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PARTNER EXECUTIVE TERMS AND CONDITIONS

Last updated on 5th September 2023

This document is an electronic record in terms of the Information Technology Act, 2000 and rules thereunder as applicable and the provisions pertaining to electronic records in various statutes as amended by the Information Technology Act, 2000. This electronic record is generated by a computer system and does not require any physical or digital signatures. By clicking on the “I ACCEPT” button, You are consenting to be bound by these Partner Executive T&Cs for using the SNOH Executive Platform for the purpose of receiving orders and picking the scrap and/or wastes and/or related items to the Users. PLEASE ENSURE THAT YOU READ AND UNDERSTAND ALL THESE PARTNER EXECUTIVE T&C BEFORE YOU USE THE SERVICE OF THE SNOH EXECUTIVE PLATFORM, AS YOU SHALL BE BOUND BY ALL THE PARTNER EXECUTIVE T&C CONTAINED HEREIN upon clicking on the “I ACCEPT” button. If You do not accept any of the PARTNER EXECUTIVE T&C, please do not use the SNOH EXECUTIVE Platform or avail of any of the services being provided therein. YOUR AGREEMENT TO THE PARTNER EXECUTIVE T&C SHALL OPERATE AS A BINDING AGREEMENT BETWEEN YOU AND SNOH IN RESPECT OF THE SERVICES OF THE SNOH EXECUTIVE PLATFORM.

Your engagement with SNOH to use the services of the SNOH - Executive Platform is subject to your acceptance of these SNOH Partner Executive T&C. SNOH reserves the right, at its sole discretion, to change, modify, add, or remove these Partner Executive T&C, in part or in whole, at any time, without prior notice to You. It is Your responsibility and duty to check the Partner Executive T&C periodically for changes. Your continued use of the SNOH-Executive Platform following the posting of changes will mean that You accept and agree to the changes. As long as You comply with these Partner Executive T&C, SNOH grants You a personal, non-exclusive, non-transferable, limited privilege to enter and use the service on the SNOH-Executive Platform.

1. ​DEFINITIONS

“Acceptance” means your affirmative action of clicking on the box against the words “ I Accept” provided at the end of these Partner Executive T&C, by which action, you unequivocally accept the Partner Executive T&C and any modifications thereof;

“Agreement” shall mean the Pickup Services Availability Agreement executed between SNOH and the Partner Executive pursuant to which the Partner Executive has agreed to undertake Pickup Services;

“Applicable Law” shall mean and include any law, statute, ordinance, rule, regulation, guideline, policy or other pronouncement having the effect of law in India, as in effect or which may come in effect on a future date;

Partner Executiveor You or Your or Yourself shall mean an individual who has executed an Agreement for the provision of Pickup Services;

Partner Executive Information shall mean and include any personal data collected from the Partner Executive including know your customer documents with Partner Executive’s bank, copies of valid government-issued vehicle registration certificates, vehicle insurance copies, driving licenses, identity proof, residence proof, location data, proof of ownership of Partner Executive Vehicle and any other information that SNOH may deem fit;

Partner Executive Vehicle shall have the meaning assigned to it in Clause 5(i);

Pickup Services shall mean either or both of the following as the context may require:

  1. The services provided by the Partner Executive to SNOH of making himself available on the SNOH-Executive Platform for the purpose of receiving orders placed by the Users;

  2. The pickup services are provided by the Partner Executive to the Users whereby the Partner Executive picks the scrap and/or wastes and/or related items ordered by the Users and delivers the same to the appropriate Partner Vendor(s)/Store(s).

Intellectual Property Rightsshall mean and include the copyright (whether registered or not), patents including rights of filing patents, trademarks, trade names, trade dresses, house marks, collective marks, associate marks and the right to register them, designs ( both industrial and layout), geographical indicators, moral rights, broadcasting rights, displaying rights, distribution rights, selling rights, reproducing rights, domain names, internet address, graphics, artwork, links, information, logos, software, configuration, marketing and distribution material and any other intellectual property right in the website of SNOH, and SNOH Platform, which is used and/or owned by SNOH;

Lead Business Associateshall mean a person designated by SNOH responsible for ensuring all questions and queries of Partner Executives operating within a defined territorial area are answered as well as providing all necessary operational support that such Partner Executives may require;

Platform Servicesshall have the meaning assigned to it in the Agreement;

Termination Date shall mean the date on which these Partner Executive T&C and the Agreement shall stand terminated;

Terms and Conditionsor “Partner Executive T&C” refers to these Partner Executive Terms and Conditions, which are available on the SNOH Executive Platform, as may be amended from time to time;

Partner Vendor shall have the meaning assigned to it in the Agreement.

