DISTRIBUTOR AGREEMENT

DISTRIBUTOR FORMALITIES

MITHILA PAINTS PRIVATE LIMITED

Date and Location:

Agreement Date

Location

BETWEEN

DISTRIBUTOR :

DISTRIBUTOR : Ms

Name

First

Last

PAN No.

Represented by

with a permanent address at(On Aadhar/Pan)

Phone

Agreement Context:

WHEREAS
A. The Company is engaged in the production and marketing of paints, textures, primers, and coatings, from its facilities located in Pune, Maharashtra, as more particularly described in the attached Schedule A (Price List) (hereinafter referred to as the “Products”).
B. The Distributor has approached the Company seeking appointment as its authorized distributor for the sale and promotion of the Company’s products in the specified territory.
C. The Company has agreed to appoint the Distributor on the terms and conditions set forth herein, and the Distributor has accepted such appointment.

TESTATUM
NOW, THEREFORE, THIS AGREEMENT WITNESSETH AS FOLLOWS:
1. APPOINTMENT OF DISTRIBUTOR
The Company hereby appoints the Distributor as its sole and authorized distributor for the sale and distribution of the Products within the designated territory of the designated Taluka, for the duration and under the terms of this Agreement.
The Company reserves the right to add, modify, or discontinue any product line as it deems necessary.
Area exclusivity shall be granted only upon a minimum investment of ₹5,00,000 (Rupees Five Lakhs only) or higher by the Distributor for the designated territory.
The Distributor shall not sell the Company’s products outside the allotted area without prior written approval.

2. BASIS OF AGREEMENT
This relationship shall be strictly on a principal-to-principal basis. Nothing in this Agreement shall be construed to create a partnership, agency, or employment relationship between the Company and the Distributor.
The Distributor shall not represent itself as an agent or representative of the Company for any purpose.

3. RIGHT TO APPOINT OTHER DISTRIBUTORS
The Company reserves the right:
1.	To appoint additional distributors in any town, city, or region as deemed necessary.
2.	To directly sell or supply products to any other customer, dealer, or institution in the same region.

4. ORDER PLACEMENT & ACCEPTANCE
4.1. The Distributor shall place written or email-based purchase orders, accompanied by payment or as per the agreed terms.
4.2. Orders shall be in standard packaging quantities.
4.3. Receipt of payment shall not automatically constitute order acceptance. Orders are deemed accepted only upon dispatch.
4.4. Each dispatch shall constitute a separate contract. Non-dispatch of one consignment shall not invalidate the remaining order.
5. TERMS & CONDITIONS OF SALE
All sales made by the Company to the Distributor shall be governed by this Agreement and by any terms mentioned on the Company’s official order forms, invoices, or price lists issued from time to time.

6. SALE PRICE & MRP
Prices shall be as per the prevailing Distributor Price List (Schedule A).
The Company may revise prices periodically without prior notice.
The Company shall have the right to recommend a Maximum Retail Price (MRP), which the Distributor shall not exceed. However, the Distributor may sell at a lower price at its discretion.

8. PAYMENT TERMS
8.1. Payments shall be made via NEFT / RTGS / Cheque / Demand Draft only.
8.2. All payments shall be made within 30 days of invoice date.
8.3. Delay in payment beyond 45 days shall attract interest @24% per annum.
8.4. The Distributor shall maintain a minimum business of ₹20,000 per month.
8.5. The Company reserves the right to increase the deposit if business volume exceeds the agreed threshold.

9. WAREHOUSING & STORAGE
The Distributor shall ensure proper storage conditions as per Company norms. The Company shall not be liable for product deterioration or loss arising from improper storage.

10. RISK & OWNERSHIP
Ownership and risk of goods shall transfer to the Distributor upon dispatch from the Company’s premises.

11. UNPAID OR DISHONOURED CHEQUES
In case of a dishonoured cheque, the Distributor must make payment within 7 days via RTGS/DD, failing which the Company may terminate the Agreement and take legal action. A penalty of ₹700 per returned cheque shall apply.

12. QUALITY CLAIMS
Quality complaints must be submitted in writing within 7 days of receipt of goods. After this period, products shall be deemed accepted.

13. CONFIDENTIALITY
Both parties agree to maintain the confidentiality of business, pricing, customer, and operational information shared during the tenure of this Agreement.

14. BRAND & TRADEMARK USAGE
The Distributor shall not use the Company’s logo, brand name, trademark, or packaging design without written authorization. Misuse may result in immediate termination and legal action.

15. TERMINATION
Either party may terminate this Agreement by giving 30 days’ written notice, or immediately in case of:
•	Breach of Agreement terms,
•	Dishonoured payments,
•	Misrepresentation or misconduct,
•	Insolvency or cessation of business,
•	Violation of Company brand policies.
All dues, liabilities, and stock reconciliation must be settled upon termination.

16. DURATION & RENEWAL
The period of this Agreement shall be two (2) years, effective from the date of execution. The Agreement shall be renewed at the start of each new financial year, subject to mutual consent and satisfactory performance by the Distributor.

17. JURISDICTION & ARBITRATION
All disputes shall be subject to the exclusive jurisdiction of the courts of Pune, Maharashtra.
Any unresolved matter shall be referred to arbitration under the Arbitration and Conciliation Act, 1996, with proceedings held in Pune. The award of the arbitrator shall be final and binding on both parties.

18. BUYBACK POLICY
Once billed, the Company shall not repurchase any goods unless a specific buyback scheme is announced and communicated in writing.

19. OUTLET CONDITION
The Distributor shall not sell or display competing brands or products at the same outlet. Separate outlets may be maintained for non-Company brands.

20. EXPENSES
All expenses related to the execution of this Agreement shall be borne equally by both parties.

21. MISCELLANEOUS
•	No waiver by the Company shall prejudice its rights under this Agreement.
•	The Agreement shall be executed in duplicate, with one copy retained by each party.
•	Headings are for convenience only and do not affect interpretation.
•	This Agreement supersedes all prior agreements (written or oral) between the parties.

Agreement Context Term and Conditions

I Agree Agreement Context

Documents

AADHAR CARD

Maximum file size: 516MB

PAN CARD

Maximum file size: 516MB

GST CERTIFICATE

Maximum file size: 516MB

CHEQUE PHOTO

Maximum file size: 516MB

SHOP PHOTO

Maximum file size: 516MB

SELFIE

Maximum file size: 516MB

IN WITNESS WHEREOF, both parties have executed this Agreement on the day and year first mentioned above.

Signature Of DISTRIBUTOR

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Name Of DISTRIBUTOR

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