Service Level Agreement

This Service Agreement (“Agreement”) is executed at [Place], India on this [Date] day of [Month] 2024, by and between:

(Company name), a company incorporated under the laws of India, having its registered office/principal place of business at [address] (hereinafter referred to as “Company/CRECKK”, which term shall, unless it be repugnant to the meaning or context thereof, include its successors and permitted assigns) of the FIRST PART;

AND

(Other party’s name), a vendor conducting business under the laws of India and having its principal place of business at [Address] (hereinafter referred to as “Consultant/Agent”, which term shall, unless it be repugnant to the meaning or context thereof, include its successors and permitted assigns) of the SECOND PART

Hereinafter, the Company and the Consultant/Agent shall be individually referred to as “Party” and collectively referred to as “Parties”.

1. 1. Definitions:

• Company/CRECKK: Refers to the entity providing the services through its consultants/agents through its Platform.

• • Consultant/Agent: Refers to individuals or entities partnered with CRECKK to provide specific services.
• • Services: Encompasses all offerings provided through CRECKK's Platform, including but not limited to doorstep delivery of car accessories, installation services, car wash services, and car detailing services.
• • Platform: Refers to the digital interface provided by CRECKK through which Customers access and avail of Services.
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  2. Service Description
  CRECKK provides the following services to its Customers through its Platform:
• • Doorstep Delivery: Offers a wide range of premium car accessories and spare parts that Customers can browse, compare, and purchase directly through the Platform.
• • Installation Services: Allows Customers to schedule appointments for the installation of purchased products, ensuring compatibility and technical feasibility.
• • Car Wash Services: Provides comprehensive exterior and interior cleaning using high-quality products and techniques to maintain vehicle aesthetics and hygiene.
• • Car Detailing Services: Offers thorough cleaning, restoration, and protection treatments for both the interior and exterior of vehicles, including advanced services like paint correction and ceramic coating.

1. 3. Service Level Expectations

• • Availability: CRECKK shall make reasonable efforts to ensure that Services are available and accessible to Customers 24/7, subject to scheduled maintenance and unforeseen circumstances.
• • Response Time: CRECKK aims to acknowledge Customer queries, complaints, or support requests promptly, typically within 24 hours during business days.
• • Service Fulfillment: Upon scheduling a service (such as installation or detailing), CRECKK commits to providing timely and professional execution as per the agreed-upon appointment.

1. 4. Responsibilities of CRECKK

• • Service Quality: CRECKK undertakes to deliver Services with due care, skill, and diligence, adhering to industry standards and best practices.
• • Data Security: CRECKK will maintain the confidentiality and security of Customer data in accordance with applicable laws and its Privacy Policy.
• • Compliance: CRECKK will comply with all relevant laws, regulations, and guidelines concerning the provision of services and handling of Customer information.

1. 5. COMPENSATION:

The compensation for the services provided under this Agreement shall be detailed in Annexure A, which forms an integral part of this Service Level Agreement ("SLA"). The Vendor acknowledges and agrees that any applicable taxes, including but not limited to Goods and Services Tax (GST) or any other statutory levies, shall be borne and paid by the Vendor as per prevailing laws. CRECKK reserves the right to revise the compensation rates and tax implications as specified in Annexure A, subject to mutual agreement between the parties.

1. 6. REPRESENTATIONS AND WARRANTIES:
2. 
   Each of the Parties hereby represents and warrants that as of the date hereof:

• • It is duly incorporated and validly exists under the Applicable Law;
• • It has the legal capacity and authority to execute this Agreement and enter into and engage in the transactions contemplated by this Agreement and all such actions have been duly and validly authorized by all necessary proceedings;
• • Neither the execution of this Agreement nor the performance by it of any of its obligations hereunder will conflict with or result in a breach of any provisions of any law, regulation, judgment, order, authorization, agreement or obligation or document binding on or applicable to it or cause any limitation placed on it or result in the creation of or oblige it to create any security or a lien;
• • Each Party shall at all times, maintain its corporate existence or legal entity status under law as applicable, and all rights and privileges enjoyed by it and obtain and comply with the terms of, and do all that is necessary to maintain in full force and effect, all authorizations, approvals, licenses and consents required to enable it to lawfully carry on its business and affairs;
• • Each Party shall inform the other Party of any occurrence, event or incident of which it becomes aware which might adversely affect its ability to perform its obligations under this Agreement, and including without limitation, any force majeure event or act of God such as earthquake, flood, tempest or typhoon, pandemic, epidemic etc., as well as the happening of any labour strikes, lockouts, shut-downs, fires or breakdown of equipment/computer systems, computer network, internet website, computer hacking, unauthorized access to computer data and storage devices, computer system crashes or other similar happenings which could reasonably be expected to adversely impact the day-to-day functioning or the business of the Party.

1. 7. CONFIDENTIALITY
2. A. In the event that confidential information is exchanged, each party will protect and safeguard the confidential information of the other in the same manner in which it protects its own equivalent confidential, and trade secret information, but in no event less than a reasonable degree of care. The party claiming the benefit of this provision must furnish such information in writing and mark such information as "Confidential" or if such information is provided orally, then the transmitting party ("Discloser") will designate such information as being confidential at the time of disclosure and confirm in writing to the receiving party ("Recipient") that it is confidential within thirty (30) days of its communication. Such information will remain confidential for three (3) years after the date of written disclosure.
   