SNOH” or “We” or “Us” or “Ourshall mean SNOH Technologies Private Limited, a company incorporated under the Companies Act, 2013, and having its registered office at Shop-11, Mehta Market, Link Road, Gumanpura, Kota-324007 which expression shall, unless it is repugnant to the context or meaning thereof, be deemed to mean and include all our successors, affiliates and assigns;

SNOH Executive Platformshall have the meaning assigned to it in the Agreement. It shall also include for all purposes the mobile interface provided to the Partner Executive wherein all the back-end technology is incorporated to enable the Partner Executive to provide Pickup Services as well as enable SNOH, to track the orders and other relevant information;

  1. Unless the context of these Partner Executive T&C otherwise requires:

    1. A word or an expression, which denotes a natural person shall include an artificial person (and vice versa), any one gender shall include the other genders, and the singular shall include the plural (and vice versa).

    2. Heading and bold typeface in these Partner Executive T&Cs are for convenience only and shall be ignored for the purposes of interpretation.

    3. The use of the word “including” followed by a specific example(s) in these Partner Executive T&C, shall not be construed as limiting the meaning of the general wording preceding it.

    4. The rule of construction, if any, that a contract should be interpreted against the parties responsible for drafting and preparation thereof, shall not apply.

    5. Reference to any clause, article, section or schedule shall mean a reference to a clause, article, section or schedule of these Partner Executive T&C, unless specified otherwise.

    6. Reference to any Applicable Law shall mean a reference to that law as amended, consolidated, supplemented or replaced.

2. APPLICABILITY OF PARTNER EXECUTIVE T&C

These Partner Executive T&C together with the Agreement shall form the complete understanding between the Parties. By accepting these Partner Executive T&C, You acknowledge and agree to the Partner Executive T&C and SNOH policies that SNOH makes applicable to You from time to time, to the fullest extent possible.

Unless defined herein, the words, phrases and capitalized terms, which are contained or referred to in these Partner Executive T&C, shall be construed as having the meaning thereby attributed to them in the Agreement.

3. SERVICE AND CHARGES

  1. Subject to terms and conditions in these Partner Executive T&C and the Agreement, the Partner Executive agrees to make himself available on the SNOH Executive Platform to undertake Pickup Services as and when a request for the same is placed by a user through the SNOH Executive Platform, and to provide Pickup Services to the Users to the best of his abilities.

  2. Partner Executive agrees and acknowledges that the upon acceptance of an order by the Partner Executive, Pickup Services undertaken by him shall constitute a separate contract for services under the Consumer Protection Act, 2019 or any successor legislation, between the Partner Executive and the User, to which SNOH is not a party.

  3. At the time of availing the Platform Services for the first time from SNOH, the Partner Executive shall, at the discretion of SNOH, be required to pay either (i) an onboarding fee (“Onboarding Fee”) to SNOH of such amount and in such manner as prescribed by SNOH from time to time, or (ii) interest free refundable security deposit (“Security Deposit”) to SNOH, of such amount and in the manner prescribed by SNOH from time to time. In addition, SNOH shall charge additional fees from the Partner Executives for any additional training and support services provided by SNOH (“Training and Support Fees”). To enable the Partner Executives to render Pickup Services, SNOH may provide Partner Executive with certain assets including, but not limited to, the SNOH Executive Platform on the Partner Executive’s smartphone; bags etc. Upon termination of these Partner Executive T&C and the Partner Executive Agreement, the Security Deposit, if any, shall be refunded to the Partner Executive by the SNOH after the assets are returned to the SNOH in usable condition. In the event the asset returned by the Partner Executive is not in usable condition, SNOH shall deduct such amount as provided in Annexure A hereto. The Parties understand that the decision of SNOH whether an asset is usable or not shall be final and binding on the Partner Executive.

  4. The Partner Executive shall, at the discretion of SNOH, required to either pay the Onboarding fee or deposit the Security Deposit which is prescribed at the time of his joining in the city of his joining.

  5. In consideration of SNOH making the SNOH Executive Platform available to You, SNOH, at its discretion, may charge fee for providing the Platform Services(“Platform Charges”), which shall be notified to You by such means as SNOH may deem fit. Your continuous use of the SNOH Executive Platform and the Platform Services after such notification shall be deemed to be acceptance of the Platform Charges by You. The Platform Charges may be revised by SNOH, at its discretion, from time to time, without any notice.

  6. The amount of Training and Support Fees, Onboarding Fee, Security Deposit and the Platform Charges shall be determined by SNOH and may be revised from time to time at the sole discretion of SNOH.

  7. The Partner Executive shall create a log-in ID on the SNOH Executive Platform to be able to render Pickup Services. The Partner Executive acknowledges that the sign-in details, including the username and password, are confidential and, accordingly, shall not share them with any third party, without written approval from SNOH.

  8. The Partner Executive shall have access to the SNOH Executive Platform at all times unless there is a technical glitch or if the SNOH Executive Platform is being updated. Once logged-in, the Partner Executive shall remain available and shall be able to connect with the Users for the purpose of receiving orders placed by the Users and undertaking Pickup Services in connection with the same.

  9. The Partner Executive confirms and acknowledges that by logging-in on the SNOH Executive Platform he agrees to be tracked by SNOH via GPS enable tracking technology and SNOH may share this information with Users on a real-time basis for the purpose of enabling the status of the Pickup Services being provided by Partner Executives to the Users. The Partner Executive further agrees that logging-in on the SNOH Executive Platform shall be deemed acceptance of the Partner Executive’s intention to accept orders of Users, as quickly and efficiently as possible.

