Customer Registration

My Undertaking for Registration — cum — Agreement for AIPL Independent Project Partner

I, the applicant named in this registration, 18 years and above in age. I have understood all terms & conditions mentioned in this agreement, website, business plan brochure, and AIPL Guidebook. I found that it is a business of hard work and does not commit any kind of fix salary/income/reward, or any kind of dumping products/services. Here income/reward or any other bonus and remuneration totally depend upon the sales volume generated by me and my sales team and my working activities. I am giving my details and signing this agreement at my own will, and not under any coercion.

AIPL Independent Project Partner (IPP) Agreement

It's the Terms & Conditions prepared for Direct Seller which are included in the seller Agreement. Here Direct Seller is known as AIPL Independent Project Partner (IPP). IPP is involved in direct sales of the products and services of the company named Aceaws India Private Limited. In this IPP agreement with the company all the terms and conditions are mentioned hereunder as per the MLM Guidelines issued by the Govt. of India, Ministry of Consumer Affairs.

The applicant intending to become direct seller shall go through these terms & conditions and if he/she agrees and accept these, he/she shall put the signature in the column provided hereunder as taken of his/her consent. Choosing the sponsoring and consent to join the group is exclusive decision of applicant. There is no role or any suggestion of the company in taking such decision by the applicant. Further there is no any charge for becoming an AIPL Independent Project Partner (IPP) of the company. The company exclusively uses its website/app to display the details of the products, services, marketing plan sales bonus/incentives and business monitoring etc.

Definitions

As used herein, the following terms shall have the meanings set forth below:

1. "Network of Direct Selling" shall mean any system of distribution or marketing adopted by the direct selling entity to undertake direct selling business and shall include the multilevel marketing method of distribution of goods and services.
2. "Direct Selling Entity" means an entity which sells or offers to sell products or services through an IPP. The company Aceaws India Private Limited is the direct selling entity. Where "AIPL" is used on the company's website/app or in any publication, literature, leaflet, or marketing plan, it shall be interpreted as Aceaws India Private Limited.
3. "Direct Seller" means a person (Individual Indian Citizen only) appointed or authorized, directly or indirectly, by a direct selling entity to undertake direct selling business on a principal-to-principal basis. Here direct seller is named as AIPL IPP (Digital wallet account holder).
4. "Direct Selling" means marketing, distribution and sales of goods/services as a part of a network of direct selling.
5. "IPP ID" means the Unique Identification Number issued by the company to the direct seller as a token of acceptance of his/her application for direct selling of the company's products/services. No communication will be entertained without a Unique ID & Password, which the direct seller must preserve properly as it is required for login on the website/app.
6. "Cooling-Off Period" is the duration counted from the date the direct seller and the direct selling entity enter into this agreement, within which the direct seller may repudiate the agreement without penalty for breach of contract. Here the Cooling-Off Period is 30 days from the date of entry into this agreement.
7. "IPP Identity Card & Welcome Letter" — the IPP will digitally receive an Identity Card & Welcome Letter on the website/app after signing the agreement.
8. "IPP Start-up Training Programme" — a counselling and training programme by the Training Academy "AIPL Pathshala", focused on the AIPL business opportunity and the skills required for success. It will be conducted within 45 days of the agreement date, free of cost, in a classroom, online, or another medium depending on the number of IPPs in a given state, district or region.
9. "Skill Development Training & Workshop" — the company will arrange skill development training and workshops from time to time to increase the industrial skill base of the community.
10. "Website & App" means the official website and app of the company, i.e. www.aceaaro.in & AIPL, or any other website/app the company may notify from time to time.
11. "Digital Wallet Account" means the account through which the IPP digitally receives points at the time of IPP ID activation, which carry certain benefits as per the company's business plan.

The Appointment and Understanding

The company, upon security and verification of the application, may register the applicant as an "Independent Project Partner (IPP)" for selling the company's products/services. The company shall be at liberty to accept or reject the application at its discretion without assigning any reason. Allotment of a password and IPP ID by the company shall be construed as the registration of the AIPL Independent Project Partner (IPP).

The applicant hereby covenants as under:

1. It has clearly understood the marketing methods/plan, the incentive plan, its limitations and terms & conditions. He/she agrees that he/she is not relying upon any misrepresentation, fraudulent inducement, assurance or commitment not set out in the terms & conditions, marketing plan, incentive plan, or other officially printed/published materials of the company.
2. The relationship between the company and the IPP shall be governed, in addition to these terms & conditions, by the rules and procedures in the marketing plan available on the website/app or otherwise provided by the company. The IPP confirms that he/she has read and understood the terms & conditions carefully and agrees to be bound by them.
3. IPP is an independent partner/contractor, and nothing in these terms & conditions shall be construed to:
   1. give any party the power to direct and control the day-to-day activities of the other;
   2. constitute the parties as partners, joint venturers, co-owners or otherwise; or
   3. allow the IPP to create or assume any obligation on behalf of the company for any purpose whatsoever.
4. IPP is not an employee of the company and is not entitled to any employee benefits. He/she is responsible for paying all applicable taxes (Income Tax, GST, Service Tax and other taxes) on amounts earned hereunder, and for all legal, statutory, financial and other obligations associated with the IPP's business. The company reserves the right to promote the IPP to probationary employee status depending on the IPP's productivity and activities.
5. IPP is authorized to receive/accept amounts/payments for and on behalf of the company, and any payment received by him/her from any party shall not be deemed received by the company.
6. IPP declares that all information furnished by him/her is true and correct. The company is at liberty to take action against the IPP if it is disclosed at any stage that the IPP has furnished wrong, false or misleading information to the company or other IPPs.
7. If a relative (as defined under the Income Tax Act 1961 or the Companies Act 2013) of an existing direct seller wishes to become an IPP, that relationship must be disclosed. It is at the company's sole discretion to accept or reject such an application.

