ADSEI - Association of Direct Selling Entities of India

1. ELIGIBILITY

• Membership is open to all Direct selling entities who is working on the line of Direct selling Business on mathematically calculated manner Business plan.

2. START AND DURATION OF MEMBERSHIP

• Membership starts on the day payment of the membership has been received in the account of the ADSEI.
• Membership will last for the period as indicated in the subscription by the member.
• In case payment for renewal of the membership has not been received, member’s access to the website will end one month after the due payment date.
• Membership can be ended prior to the end date in cases mentioned in termination clause.

3. MEMBERSHIP FEES

• Membership fees will be paid by credit card or bank transfer via the ways indicated on ADSEI’s website.
• Organizations may be granted a membership payment in kind instead of monetary payment after permission by the ADSEI’s Executive chairman.
• Membership fees shall be set by the Council. The Council may create different categories of membership and variable levels of membership fees. Alterations to the categories of membership or the schedule of dues shall require a two- thirds majority of the Council.

4. RIGHTS

• Both individual and organizational members shall have the right to participate in programs and activities of the ADSEI, subject to the rules established by the Executive Council and the Association’s bylaws. In addition, individual members/Representative of Direct selling Member Entity shall have the right to

vote for elected officers;
vote on matters referred by the Council;
vote on changes, additions, and deletions to the bylaws;
seek to petition the Council;
submit announcements via ADSEI’s social media.
have dedicated display room at ADSEI Events (as per discretion of ADSEI)
have their logo and a short description about their organization on ADSEI’s website;

5. GENERALLY

Member agrees to pay the annual fees established for its Membership Class, as may be amended from time to time in accordance with the Bylaws. Dues are yearly and payment is required upon signing (to activate membership) and upon renewal (1st April to 15th April every year). ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) will intimate to the Member for dues, if the payment of Renewal fees not receives within the time frame of 1st April to 15th April every year, with the 3 gentle reminders, thereafter the membership shall be suspended.

6. COMPLIANCE WITH POLICIES

Member agrees to abide by, and shall have all applicable rights and obligations as set forth in, the Bylaws, ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) Intellectual Property Rights Policy (the "IPR Policy"), the Privacy Policy, Code of Conduct and ethics and any and all additional policies and procedures adopted by ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI), as any of these may be amended from time to time, all of which are hereby incorporated by reference (the "ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI)”.

7. SUSPENSION

ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) shall also have the right to suspend participation of Member if it fails to pay its annual fees on time.

8. TERMINATION.

The ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) Board, at its election, may terminate membership upon-

bankruptcy of the member entity
withdrawal from or cessation of business by Member entity
violation of the code of conduct of the ADSEI
suspend or cancel participation of Member if it violates any of the ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) or engages in conduct seriously prejudicial to the purposes and interests of ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) and fails to correct that breach within thirty (30) days of notice from ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) or the ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) staff.
In case membership fees due are not paid, ADSEI has the right to terminate the membership of the member involved.
In case a member deploys activities that may harm the interests of the ADSEI significantly, or in case a member acts in a way that in severe contradiction with ADSEI’s aims and nature, the ADSEI withholds the right to end the membership of the member involved.

Termination has to be sent in writing to the Member entity and such termination and does not constitute any right of reimbursement of membership fees .

9. SURRENDER OF MEMBERSHIP

Any member has the right to surrender his or her membership before the formal end of the membership period. Membership surrender request has to be sent in writing to the ADSEI’s Executive chairman and does not constitute any right of reimbursement of membership fees.

End of membership, either at the end of the membership period or by intermediate termination does not constitute any right of reimbursement of membership fees.

10. NO REFUND

No refunds of Membership fees or other payments will be given to the member entity, in any case, by the ADSEI.

11. AUTHORITY TO EXECUTE AGREEMENT

The person entering into this Agreement on behalf of Member hereby represents, warrants and covenants to ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) that (a) it has the authority to enter into this Agreement and to perform its obligations hereunder; (b) the execution and performance of this Agreement does not and will not violate any agreement to which Member is a party or by which it is otherwise bound; and (c) when executed and delivered, this Agreement will constitute a legal, valid and binding obligation of Member, enforceable in accordance with its terms.

12. NO OTHER LICENSES

By executing this Agreement, Member neither grants nor receives, by implication, estoppel, or otherwise, any rights under any copyright, patents or other intellectual property rights of ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) or another member, except as expressly provided in the ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI)'s right to disclose and publicize the Member's membership in ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI), unless requested otherwise in writing by the Member).