  10. All reasonable attempts shall be made by Partner Executive to collect the order from the Users and deliver it to the Partner Vendor(s)/Store(s), as quickly and efficiently as possible.

  11. In consideration for the Pickup Services provided by the Partner Executive to the Users of Scrap and/or wastes and/or related items, the Partner Executive may charge the Users a service fee (“Pickup Charges”), subject to such Pickup Charges being accepted by the User at the time of placement of the order. The Pickup Charges shall be agreed between the Pickup Charges and SNOH from time to time, in the manner provided under these Partner Executive T&C.

  12. In order to incentivize the Partner Executive for the availability committed by him/her on the SNOH Executive Platform to undertake Pickup Services as and when he is connected to a User, SNOH may, at its discretion, pay the Partner Executive a fee (“Availability Fee”), in addition to the Pickup Charges collected by the Partner Executive from the Users.

  13. Notwithstanding anything to the contrary under Clause 3(i) above, the Partner Executive hereby absolutely, unconditionally and irrevocably authorizes SNOH to determine the amounts chargeable by the Partner Executive as Pickup Charges, through such means as SNOH may determine, including real-time analysis of the demand for Pickup Services, the availability of partner executives on the SNOH Executive Platform to provide Pickup Services to the Users, traffic and weather conditions, seasonal peaks and such other factors as SNOH may deem fit, and you agree that the Pickup Charges may be revised from time to time on the basis of one or more of these factors. SNOH shall, from time to time and through such means as SNOH may deem fit, notify You the Pickup Charges that You may charge the Users.

  14. You shall not charge the Users any amount over and above the amount of Pickup Charges agreed between You and SNOH under these Partner Executive T&C.

  15. You hereby authorize SNOH to collect from the Users, on your behalf, the Pickup Charges charged by You to the Users for undertaking Pickup Services, which shall be remitted to you on a weekly basis through such mode and on such day(s) of a week as SNOH may from time to time decide.

  16. SNOH may, at its discretion, pay the Partner Executive an additional amount and/or incentive (in addition to what SNOH collects from the Users) for the Pickup Services provided by the Partner Executive using the SNOH Executive Platform.

  17. SNOH may, at any time: (a) set off and deduct any amounts due from, payable by or proposed to be paid by SNOH to the Partner Executive, including the Pickup Charges collected by SNOH from the Users on behalf of the Partner Executive and the Availability Fee; and (b) apply such amounts towards any amounts due from, or payable by the Partner Executive under or in connection with the Agreement and the Partner Executive T&C, including without limitation the Platform Charges. SNOH shall have the right and the obligation to pay only such amounts due and payable by SNOH to the Partner Executive, if any amount so remains due and payable after such set off, deduction and application as set out under this Clause 3(q). Nothing in this Clause 3(q) shall prejudice any right or remedy available to SNOH, whether under contract, law or equity to recover any amounts due from, or payable by the Partner Executive under or in connection with the Agreement and the Partner Executive T&C, whether such amounts arise under contract, tort, statute or equity.

  18. Notwithstanding anything contained in these Partner Executive T&C, there shall be no obligation on the Partner Executive to be available on SNOH Executive Platform for a minimum number of hours/days. The Partner Executive acknowledges that he has flexible timings and can chose to log-in the SNOH Executive Platform anytime he wants and for howsoever long he wants, at his sole discretion. SNOH shall also not supervise the actions and conduct of the Partner Executives unless they are in gross violation of their duty to render Pickup Services under these Partner Executive T&C or the Agreement. All queries and questions raised by the Partner Executive, including but not limited to how to collect an order from the Users, directions for the delivery & pickup address, manner to keep and store while in transit shall be directed to a Lead Business Associate for the particular area from where the Partner Executive is operating to render the Pickup Services.

 

4. TAX

You authorize SNOH to make Tax Deduction at Source (TDS) as per the Income Tax Act, 1961, where applicable, and other applicable taxes from the amount paid or remitted to You under the Agreement or these Partner Executive T&C, including the Pickup Charges collected by SNOH on your behalf from the Partner Vendors and the Users, which includes the following:

  1. In case any withholding tax has to be deducted from the Pickup Charges or any amount payable by SNOH under the Agreement and these Pickup Partner T&C, the Company shall deduct the same and provide the Business Associate with adequate proof of depositing the said withholding tax with the Indian tax authorities in accordance with the Income Tax Act, 1961. If SNOH is required to withhold any payment under Applicable Law from any amount due or payable to the Partner Executive under or in connection with the Agreement and the Partner Executive T&C, SNOH shall be entitled to deduct the same and deal with it in such manner as may be required under Applicable Law.

  2. SNOH shall raise a tax invoice containing such particulars as may be prescribed under the Goods and Service Tax Act, 2017 and the rules made thereunder, as amended from time to time for any amount charged to you by SNOH including the Platform Charges. The Platform Charges shall be inclusive of applicable taxes.