The IPP shall enjoy the following privileges:

1. To earn incentives for effecting sale of the company's products/services as per the marketing plan.
2. To sell the company's products/services anywhere in India, without territorial restriction.
3. To access and inspect his/her account on the company's website/app using the IPP ID & Password issued by the company.
4. Incentive shall be proportional to the volume of performance by the IPP, either through personal effort or through his/her team, as stipulated in the marketing plan.
5. Entitlement to a cooling-off period of 30 days from the date of acceptance of these terms, without any penalty clause.
6. The option to return currently marketable products purchased within 30 days of purchase, governed by the return policy published on the company's website/app.

Other General Terms and Conditions

General Duties

1. IPP shall use his/her best efforts to promote and maximize the sale of products/services, assist the company in promotional activities and events, use marketing inputs judiciously, and offer accurate and complete explanations of products, services, prices, payment terms and return policies to prospective customers. He/she shall comply with the model guidelines on direct selling issued by the Govt. of India, Ministry of Consumer Affairs, Food & Public Distribution Department of Consumer Affairs.
2. The company reserves the right to withhold, block, suspend or terminate the IPP if he/she fails to provide requested details, including but not limited to PAN details.
3. If an IPP loses contractual capacity or dies, his/her nominee or a legal heir (with the written consent of all legal heirs) may join the company as IPP in the deceased's place, subject to applying in the prescribed form and undertaking to abide by all rules, regulations and terms & conditions. If such consent is not reached within six months, the company may terminate the IPP ID, keeping it in abeyance during that period.
4. IPP is solely responsible for all arrangements, expenses, and permissions from local, state or central government bodies for meetings, seminars or other events conducted by the IPP; the company bears no responsibility in this regard.
5. IPP is prohibited from listing, marketing, advertising, promoting, discussing or selling any products, or the business opportunity, on any website, online portal, mobile application, forum or other medium that operates as an auction.
6. IPP shall not compel, induce, mislead, or unduly influence any person with false statements or promises to purchase products/services from the company or to become an IPP.

Modification of the Terms & Conditions. The company reserves the complete and unfettered right to modify, amend, alter or vary the terms and conditions, products, marketing plan, business or any other policies at any time without prior notice. Modifications will be published via the official website or another suitable mode and become binding on the IPP from the date of such notification. If the IPP does not agree, he/she may terminate his/her direct-sellership within 30 days of publication by giving written notice. Continuing activity without objection is deemed acceptance of the modification.

Sales incentives/bonus. The company shall pay the IPP sales incentives/bonus as prescribed in the marketing plan (available on the website/app), subject to applicable taxes. The company reserves the right to revise the rate of incentives/bonus from time to time, and does not guarantee or assure any particular or fixed facilitation fee or income to the IPP.

Indemnification by IPP. The IPP indemnifies the company, its employees, directors, agents and their affiliates against, and agrees to hold them harmless from, any and all damages, losses, liabilities and expenses (including reasonable investigation and attorney's fees) arising out of or relating to any misrepresentation, negligence, malfeasance, breach of warranty, or breach of any covenant or agreement made or to be performed by the IPP under these terms & conditions.

Additional Responsibilities of IPP

1. Expense of doing business. IPP bears all costs and expenses of conducting business under these terms & conditions. The company will not reimburse any expenses other than the sales incentive/bonus earned as per the marketing plan.
2. Use of marketing material. Use of the company's logo, product logo, or any advertising/promotion/marketing material conceived by the IPP requires the company's prior written approval.
3. Customer complaints. IPP shall notify the company of any customer complaints regarding products or services and forward that information to the company immediately.
4. Non-compete. During the term of association, the IPP (or his/her relative as defined herein) shall not represent, promote or engage in direct selling activities that, in the company's judgment, compete with its business. For 12 months after the IPP's association with the company ends, the IPP (or through a relative) shall not, directly or indirectly, distribute, sell, offer to sell, or solicit orders for products or services similar to those distributed, sold or provided by the company.

