement subject to such person executing such documents as may be stipulated by the Franchisor in this regard. 28) The Franchisee hereby agrees that he shall give all cooperation to the Franchisor for the conduct of their business as herein provided and shall not in any manner obstruct the franchisor. 29) In addition to other rights herein or under the law, the First Part shall have the right to at any time to give notice in writing to the Franchisee termination to agreement forthwith if the Franchisee commits a breach of any of the terms herein or it does any act of insolvency or the Franchisee is prevented from performing his duties hereunder for any reason whatsoever or the Franchisee is guilty of any conduct prejudicial in the interest of the First Part. 30) This agreement shall be renewable after the expiry of stipulated period of time on the terms and conditions which might be mutually agreed upon between the parties. 31) It is further agreed in between the parties if the Second Part fails to deposit the amount and/or share of the First Part at 25,Indra Biswas Road,Kolkata and for such act he shall be liable for misappropriating the Fund of the First Part for that he shall be liable prosecuted under Indian Penal Code and/or any other Law for the time being in force in Kolkata.

7 [ 7 ] 32) The Kolkata Court shall be exclusive Jurisdiction over the matter any kinds of disputes and differences etc. between the parties. 33. Any discrepancy of the above mentioned area will be noticed the Franchisee ship then there will be terminated. IN WITNESS WHEREOF the parties have executed the present on the day, month and year first above written signed, sealed and delivered by:- SIGNED, SEALED & DELIVERED In the presence of: - MR.SANKAR BANERJEE (Proprietor) F I R S T P A R T. S E C O N D P A R T Witness: 1. 2.