 

5. OBLIGATIONS OF PARTNER EXECUTIVE

  1. Partner Executive makes himself /herself available to undertake Pickup Services as and when a request for the same is placed by User through SNOH Executive Platform.

  2. If required, the Partner Executive shall use his personal vehicle (“Partner Executive Vehicle”) for providing Pickup Services. No vehicle of any kind shall be provided by SNOH under any circumstances.

  3. The Partner Executive shall ensure that Partner Executive Vehicle is well maintained and in good condition so that there are no delays in rendering Pickup Services.

  4. All expenses incurred in maintaining, running and riding the Partner Executive Vehicle shall be borne exclusively the Partner Executive unless otherwise agreed by SNOH.

  5. All expenses incurred in maintaining, running and riding the Partner Executive Vehicle shall be borne exclusively by the Partner Executive unless otherwise agreed by the SNOH.

  6. The Partner Executive shall hold and possess a valid driving license and a valid registration number for the Partner Executive Vehicle, if required under the Applicable law for the vehicle used by the Partner Executive for providing Pickup Services, which are up to date and in subsistence throughout the Term of these Pickup Services T&C. Copies of the driving license as well as the registration certificate of the Partner Executive vehicle, including any other partner executive information, shall be handed to the SNOH before commencing Pickup Services or at any other time deemed appropriate by SNOH.

  7. The Partner Executive shall have a valid and adequate insurance coverage to the Partner Executive Vehicle. Partner Executive shall ensure that the insurance is valid, up to date and in subsistence throughout the Term of these Partner Executive T&C. A copy of the insurance policy shall be paid exclusively by the Partner Executive. Under no circumstances shall SNOH be liable to make any payment with respect to such insurance.

  8. During the course of undertaking Pickup Services, the Partner Executive shall conduct himself with honesty, discipline and in accordance with the policies and instructions of the SNOH, whether presently in force or adopted in the future, including but not limited to safety, driving rules, etc. The Partner Executive shall also comply with All Applicable Law including provisions of the Motor Vehicles Act, 1988 and its corresponding rules.

  9. Partner Executive shall not commit any fraud while providing Pickup Services or otherwise commit any act or omission, to gain any undue advantage. Partner Executive agrees and acknowledges that in case SNOH believes that the Partner Executive has committed any of the foregoing while undertaking Pickup Services, SNOH shall, in addition to its right to terminate the Agreement and these Pickup Services, SNOH shall, in addition to its right to terminate the Agreement and these Partner Executive T&C, in its sole discretion reserve the right to (a) disable the Partner Executive from undertaking Pickup Services through the SNOH Executive Platform for such time as it deems fit and/or (b) deduct the undue gain made by the Partner Executive through the fraudulent orders from the payout including incentives thereof may also be exercised by SNOH in the event service parameter guidelines, as prescribed by the SNOH from time to time, is not met.

  10. Partner Executive shall pickup, only the required order as mentioned on or displayed in the SNOH Executive platform from the Users, and enter the relevant details, such as but not limited to order weight and/or order photo.

  11. At no time whatsoever shall the Partner Executive tamper, damage or do anything to orders of the Users that he/she is not specifically permitted to do. In case SNOH suffers any loss due to the Partner Executive tampering or damaging orders of the Users, SNOH shall have the right to recover any loss, if any, from the payments required to be made by SNOH to the Partner Executive under the Agreement or these Partner Executive T&C.

  12. Where the Partner Executive is required, under instructions from SNOH, to use his personal cash for the purpose of paying the Partner Executive to pay the Partner Executive for the value of the order for a cash on pickup order, then, the Partner Executive shall collect the scrap and/or wastes and/or related items and/or original receipt from the Users, the Partner Executive shall also at the time of pickup measure the weight and take the photograph accurately and re-collect his payment from the Partner Vendor by handing the scrap and/or wastes and/or related items and/or original receipt. Without prejudice to the preceding sentence of this Clause 5(l.), any amount collected by the Partner Executive from the Partner Vendors, on behalf of, and due to SNOH, shall be deposited by the Partner Executive with SNOH in such manner and at such frequencies as SNOH may instruct from time to time.

  13. Notwithstanding Clause 5(l.), where the Partner Executive is required to collect the value of the order from the Partner Vendor but is not required to pay the value of the order to the Users, then any amount collected by the Partner Executive from the Users, on behalf of and due to SNOH, shall be deposited by the Partner Executive with SNOH in such manner and at such frequencies as SNOH may instruct from time to time.

  14. The Partner Executive shall maintain the welcome kit in good condition at all times and immediately return it to SNOH, upon the termination of these Partner Executive T&C. In the event the assets is not returned in a condition acceptable to the SNOH or not returned at all, SNOH retains the right to set-off the value of the welcome kit against the Security Deposit (if any) and / or payments required to be made by SNOH to the Partner Executive under the Agreement or these Partner Executive T&C.

