Franchisee Terms & Conditions:
Terms and conditions of use of healthy rabbit website, android app, ios app and all services (collectively referred to as the online platform) for the Franchise.
Terms of becoming a Franchise:
- healthy rabbit is into the business of providing an online platform to the Third Party healthcare service providers under the Brand Name and style of “healthy rabbit” (hereinafter referred to as the “LLP” or “Brand Name”)
- The LLP hereby grants to the Franchisee, an Exclusive right to establish and to operate within the defined Territory under the Brand name.
- In consideration of receipt of the consideration and subject to the terms and conditions herein below, and LLP hereby grants Franchisee personal, exclusive, limited right and license to run and operate under LLP for provision of Services, with the following:
- Limited use of the Intellectual Property Rights in accordance with the terms and conditions for purposes of the Services, publicity, marketing and the provision of Services under LLP.
- Limited use of the LLP’s Software, technical know-how, Confidential Information, training material etc. in accordance with the terms and conditions for purposes of sale of Services, publicity, marketing under LLP.
- The licenses granted under this Clause shall be valid and operative only during the Term of the Agreement (i.e. 3 [three] years) entered into between the LLP and Franchise and shall automatically be revoked/ cancelled upon expiry of the Term.
- The Franchisee acknowledges that healthy rabbit is a valid trademark lawfully used by the LLP, and that only the LLP or its designated franchisees have the right to use such trademark and such other trademarks, Service marks and trade names as may exist or be acquired by the LLP. The Franchisee further acknowledges that valuable goodwill & reputation is attached to such trademarks, service marks and trade names, and that the Franchisee will use the same only in the manner and to the extent specifically licensed under the Agreement. The Franchisee shall not use any other mark/s unless approved by the LLP in writing.
- The Franchisee expressly covenants that during the term of the Agreement and after the expiration or termination thereof, the Franchisee shall not directly or indirectly in any manner contest or aid in contesting the validity or ownership of proprietary marks and copyrights of the LLP.
- The Franchisee shall not use the Brand Name, its repute and the goodwill attached to it as part of its corporate or other business ventures. The Franchisee shall not license, register or purchase vehicles, fixtures, equipment, or performs any other activity or incur any obligation or indebtedness except in his individual name.
- The Franchisee understands and acknowledges that each and every detail of the LLP is important to the LLP, to the Franchisee, and to other licensed Franchisees in order to develop and maintain uniformity of Services, and therefore, to enhance the reputation, trade, demand and goodwill of the LLP, the Franchisee accordingly covenants to operate, advertise and promote his franchise under the LLP without prefix or suffix and to carry out its business under said Proprietary marks in accordance with operational standards established by the LLP.
- Franchisee shall not advertise or use in advertising or any other form of promotion, the LLP without the appropriate trademarks and copyright notice, specifying the LLP’s claim for registrations of the marks along with the prior approval of the LLP.
- The tenure of the Agreement shall be for a period of Three (03) years (Term) from the date of its execution.
- Upon termination of the Agreement for any of the reasons mentioned above the Franchisee shall immediately cease to operate and conduct advertising for the LLP, however it shall not be relieved of the obligation to pay any monetary dues to the LLP as per the terms of the Agreement.
- The Franchisee shall furnish complete financial and non financial details in the form and format as may be required by the LLP within seven (7) days of the termination of the Agreement.
- The Franchisee shall have the obligation to tender payment of all outstanding Consideration due and payable in accordance with the agreed terms.
- Franchisee shall not assign or purport to assign or otherwise deal with any of its rights and obligations hereunder or transfer such rights and obligations hereunder to any third party. Any violation of the present clause shall be treated as material breach of the terms and conditions is liable to be terminated forthwith on this ground alone.
- Franchisee undertakes and agrees to regard and preserve as confidential, all Confidential Information of the LLP, which may be obtained by Franchisee from any source as a result of the Agreement. In maintaining confidentiality hereunder, the Franchisee agrees that it shall not disclose or make available or divulge to its affiliates, any third party, person, firm or enterprise or reproduce or transmit, or use (directly or indirectly) for its own benefit or the benefit of others or otherwise, any Confidential Information of LLP.
- The Franchisee acknowledges the exclusive right of LLP to the proprietary right of its information and agree that nothing in the agreement shall be construed as giving rise to any right of lien or set off by any Franchisee on the proprietary right on the information of LLP.
- The Franchisee agree to implement appropriate measures designed to ensure the security and confidentiality of Confidential Information, to protect such information against any anticipated threats or hazards to the security or integrity of such information, and to protect against unauthorized access to, or use of, Confidential Information that could result in substantial harm or inconvenience to the LLP or any customer or any of its subsidiaries, affiliates.
- The terms and conditions shall be treated as confidential information and neither the execution of the Agreement nor its terms shall be disclosed to any other person by either of the Parties.
- LLP represents and warrants in relation to itself to the Franchisee that it has the right to enter into the Agreement and to grant the franchising rights to Licensee for running the LLP in the Territory.
- Franchisee represents and warrants in relation to itself to the LLP that it has all requisite power and authority to execute, deliver and perform its obligations under the Agreement and any and all of its obligations hereunder, it has all necessary statutory and regulatory permissions, Approvals, consents and permits for commencing, running and operation for conduct of its business, more particularly for the obligations as provided for in the Agreement.
- Franchisee will provide such cooperation as LLP reasonably requests in order to give full effect to the provisions of the Agreement, he shall not violate any provision of the Agreement.
- Franchisee undertake that it has the requisite expertise, experience, mobility and communication modes required to efficiently perform the obligations under the Agreement and no charges have been framed by the court of law against the Franchisee and no restriction has been placed upon the Franchisee for the performance of its obligations under the Agreement.
- If any provision of the Agreement is invalid or unenforceable or prohibited by the applicable law of the land, the Agreement shall be considered divisible and its remainder/balance shall remain in effect, be valid, binding and of the like effect as if such invalid provision had not been included herein in the first place.
- The Franchisee specifically acknowledges that he has sought its independent Legal Advice prior to the signing of the Agreement and has not relied only on promises, representations or Agreements about the LLP. The LLP and its representatives have not made any promises, representations or Agreements, oral or written, except as expressly contained in the Agreement.
- The Franchisee has conducted an independent investigation of the Business being Franchised hereunder, and recognizes that the Business venture contemplated under the Agreement involves Business risk and that its success will be largely dependent upon the ability of the Franchisee as an independent Business. The LLP disclaims the making of and the Franchisee acknowledges that the Franchisee has not received any warranty or guarantee, express or implied as to the potential volume, profits or success of the Business venture contemplated by the Agreement.
Franchisee specifically agrees, covenants and undertakes that the Franchisee shall not, either directly or through any agent, employee or person including any affiliate, LLP, corporation, partnership, joint venture, trust, society or other unincorporated body which is, or shall be, wholly or substantially, owned or controlled by Franchisee or license has controlling interest, during the subsistence of the Term or 2 years after termination hereof engage, directly or indirectly, in any business, which is similar to the business of the LLP carried out by Franchisee pursuant to the Agreement; or Solicit or accept the business similar to Franchisee pursuant to the Agreement for itself or for and on behalf of any other person; or Solicit any employees of LLP or encourage any person who is an employee of LLP to leave the services or employment of LLP, as the case may be; or Use any trade mark, name or nomenclature, which is intended or is like to cause confusion with any mark, trade mark, name or nomenclature used by LLP; Shall not work with the Healthcare Service Providers which are already partnered with the LLP after termination of this Agreement.