Terms & Conditions 

Either party shall terminate the Agreement by giving three months’ written notice to the other party. Without prejudice to the rights and contentions under this Agreement and to any or all remedies available to JANDHAN KENDRA/Affiliates, JANDHAN KENDRA shall have the right to forthwith discontinue/terminate the Agreement under any or all of the following circumstances, and in that event, this Agreement shall be terminated with effect from the date as may be decided by JANDHAN KENDRA and in this connection, the decision of JANDHAN KENDRA would be final and binding upon Printing Service Agents (PSA):

1.    Any other reason not specifically herein above enumerated, but is sufficient enough to discontinue/ terminate the contract of the PSA in the sole view of JANDHAN KENDRA; or

2.    If the PSA commits a material breach of any of the provisions of this Agreement, or, is found guilty of misconduct or any misbehavior which in the opinion of JANDHAN KENDRA involves moral turpitude, or, any act of commission or omission which as decided by JANDHAN KENDRA, is likely to lead to the frustration of the objects of this Agreement; or

3.    If the PSA abstains itself from or omits to perform its part of obligation under this Agreement without any just or sufficient cause to the satisfaction of JANDHAN KENDRA; or

4.    If the PSA acts in any other manner prejudicial/harmful to the interest of JANDHAN KENDRA, the decision, as to whether the PSA has acted in a manner which has prejudicially affected or harmful in respect of the interest of JANDHAN KENDRA shall always lie with JANDHAN KENDRA; or

5.    If JANDHAN KENDRA is of the opinion that the performance of the PSA is not as per expectation and/or below the level of satisfaction due to non- performance and/or underperformance. 

Consequences of Termination:

 The parties shall ensure that said termination does not adversely affect activity (ies) already initiated or undergoing under this Agreement and all efforts would be made to complete that particular activity which is initiated/ undergoing as per schedule prior to termination of this Agreement; On termination of PSA or sooner determination of this Agreement, howsoever occasioned, the PSA shall forthwith return and deliver to JANDHAN KENDRA, the items provided by JANDHAN KENDRA, if any;

1.  Consequent to the termination as mentioned above, the PSA shall be required to return all the items/documents provided by JANDHAN KENDRA, which he/she shall come to possess owing to his collection agency as PSA and for operating the collection center within 7 (seven) days to the authorized official of JANDHAN KENDRA;
2. The PSA shall not claim any damages /financial loss entitled to get any charge/fee and or commission etc. from the date of termination of this Agreement. The corresponding fees occurring on this account to would also be terminated from that date;
3. The termination of this Agreement will not affect validity or duration of any legally binding obligations of confidentiality, ownership of intellectual property rights made under thisAgreement.

C.N. General:

1.     JANDHAN KENDRA shall not be bound to provide any office space to the PSA for the purpose of the activities of the PSA here under and the PSA shall be at liberty to operate from its independent office. However, its office should have reasonable visibility, space to receive, and attend applicants / beneficiaries.

2.     The PSA shall perform such functions and do such acts, deeds and things pursuant to these presents as may be required by JANDHAN KENDRA from time to time and shall abide by such guidelines/instructions as may be issued by JANDHAN KENDRA from time to time for the smooth implementation of the terms of this Agreement which shall be binding upon him/her.

3.     This Agreement may be renewed, varied, modified or amended on such Terms and Conditions as may be decided by JANDHAN KENDRA by exchange of letters between the PSA and an authorized official of JANDHAN KENDRA and such letters read in conjunction with this Agreement shall constitute the Terms and Conditions of the Agreement so renewed, varied, modified or amended, as the case may be which shall form an integral part of this Agreement.

4.     All rights, title and interest of the each party in and to the  trade names, trademark, service marks, logos, products, copy rights and other intellectual property rights shall remain the exclusive property of each of them and neither party shall be entitled to use the same without the express prior written consent of the other party. Notwithstanding, anything contained in this Agreement, this clause shall remain effective indefinitely, even after termination of this Agreement.

5.     PSA shall exercise due diligence while accepting any documents and same shall be done as per guidelines issued by UTIITSL/NHA from time to time. In spite of exercising the due diligence by PSA, if any legal discrepancy arises, the liability lies on PSA and / or its Affiliates.

6.     The PSA shall perform such functions and do such acts, deeds and things pursuant to these presents as may be required by the JANDHAN KENDRA from time to time and shall abide by such guidelines/instructions as may be issued by JANDHAN KENDRA from time to time for the smooth implementation of the terms of this Agreement which shall be binding upon PSA and / or its Affiliates.