  15. The Partner Executive shall undertake the Pickup Services by himself and shall not delegate the same to any individual or third party.

  16. The welcome kit shall be used in a prudent manner, so as not to destroy or damage any of its contents. Upon receiving any order to render Pickup Services after logging-in the SNOH Executive Platform, the Partner Executive shall act and perform his role in an ethical manner and to the best of his abilities by ensuring a timely pick-up and delivery. In case of any delays due to traffic, the Partner Executive shall inform the Partner Vendor and the User and follow instructions as given by them.

  17. The Partner Executive acknowledges that the goodwill and reputation of SNOH is at stake with how effectively and efficiently the Partner Executive renders Pickup Services pursuant to these Partner Executive T&C. Accordingly, the Partner Executive shall not do any act that adversely affects SNOH and undertakes to be in compliance with Applicable Law at all times and protect the brand image, business reputation or any other asset/property of SNOH.

  18. While logged-in the SNOH Executive Platform, the Partner Executive shall not engage in any illegal activity or perform any actions that are contrary to Applicable Law.

  19. The Vendor shall pack the Order either in SNOH provided packing material or other packaging material. However, under no circumstances shall the Vendor use third party branding in the packaging material used for the Order.

  20. Partner Executive shall at all times be responsible to check the quality and quantity of the Products at the time of picking the Order from the Customer/Users. The Partner Executive agrees that SNOH shall not be responsible for any deficiency, damage or claims as regards quality or quantity or packaging of the Products.

  21. Partner Executive shall inform SNOH about any change or modification made to the Order by the Partner Vendor or Customer, directly with the Partner Executive

  22. All Confidential Information procured shall at all times be kept confidential and used only for the limited permitted purposes of rendering Pickup Services.

  23. The Partner Executive is not entitled to claim reimbursement of hospitalization/ hospital bills that may be incurred by the Partner Executive while rendering Pickup Services or incurred by his family members for any unfortunate accidents or severe illness, during the subsistence of Agreement and these Partner Executive T&C.

 

6. OBLIGATIONS OF SNOH

  1. SNOH shall endeavour to take reasonable and financially prudent measures to ensure sufficient flow of orders from Users to the Partner Executive. 

  2. All the Partner Executive Information procured shall be kept confidential and used only as per these Partner Executive T&C and the Agreement.

  3. SNOH shall make all reasonable efforts to ensure that SNOH Executive Platform is running at all times. However, it shall not be liable for any technical glitches or updates due to which a Partner Executive is unable to log-in the SNOH Executive Platform or receive orders.

 

7. PARTNER EXECUTIVE INFORMATION

  1. SNOH may collect Partner Executive Information at the time of execution of these Partner Executive T&C or at any time thereafter, to establish the identity of the Partner Executive. SNOH reserves the right to store, process, access and use the Partner Executive Information for business purposes and needs, background check, verification, marketing, service, development, analytics, research, and any other purpose as SNOH may deem fit and in accordance with Applicable Law. The Partner Executive hereby expressly consents to such collection and use of Partner Executive Information.

  2. Subject to Applicable Law, SNOH may provide to a third party, governmental agency, judicial body, any Partner Executive Information or information relating to Partner Executive Services, if there is a complaint, dispute or conflict, including any accident involving a Partner Executive on one hand and end-consumer, or a third party on the other hand;

 

8. INTELLECTUAL PROPERTY RIGHTS

  1. The Parties hereby agree that all Intellectual Property Rights shall be in absolute ownership, possession and control of SNOH and the Partner Executive is only permitted to use such Intellectual Property Rights in connection with Pickup Services rendered under these Partner Executive T&C as are specifically permitted by the SNOH. The Parties hereby clarify that no license or rights is granted in the Intellectual Property Rights to the Partner Executive under these Partner Executive T&C, by implication or otherwise.

  2. Notwithstanding anything contained in these Partner Executive T&C, in the event the Partner Executive uses the Intellectual Property Rights in such manner so as to license, sub-license, create derivative Intellectual Property Rights, use it otherwise not being in connection with Pickup Services rendered under these Partner Executive T&C, the same shall constitute a breach of these Partner Executive T&C and SNOH reserves its rights to resort to legal proceedings against the Partner Executive for recovering damages and losses suffered or likely to be suffered.

 

9. REPRESENTATIONS AND WARRANTIES

9.1 The Partner Executive represents and warrants as follows:

  1. The Partner Executive is capable of entering in the present Agreement, pursuant to the Indian Contract Act, 1872 and is not below the age of 18 years as on the Effective Date.

  2. All Partner Executive Information provided shall be true and correct and no information that could impact the Partner Executive’s performance to render Pickup Services pursuant to these Partner Executive T&C and shall not be hidden from the SNOH anytime during the subsistence of these Partner Executive T&C.

  3. The Partner Executive has not been convicted by any court in India or any other country of any crimes including but not limited to involving moral turpitude. Further, the Partner Executive is not a party to any pending litigation, which shall materially affect Your obligations under these Partner Executive T&C.