13. NO WARRANTY

Each party acknowledges that, except as otherwise agreed in writing, all services and information provided to or by association of direct selling entities of india (adsei) under this agreement is provided "as is" with no warranties or conditions whatsoever, whether express, implied, statutory or otherwise, and association of direct selling entities of india (adsei) and member each expressly disclaim any warranty of merchantability, no infringement, or fitness for any particular purpose with respect to such services and information.

14. LIMITATION OF LIABILITY

In no event will either association of direct selling entities of india (adsei) or member be liable to each other or to any other member or third party under this agreement for the cost of procuring substitute goods or services, lost profits, lost revenue, lost sales, loss of use, loss of data or any incidental, consequential, direct, indirect, punitive, or special damages, whether or not such party had advance notice of the possibility of such losses or damages. Except for member's dues commitment, or in cases of willful misconduct or gross negligence, or where required by applicable law, or as otherwise agreed in writing, the aggregate liability of association of direct selling entities of india (adsei) to member and to other parties, and of member to association of direct selling entities of india (adsei).

15. GOVERNING LAW

This Agreement shall be construed and controlled by the laws of the India without reference to conflict of laws principles. If any claim or dispute between the parties is not resolved by good faith negotiations, any suits or proceedings pursued by either party shall be brought in the Federal or state courts located in JAIPUR(Rajasthan), to whose jurisdiction each party hereby submits.

16. COMPLETE AGREEMENT; NO WAIVER

This Agreement, including all attachments, sets forth the entire understanding of ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) and Member entity and supersedes all prior agreements and understandings relating hereto, unless otherwise stated in this Agreement. The waiver of any breach or default will not constitute a waiver of any other right hereunder or any subsequent breach or default.

17. AMENDMENT

All amendments to this Agreement or to any ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) shall be effective upon their stated effective date. Member shall be given at least thirty (30) days prior written notice of the effective date of an amendment to this Agreement, including as a result of any changes to the ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) Bylaws or ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI)’s code of conduct, which is adopted in accordance with the Bylaws and that directly and materially affects adversely any of the rights or obligations applicable to Member hereunder (each of the foregoing, an "Amendment"). If Member does not agree to any such Amendment to this Agreement that was approved in accordance with the Bylaws, then Member shall provide written notice to ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) of such disagreement prior to the end of the 30-day notice period. If the parties are not able to reach a mutually acceptable accommodation (for example, the parties agree to a phase-in of the Amendment, ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) determines to withdraw, suspend or modify the Amendment, or ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) grants Member a waiver or variance), this Agreement and Member's membership in ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) shall terminate automatically upon expiration of the 30-day notice period, unless Member elects to withdraw by written notice on an earlier date. Amendments shall be prospective only unless otherwise agreed to by the Member and ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI). No termination or withdrawal pursuant to this paragraph will entitle Member to a refund of Membership dues or other fees, all of which are non-refundable.

18. NO RULE OF STRICT CONSTRUCTION

Regardless of which party may have drafted this Agreement, no rule of strict construction shall be applied against either party. If any provision of this Agreement is determined by a court to be unenforceable, the parties shall deem the provision to be modified to the extent necessary to allow it to be enforced to the extent permitted by law, or if it cannot be modified, the provision will be severed and deleted from this Agreement, and the remainder of this Agreement will continue in effect.

19. COUNTERPARTS

This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but collectively shall constitute one and the same instrument.

20. COMPLIANCE WITH LAWS

Anything contained in this Agreement to the contrary notwithstanding, the obligations of ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) and Member shall be subject to all laws, present and future, of any government having jurisdiction over ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) and Members. It is the intention of ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) and Member that this Agreement and all referenced documents shall comply with all applicable laws and regulations.

21. HEADINGS

ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) and Member acknowledge that the headings to the sections hereof are for reference purposes only and shall not be used in the interpretation of this Agreement.

22. ASSIGNMENT

Member may not assign its rights or obligations under this Agreement without the prior written consent of ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI).

For purposes of this Agreement, an assignment shall be deemed to include a transfer or sale of all or substantially rights, all of the business of Member, or a merger, consolidation or other transaction that results in a change in control of Member.

23. FORCE MAJEURE

Neither ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) nor Member shall be liable hereunder by reason of any failure or delay in the performance of its obligations hereunder on account of strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, governmental action, labor conditions, earthquakes or any other cause which is beyond the reasonable control of such party.

24. LOGOS AND NAMES

Member Entity’s Logo and Name –
You grant ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) the right to use your organization's name and logo on the ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) website and on related marketing materials, solely to indicate your membership in ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI). ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI) ’s Logo and Name As long as you remain a member in good standing, you may use ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI)'s name and logo, in the format and with the notices provided or requested by ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI), solely to indicate your membership in ASSOCIATION OF DIRECT SELLING ENTITIES OF INDIA (ADSEI).

Membership Terms