Terminations and Cessation

The company is at complete liberty to terminate the direct-sellership on the occurrence of any of the following:

1. The IPP has made no purchases of products/services for a period of 180 days since the date of joining. Purchases within this period are mandatory to receive any discount, incentive or other benefit.
2. The IPP fails to comply with any terms and conditions.
3. Information given by the IPP is found wrong, false, or misleading.
4. The IPP migrates to another country.
5. The IPP is convicted of an offence punishable with imprisonment of any term.
6. The IPP resigns voluntarily.
7. The company deems it necessary to terminate the IPP in the interest of its business or in the interest of other IPPs connected in his/her group/team.

Return of materials. All of the company's trademarks, trade names, data, photographs, literature, sales aids, customer-related databases and any other generated information remain the company's property at all times. Within seven (7) days of termination, the IPP shall return all such items and shall not retain copies of any confidential items or information. Effective on termination, the IPP shall cease using all trademarks, marks and trade names of the company. The company may review the IPP's performance at any time, and any IPP not performing to the company's satisfaction in securing new orders or complying with the company's policies and terms and conditions is liable to be terminated.

Confidentiality

IPP acknowledges that, by reason of this relationship, it will have access to confidential information and materials concerning the company's business plans, customers, technology, products/services and strategy, of substantial value to the company. IPP agrees not to use any such confidential information for its own account or that of any third party, nor disclose it to any third party. IPP shall not publish any description of the products/services beyond what the company has published, without the company's prior written consent. Upon termination, IPP shall not use or disclose any confidential information of the company.

Recourse and Jurisdiction

These terms & conditions shall be governed in accordance with the law in force in India. Subject to the Arbitration Clause below, all disputes, civil or criminal, shall be subject to the exclusive jurisdiction of the courts in Guwahati, Assam only.

Dispute Resolution and Arbitration

If any dispute arises between the parties in connection with these terms and conditions — including their validity, interpretation, implementation, termination, or any alleged material breach — the parties shall endeavour to settle it amicably. If not settled within thirty (30) days of notice of the dispute, it shall be settled by arbitration at the request of either party.

Arbitration shall be conducted by a sole arbitrator appointed mutually by the disputing parties, or, failing agreement, by a panel of three arbitrators (one appointed by the company, one by the IPP, and the third by the two appointed arbitrators), governed by the Arbitration and Conciliation Act, 1996. Each party bears its own cost of arbitration. Proceedings shall be held in Guwahati, Assam, India, governed by the laws of India, and conducted in English. The arbitrator's award shall be in writing and may include costs.

Any decision of the arbitrator(s) shall be final, binding and incontestable. Neither party may commence or maintain any suit or legal proceeding (other than for interim or conservatory measures) until the dispute has been determined through this arbitration procedure, except for enforcement of the resulting award. Judgment on the arbitration award may be rendered in any court of competent jurisdiction. The parties waive any application or appeal to any court to the fullest extent permitted by law in connection with any question of law arising during arbitration or any award made.

Force Majeure

The company shall not be liable for any failure to perform its obligations where such failure results from Acts of Nature (fire, flood, earthquake, storm, hurricane or other natural disaster), war, invasion, act of foreign enemies, hostilities (declared or not), civil war, rebellion, revolution, insurrection, military or usurped power, confiscation, terrorist activity, nationalization, government acquisition of the company's assets, civil or financial emergency, government sanction, blockage or embargo, labour dispute, strike, lockout, interruption or failure of electricity, raw-material supply constraints, or any redirection by a Central/State government, local authority or other government department.

Solemnly Affirm and Declare as Follows

1. That I have read and understood the terms and conditions for appointment as an IPP of the company.
2. I have gone through the company's official website/app, printed materials and brochures, and am convinced about the business; I have applied to be appointed an IPP on my own consent and wisdom.
3. I declare that I have not received any assurance, promise or inducement from the company or its directors regarding any fixed income, incentive, bonus, salary, prize or benefit on account of products/services purchased by me.
4. I have clearly understood that eligibility for income depends exclusively on my performance in business volume as per the business plan, and I agree that the company reserves the right to change the business plan at any time without prior notice.
5. I undertake not to misguide or dishonestly induce anybody to join the company.
6. I agree and adhere to the terms and conditions stipulated along with this application form, and agree to purchase products/services as a consumer while carrying out direct selling activities.
7. I agree to submit all disputes to arbitration as provided in these terms and conditions.

Declaration by Applicant

IPP ID No. to be issued on registration

I, the applicant named in this registration, declare that I have fully understood all the Rules & Regulations for AIPL Independent Project Partner (IPP) registration and products/services purchasing. I have gone through all the AIPL IPP codes of conduct mentioned in the AIPL IPP business opportunity presentation & manual. I give my consent to accept all regulations given in writing, on the website, and in reference manuals such as business opportunity leaflets and other relevant documents. Information furnished here is true to the best of my knowledge; if found false, I will be liable for legal action. I abide by AIPL's rules & regulations, consent to sign this AIPL Independent Project Partner (IPP) agreement, and agree to submit my KYC within thirty (30) days after online registration to receive any discount, incentive, bonus, bonanza, offer or other benefit. My signature below is evidence of acceptance of all the concerned rules and regulations for AIPL Independent Project Partner registration & benefits.