9.2 SNOH herby represents and warrants as follows:

  1. It is fully capable of executing these Partner Executive T&C and Pickup Service Agreement and has the necessary authority.

  2. It shall not exercise operational supervision on the activities of the Partner Executives as they are free to determine how to render Pickup Services so long as the SNOH’s reputation and goodwill is not damaged.

 

10. TERMINATION

10.1 SNOH reserves the right to terminate these Partner Executive T&C and/or the Agreement and deny the Partner Executive access to SNOH Executive Platform at any time for any reason. The date on which the Partner Executive’s access to the SNOH Executive Platform is intentionally blocked by the SNOH shall be considered as the Termination Date of these Partner Executive T&C and the Agreement.

10.2 Without prejudice to the generality of the forgoing clause, SNOH reserves the right to terminate these Partner Executive T&C and the Agreement with immediate effect for:

  1. Any breach of the terms of these Partner Executive T&C or the Agreement by the Partner Executive;

  2. Failure to verify or authenticate Partner Executive Information; and

  3. Any action or omission by the Partner Executive which can cause legal or contractual liability for SNOH including but not limited to fraudulent conduct, customer complaints, continuous unsatisfactory reviews by the Users or the Partner Vendors, misconduct negligence, and all other actions specifically prohibited under Applicable Law.

  4. SNOH is also at liberty to terminate the contract at their discretion, where, in their opinion, continuance of the services of Partner Executive is detrimental to the business of SNOH due to the acts of the Partner Executives, such as the following:

    1. Misbehaviour, rude behaviour with the staff of SNOH, Partner Vendors, Users or any other persons related with SNOH.

    2. Any acts involving criminal offence punishable under law, including physical assault, threatening any of the staff of SNOH, person associated with SNOH and any other persons.

    3. Concealment of fact / material information while entering into contract with SNOH.

    4. Poor & irregular for work, meetings and failure to abide by the rules / terms of contract.

    5. Drunk while on duty and drunken behavior.

    6. Poor performance for two consecutive weeks. Performance includes - daily productivity, login hour, idle hours, number of pickups completed, quality standards such as denying/ fast forwarding/ cancelling the order placed by a User.

    7. Commission of fraud/ misappropriation/embezzlement for undue monetary gain, which is against the interest of the SNOH.

    8. Negligence in performing the duty, causing damage of moveable and immoveable assets of SNOH, its employees, Users.

    9. Indulging in spreading content through digital media, social networking sites, or any other form, which could be detrimental to SNOH’s brand and its image.

    10. Indulging in acts such as creating ruckus/ strike/ or any activity against SNOH, which could be detrimental to the SNOH’s brand and its image.

    11. Indulging in unauthorized disclosure of Confidential Information of SNOH to external agency, person, SNOH or organization.

    12. Misuse of assets provided by SNOH and welcome kits, which could be detrimental to the interest of SNOH’s brand and its image.

    13. Absconding for more than 4 hours with any asset, pickup item, money or any other valuable item belonging to SNOH, its employees, Users, Partner Vendor(s) and/ or other staff member(s).

    14. Failure to abide by any of the rules and guidelines given by SNOH as part of service quality standards and principles.

    15. Doing any act unbecoming of a Partner Executive.

    16. In case the background check, whether wholly or partially, is found negative at any point of time during the term of these Partner Executive T&C.

10.3 Upon termination of these Partner Executive T&C and the Agreement, the Partner Executive shall return the assets, within 24 hours from the Termination Date. In case the Partner Executive fails to do so, SNOH shall forfeit the Security Deposit (if any) and shall further reserve the right to set-off the cost of assests against the payments required to be made by SNOH to the Partner Executive under the Agreement or the Partner Executive  T&C.

10.4 Notwithstanding anything contained in this clause, SNOH reserves the right to recover any amounts due and owned by the Partner Executive and take appropriate legal actions that may be available under Applicable Law and equity for recovery of any amounts due.

10.5 In the event, the Partner Executive leaves or absconds, the provision of the Clauses 9.3, 9.4 or Annexure A to these Partner Executive T&C shall apply.

10.6 In case the Partner Executive intends to terminate these Partner Executive T&C and the Agreement on his own, he has to intimate SNOH in advance by giving a fifteen (15) days prior notice in writing, his intention to terminate the contract.

 

11. INACTIVITY

Failure to log-in to the SNOH-Executive Platform for a continuous period of 15 days will lead to the account of the Partner Executive being made in-active. To re-activate the account, the Partner Executive can, through the support section of SNOH Executive Platform application, request for such reactivation of their account. The re-activation shall be subject to the requirement of Partner Executives in the area of operation of the Partner Executive. The Partner Executive, through the SNOH Executive Platform, can create a request to be intimated when such requirement arises.

 

12. COMPLIANCE WITH APPLICABLE LAW

The Partner Executive agrees and consents to comply with all Applicable Law at all times while providing the Pickup Services and while accessing the SNOH Executive Platform.

