Sanjai Oil (A Brand of Maha Lakshmi Agri Industries)

🔹 1. APPOINTMENT & SCOPE

1.1 The Company appoints the Distributor as an authorized distributor for sale and marketing of Sanjai Oil products.
1.2 The appointment shall be non-exclusive unless otherwise agreed in writing.
1.3 The Distributor shall operate strictly within the assigned territory.
1.4 The Company reserves the right to appoint additional distributors or sell directly.
1.5 The Distributor shall not represent unauthorized products under Company branding.
1.6 The Distributor shall maintain professional conduct at all times.
1.7 This agreement does not create partnership, agency, or employment.
1.8 The Distributor cannot bind the Company legally.
1.9 Any commitments on behalf of Company require written approval.

🔹 2. TERRITORY & MARKET RIGHTS

2.1 Territory shall be defined in writing.
2.2 Sales outside territory are prohibited without approval.
2.3 Online selling requires Company permission.
2.4 Cross-territory price dumping is strictly prohibited.
2.5 Company may modify territory anytime.
2.6 Exclusivity (if given) depends on performance.
2.7 Failure to perform may lead to territory reassignment.
2.8 Distributor must actively develop market.
2.9 Sub-distribution requires Company approval.

🔹 3. TERM & RENEWAL

3.1 Agreement validity: 12 months.
3.2 Renewable based on performance.
3.3 Terms may change during renewal.
3.4 Either party may choose not to renew.
3.5 Company may terminate early in case of breach.
3.6 Continuous activity required.
3.7 Inactive distributors may not be renewed.
3.8 Renewal terms may include revised targets.
3.9 Long-term association subject to Company approval.

🔹 4. INVESTMENT & SECURITY DEPOSIT

4.1 Total investment: ₹4–5 Lakhs.
4.2 Security deposit: ₹2.5–3 Lakhs.
4.3 Remaining for stock purchase.
4.4 Deposit payable before start.
4.5 Deposit held throughout agreement.
4.6 No interest payable.
4.7 Not adjustable against stock.
4.8 Refund subject to conditions.
4.9 Lock-in period: 12 months.

🔹 5. PRICING, PAYMENT & ORDERS

5.1 Distributor buys at Company price.
5.2 Prices can change anytime.
5.3 Orders via approved channels.
5.4 Advance payment preferred.
5.5 Credit (if given) must be followed strictly.
5.6 Delay may lead to penalty/supply stop.
5.7 Company may reject orders.
5.8 MOQ applicable.
5.9 Payments only to official accounts.

🔹 6. MARGIN, INCENTIVES & TARGETS

6.1 Margin: 8%–20%.
6.2 Based on SKU/volume.
6.3 Incentives on targets.
6.4 Monthly/quarterly targets apply.
6.5 Failure affects benefits/territory.
6.6 High performers get extra benefits.
6.7 Schemes may change anytime.
6.8 Incentives not guaranteed.
6.9 Company decision final.

🔹 7. COMPANY CONTROL, SUPPORT & BRAND AUTHORITY

7.1 Support is at Company’s sole discretion.
7.2 No obligation to ensure sales or profits.
7.3 Distributor responsible for own business success.
7.4 Company may modify/withdraw support anytime.
7.5 All branding is Company property.
7.6 Distributor must follow all brand guidelines.
7.7 Company may conduct audits anytime.
7.8 Marketing decisions are Company-controlled.
7.9 Company authority is final.

🔹 8. DISTRIBUTOR OBLIGATIONS

8.1 Maintain stock availability.
8.2 Follow proper storage standards.
8.3 Comply with GST/legal laws.
8.4 No duplicate products allowed.
8.5 Maintain sales records.
8.6 Keep Company data confidential.
8.7 Protect brand reputation.
8.8 Follow all Company policies.
8.9 Violations may lead to termination.

🔹 9. MASTER CONTROL & LEGAL PROTECTION CLAUSES

9.1 Final Authority

Company decisions on pricing, policies, disputes are final and binding.

9.2 Policy Change Rights

Company may change pricing, margin, targets, schemes anytime without approval.

9.3 No Liability Clause

Company not responsible for:

Low sales
Market competition
Distributor losses
Unsold stock

9.4 Stock & Risk Transfer

Risk transfers to distributor after dispatch. No buyback obligation.

9.5 Payment Control

Supply may stop without notice for payment delays.

9.6 Security Deposit Control

Company may deduct deposit for dues, losses, penalties.

9.7 Termination Rights

Company may terminate:

Without reason (15 days notice)
Immediately in case of violation

9.8 Non-Exclusivity

Company can appoint multiple distributors anytime.

9.9 Market Intervention

Company may directly supply key clients in any territory.

9.10 Online Sales Restriction

No online selling without approval.

9.11 Brand Misuse

Strict ban; violation = termination + legal action.

9.12 Target Enforcement

Targets mandatory; failure leads to action.

9.13 Independent Status

Distributor has no legal claim over Company.

9.14 Force Majeure

Company not liable for delays due to uncontrollable factors.

9.15 Dispute Jurisdiction

Only Pen, Maharashtra jurisdiction applicable.

9.16 Non-Compete (Balanced)

Distributor shall not actively promote competing brands.

🔹 10. ACCEPTANCE

By signing, Distributor agrees to all terms.