7.     This Agreement may be renewed, varied, modified or amended on such Terms and Conditions as may be decided by JANDHAN KENDRA.

 Indemnity:

      

     1.  PSA shall indemnify, defend and hold harmless JANDHAN KENDRA and/or its Affiliates from and against any and all losses,  which  may  be occurred or suffered by it in connection with the project and which may arise out of or result from any breach of any Warranty, Willful default or Omission or Commission or any obligation or covenant by the PSA contained in this Agreement;

2.   Indemnification for losses under Clause 1 above, shall include indemnification by the PSA to JANDHAN KENDRA and / or its Affiliates in respect of any and all damages, penalty, awards, judgments, payments and other losses, all interest payable thereon, all actual costs and expenses of investigation in connection with any or all claim, actions, suits, proceedings, monitory claims, demands, assessments, judgments, costs, expenses, including but not limited to the limitation, legal fees and expenses (subject to the decision of the Court, as may be applicable), incurred by JANDHAN KENDRA in enforcing the indemnity set out in this Clause 1 above;

        Indemnification for losses under Clause 1 above, shall include indemnification by the PSA to JANDHAN KENDRA and / or its Affiliates on the occurrence of or resulted in violation of any or all intellectual property rights and/or defamation(libel or slander) and/or breach of cyber Security laws;

Force Majeure:

1.    Neither Party shall be liable for any failure to perform caused by or in connection with Force Majeure Event as demonstrated hereunder and/or any other unforeseen compelling circumstance which is beyond the reasonable control of a prudent man and in the event that either party is prevented from performing or is unable to perform any of its obligations under this Agreement due to such Force Majeure Event, its performance shall be excused, and the time for performance shall be extended as mutually agreed for the period of delay or inability to perform due to such Force Majeure Event. Regardless of the excuse of a Force Majeure, if a party is not be able to perform any material obligation under this Agreement due to a Force Majeure Event for a period of sixty (60) days or more, the other party may terminate this Agreement by giving a thirty days’ written notice to the defaulting party;

2.  For the purpose of this Agreement, a “Force Majeure Event” shall mean an Act of God, breakdown or failure of plant or equipment including transportation or storage facilities, shortage of staff, strikes, lockouts, labor disputes of any kind, riot, war, embargo, fire, flood, severe weather conditions, epidemics, quarantine restrictions, pandemics as defined by national and international legislations, Local Authorities, compliance with any order or request of any statutory, national, regional or local authority, port authority or other public authority, or any other cause or event unforeseeable and beyond the reasonable control of a Party. If any Force Majeure event occurs, the affected party will give prompt written notice to the other party and will use reasonable effects to minimize the impact of such event. 

Reports:

PSA shall provide transactional and operations reports periodically to JANDHAN KENDRA, which may be specific to a service, geographic region or consolidated in a format specified by JANDHAN KENDRA. JANDHAN KENDRA will provide a dashboard. These reports would help in understanding the effectiveness of the services, Issue faced in the field and potential improvement areas and infrastructure and other complements under its scope of operations.

 

Assignment:

PSA shall not have the right to assign this Agreement or any right or interest under this Agreement, nor delegate any work or obligation to be performed under this Agreement. Any attempted assignment or delegation made by PSA

 

in contravention of this provision shall be void and ineffective unless assignment has been made by PSA with the prior written consent of JANDHAN KENDRA by giving an undertaking to own full responsibility for the act of omission / commission by the assignee/sand/or Affiliates and to bear any kind of loss, damages etc. caused to JANDHAN KENDRA and / or its Affiliates on account of such assignment and delegation.

 

No Partnership:

This Agreement does not create or evidence a partnership between the Parties. The Parties are independent entities, and no agency, partnership, joint venture or employer relationship is intended or created by this Agreement. Neither Party will make any warranties or representations on behalf of the other.

Governing Law:

This Agreement shall be governed by and construed in accordance with the laws in force in India.

       Grievance Redressal: In case of any dispute or difference arises out of the Agreement or in relation thereto, amongst the parties hereto, efforts shall be made by both the parties to resolve it amicably by having mutual discussions amongst themselves;

 

Jurisdiction:

The parties hereto agree to be subjected to the exclusive jurisdiction of the Courts in Delhi.

 

Notices:

 Any notice required or permitted to be given hereunder shall be in writing and shall be effectively served 

(i) if   delivered personally, upon receipt by the other party; 

(ii) if sent by prepaid courier service, airmail, or registered mail, within five (5) days of it being sent; or 

(iii) if sent by facsimile or other similar means of electronic communication (with, confirmed receipt), upon receipt of transmission notice by the sender.