 

13. AMENDMENT

SNOH reserves the right to change, modify, reinstate, amend or delete any terms and conditions contained in these Partner Executive T&C, without prior notice, at any time and in its sole discretion, by posting a change notice or a new agreement on the SNOH Executive Platform. The Partner Executive shall be responsible for keeping himself apprised and informed of the revised terms and conditions at all times.

 

14. RELATIONSHIP OF THE PARTIES

The Partner Executive is an independent business contractor and this Partner Executive T&C is a principal-to-principal contract. It shall not create any partnership, joint venture, employment, agency, franchise, sales representative or any vicarious and absolute liability relationship between the parties. It is clarified between the parties that neither of the parties shall be liable for any action or omission of the other party in any manner. It is clearly understood and agreed that under these Partner Executives T&C no relationship of employer and employee exists between SNOH and Partner Executive. The Partner Executive shall not have any claim for permanent employment or employment benefits under any statutes / local laws.

 

15. INDEMNIFICATION AND LIMITATION OF LIABILITY

  1. You agree and undertake to indemnify and to hold harmless the SNOH its affiliates, successors, agents, assigns, and each of their directors, officers, employees, associates, agents, and representatives or any third party from and against any losses, damages, liability, claims, costs, penalty and expenses (including, without limitation, reasonable attorneys’ fees) incurred by reason of (i) any breach or alleged breach by You of your obligations, performance or observance of your role, functions, responsibilities, representations, or warranties under the Partner Executive T&C and the Agreement; (ii) any violation of SNOH’s policies; (iii) any act or omission that causes or may cause harm to the reputation and goodwill of SNOH; (iv) any claim of violation of intellectual property of SNOH or any third party by your usage of Intellectual Property Rights in a manner not permitted under the Agreement and these Partner Executive T&C; (v) your misconduct or unauthorized access or use of the User data on the SNOH Executive Platform or by the transferring of such data to any third party or unauthorized disclosure or use of Confidential Information of SNOH; (vii) any act of theft, fraud, negligence and misconduct by you; (viii) any damage to the Partner Vendor’s or User’s property or any asset; and (ix) any misbehavior towards the Partner Vendors, Users or SNOH and its employees or tampering with the scarp and/or wastes and/or related items while performing the Pickup Services.

  2. You shall be liable to indemnify and hold SNOH harmless against all damages, losses, costs and expenses incurred by SNOH as a consequence of any complaint from any User and/or Partner Vendor received by SNOH with respect to any error or deficiency in the Pickup Services.

  3. In addition to the indemnification rights of SNOH under these Partner Executive T&C, SNOH shall also be entitled to such other remedies available under Applicable Law for breach of contract where time is of essence.

  4. In no event will SNOH be liable for any losses arising from or in connection with these Partner Executive T&C and the Agreement, pursuant to any claim by the Partner Executive against SNOH under contract, tort or otherwise, if such losses could have been avoided by the Partner Executive using reasonable efforts to mitigate them. Further, the SNOH shall also not be liable to the Partner Executive in contract, tort or otherwise for indirect, special, incidental, exemplary, punitive, or consequential damages of any kind whatsoever even if advised of the possibility of such damages. Notwithstanding anything contrary contained elsewhere in the Agreement, the total cumulative liability of the SNOH to the Partner Executive or to any person claiming under contract, tort, or otherwise, shall not exceed an amount of INR 10,000/- (Rupees Ten Thousand only).

  5. SNOH shall not be responsible or liable for any loss or damage, howsoever caused or suffered by the Partner Executive arising out of the use of the Platform Services offered by the SNOH to the Partner Executive directly or indirectly, for any reason whatsoever, including but not limited to damage or loss caused to the Partner Executive as a result of a Partner Vendor’s/User’s non-compliance, which includes, but is not limited to, any incorrectly placed voice instructions, malfunction, partial or total failure of any network terminal, data processing system, computer tele-transmission or telecommunications system or other circumstances whether or not beyond the control of SNOH or any person or any organization involved in the above mentioned systems. Without prejudice to the above, SNOH shall not be liable for any direct or indirect loss or damage, which may be suffered by the Partner Executive as a result of any failure by a User or Partner Vendor to show up within any stipulated time even if SNOH has agreed to such timing or even if the User has advised SNOH of the possibility that he / she may not show up within the stipulated time.

 

16. SPECIFIC INDEMNITY

The Partner Executive shall be solely liable for any and all accidents/incidents involving the Partner Executive Vehicle, while providing the Pickup Services. SNOH shall not be held liable for any such accidents/ incidents involving the Partner Executive.

 

17. SET-OFF

In addition to any other remedies provided under a contract including the Agreement and these Partner Executive T&C or provided by law or in equity, SNOH may, at any time, without notice to the Partner Executive, set off any liability of the Partner Executive to SNOH against any liability of SNOH to the Partner Executive, whether either liability is present or future, liquidated or unliquidated, and whether or not either liability arises under the Agreement or these Partner Executive T&C.