   B. As used herein, the term “Confidential Information” shall include, without limitation, all information designated by either party as confidential including all information or data concerning or related to candidate lists, candidate profiles and data, or general business operations including sales costs, profits, pricing methods, formal contractual communications, lists of other company, organization and employee lists, and any information obtained through access to any systems (including computers, networks, websites, voice mail, etc.) which, if not otherwise described above, is of such nature that a reasonable person would believe it to be confidential. Such information shall be deemed Confidential Information subject to the provisions of this Agreement.
   
   C. This Section imposes no obligation upon a Recipient with respect to confidential information that (a) was in the Recipient's possession before the disclosure; (b) is or becomes a matter of public knowledge through no fault of the Recipient; (c) is rightfully received by the Recipient from a third party without a duty of confidentiality; (d) is disclosed by the Discloser to a third party without a duty of confidentiality on the third party; (e) is independently developed by the Recipient; (f) is disclosed under operation of law; or (g) is disclosed by the Recipient with the Discloser's prior written approval. No such information is deemed to be Confidential Information.

1. 8. TRADEMARK:
   1. A. Company Trademarks means Company’s mark(s) and any other names, designations, logos, label, trademarks, and service marks used from time to time by the Company in connection with its business. Company may authorize Consultant to display one or more designated Company Trademarks. Consultant shall use/display the Company Trademarks solely in connection with the execution of this Agreement;
      
      B. Consultant shall promptly discontinue such use of a Company Trademarks upon Company’s request. Company authorizes the Consultant, in describing its relationship with company, to identify itself as a company’s Indian operations partner for only those services that the Company has authorised the Consultant under this Agreement;
      
      C. emarks shall be at all times subject to any Company standards, policies and guidelines that may be set forth in a written Guideline given by Company to Consultant. All rights or purported rights in Company Trademarks acquired through Consultant’s use belong solely to Company. Company reserves all rights under law or in equity for misuse of Company Trademarks;

D. Company will have the sole and exclusive right in its sole discretion to bring legal actions for trademark infringement with respect to any of the Company Trademarks.

1. 9. INTELLECTUAL PROPERTY RIGHTS
2. Company shall, at all times, own all worldwide intellectual property rights, titles and interest in and to the Company’s technology, software and services, the underlying technology, patents, patent applications, inventions, and any associated documentation or materials, methods of doing business, know how, software names, logos, trademarks, service marks or any other intellectual property or proprietary rights (collectively, the “COMPANY IP”) and any authority to provide Services under the brand name of the Company does not constitute any assignment or transfer of COMPANY IP.

1. 10. GENERAL TERMS

A. Limitation of Liability: The Services under this Agreement are provided by the Company on an "as is" basis without warranty of any kind, express, implied, statutory or otherwise as regards the quality of the candidates so hired. Consultants expressly understands and agrees that, to the maximum extent permitted by applicable law, Company shall under no circumstances be liable or responsible for any loss, injury or damage to the Consultants/Consumers or any other party whosoever, arising out of or on account of any services provided by the Consultants under this Agreement. Consultant agrees and acknowledges that the Company is only acting as a facilitator between the Consultants and the Consumers.

1. B. Indemnification: The Consultants and the users of the website agrees to indemnify, defend and hold harmless our Company , its subsidiaries, affiliates, vendors, and their respective directors, officers, employees, contractors and Consultants (herein after individually and collectively referred to as "Indemnified Parties") from and against any and all losses, liabilities, claims, suits, proceedings, penalties, interests, damages, demands, costs and expenses (including legal and other statutory fees and disbursements in connection therewith and interest chargeable thereon) asserted against or incurred by the Indemnified Parties that arise out of, result from, or in connection with (i) Party’s breach of the Agreement(s); or (ii) any claims made by any third party due to, or arising out of, or in connection with this Agreement that is attributable to the Party.

1. 11. Dispute Resolution:
2. In case of any disputes arising from or related to this SLA or the services provided under it, both parties agree to resolve such disputes amicably through negotiation. If negotiation fails, either party may initiate arbitration proceedings in accordance with the Arbitration and Conciliation Act, 1996. The courts of Ahmedabad shall have exclusive jurisdiction over any legal proceedings related to this SLA.

1. 12. Amendments and Modifications:
2. CRECKK reserves the right to modify or amend this SLA at its discretion to reflect changes in business practices, legal requirements, or service offerings. Updated versions of the SLA will be communicated to Consultants through the Platform or other appropriate means.

1. 13. Termination:
2. Either party may terminate this SLA by providing written notice of 30 days to the other party. Termination shall not affect rights and obligations accrued prior to termination. Provisions related to indemnification, liability, and dispute resolution shall survive termination. The clause of Confidentiality shall survive the termination.

1. 14. Governing Law:
2. This SLA shall be governed by and construed in accordance with the laws of India. The courts of Ahmedabad shall have exclusive jurisdiction over any disputes arising under or in connection with this SLA.

1. 15. Miscellaneous

• • Severability: If any provision of this SLA is found to be invalid or unenforceable, the remaining provisions shall continue to be valid and enforceable to the fullest extent permitted by law.
• • Waiver: Any waiver of a breach of this SLA shall not constitute a waiver of any other breach or subsequent breaches.