 

18. DISPUTE RESOLUTION

  1. These Partner Executive T&C and the Agreement shall be governed by laws of India.

  2. The courts of Kota (Rajasthan) shall have exclusive jurisdiction over all disputes arising from these Partner Executive T&C and the Agreement.

 

19. PENALTY

Notwithstanding anything contrary contained in these Partner Executive T&C or the Agreement, SNOH shall reserve a right to charge You a penalty in the event You indulge in fraudulent activities while providing Pickup Services. The penalty may be deducted from the payments made to You by SNOH.

 

20. MISCELLANEOUS

  1. Force Majeure: Neither Party shall have any liability under or be deemed to be in breach of these Partner Executive T&C or the Agreement for any delays or failures in performance of these Partner Executive T&C and the Agreement which results from circumstances beyond the reasonable control of that Party such as acts of god, fire, earthquake, tempest, flood, lighting, violence of any army or mob or enemies of the country.

  2. Assignment: No rights or liabilities under these Partner Executive T&C and the Agreement can be assigned by any of the Parties hereto without the prior written consent of the other Party.

  3. Entire Agreement: These Partner Executive T&C shall be read along with the Agreement supersedes all prior discussions and agreements (whether oral or written) if any, between the Parties with respect to the subject matter of these Partner Executive T&C and the Agreement.

  4. Term: These Partner Executive T&C and the Agreement shall, unless specifically terminated in accordance with the provisions contained herein, be valid and effective from the date of the execution of the Agreement till such time that the Partner Executive continues to remain enlisted with the SNOH Executive Platform.

  5. Waiver: No waiver of any part of these Partner Executive T&C and the Agreement or consent to any departure from it by any Party shall be effective unless it is in writing. A waiver or consent shall be effective only for the purpose for which it is given. No default or delay on the part of any Party in exercising any rights, powers or privileges operates as a waiver of any right, nor does a single or partial exercise of a right exclude others.

  6. Severance: Any provision of these Partner Executive T&C and the Agreement which is invalid or unenforceable shall be ineffective to the extent of such invalidity or unenforceability, without affecting in any way the validity, legality and enforceability of the remaining provisions hereof.

  7. SNOH retains the right to share the information provided by you with any financial lending institution(s) if you agree to the same, if it is proved within reason that you have availed a loan from them. You forego the right to claim any damages from SNOH in the event any such financial facility has been availed by you. You also agree that SNOH will not be liable for any damages arising as a result of such disclosure of your information. SNOH retains the right to withhold pending payouts and terminate you on an immediate basis in such cases.

  8. Partner Executive hereby acknowledges and agrees to the use of his/her photographs by SNOH for certain purposes, which may include usage of the Partner Executive's photographs in SNOH's internal communications and presentations, training materials, marketing and advertisement activities on various platforms, including without limitation, online advertisement, social media and offline advertisement. Partner Executive hereby consents to sharing of his/her photographs by SNOH with third parties for the aforesaid purposes.

  9. The information shared by Partner Executive pursuant to this Agreement shall be used in accordance with the Privacy Policy.

 

21. CONFIDENTIALITY

Other than for provision of Pickup Services by the Partner Executive, SNOH does not share any other information of the Partner Executive with third parties unless requisitioned by (i) government authorities or (ii) the Partner Executive, whether orally or in writing (via email, SMS etc.) for any purpose whatsoever, including but not limited to availing loan from financial institutions, filing of tax returns etc.

Other than for the purpose of undertaking Pickup Services, the Partner Executive must not disclose any confidential information about SNOH, including but not limited to these Partner Executive T&C, its business strategies, pricing, revenues, expenses, User data, Partner Vendors data and order information to third parties.

 

22. DISCLAIMER

SNOH does not warrant that You will be able to use the SNOH Executive Platform and/ or will be able to provide the Pickup Services at all times or locations on the SNOH EXECUTIVE Platform or that the SNOH Executive Platform and the Platform Services will be uninterrupted or error-free or that the defects will be capable of being corrected by the SNOH in a timely fashion. The Platform Services, SNOH Executive Platform, Device, the output generated there from, and all other technology developed by SNOH are provided to you on an “AS IS” and “AS AVAILABLE” basis and SNOH specifically disclaims all warranties and indemnities, express, implied or statutory, including without limitation any warranty of merchantability, fitness for a particular purpose, accuracy, completeness, or any other warranty arising from the course of performance or course of dealing.

ANNEXURE A

  1. Onboarding Fee: As prescribed by SNOH from time to time.

  2. Security Deposit: As prescribed by SNOH from time to time.

 

At the time of onboarding, the Partner Executive shall pay either of

  1. the Onboarding Fee, or

  2. Security Deposit, at the sole discretion of SNOH.

  3. Training and Support Fee: As prescribed by SNOH from time to time.

  4. Partner Executive hereby acknowledges and agrees that any amount deposited by Partner Executive to SNOH in the form of Security Deposit shall stand forfeited at the sole discretion of SNOH, in the event Partner Executive does not deliver at least one order pursuant to the Pickup Services under the Agreement for a continuous period of 30 days during the term of the Agreement.

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