agrees that all aspects of the contents of the Agreement shall be treated as confidential and that no information in respect to the content of the Agreement shall be disclosed without the prior written consent of COMPANY except as necessary to implement the Agreement and inform customers.

Notwithstanding the liability provisions of this Agreement, the Parties will disclose Information only to their directors, employees, professional advisers and agents who need to know such Information for the purposes of providing roaming services and any transaction resulting there from, or for the borrowing of funds or obtaining of insurance and who are informed of the confidential nature of such Information. DISTRIBUTOR shall be liable under this Agreement to COMPANY in respect of any unauthorized use or disclosure of such information.

In addition to the above, Information and the contents of this Agreement may be transmitted to Governmental, judicial or regulatory authorities, as may be required by any Governmental, judicial or regulatory authority including quasi judicial bodies.

 RELATIONSHIP OF PARTIES:

In the performance of this Agreement the Parties to this Agreement shall at all times be independent entities and nothing in this Agreement shall constitute, or be deemed to constitute, either Party as being the agent, partner or joint venture partner of the other.

TERMINATION:

Either Party shall have the right to terminate this Agreement, if:

i.              The other Party fails to perform any material obligations under this Agreement, and such failure continues unheeded for a period of (60) days following receipt of written notice of such failure, or

ii.             By giving three month notice to other party, with or without assigning any reason or

iii.            Default by DISTRIBUTOR/FRANCHISE the agreement may be terminated by the Company immediately upon the failure of DISTRIBUTOR to pay for products or services purchased by DISTRIBUTOR/FRANCHISE in accordance with the terms of this agreement.

 SERVERABILITY:

In the event that any of these terms, conditions or provisions or those of any schedule or attachment hereto will be determined by any competent authority to be invalid, unlawful or unenforceable to any extent such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

FORCE MAJEURE:

Neither the COMPANY nor DISTRIBUTOR/FRANCHISE shall be liable for any inability to fulfill their commitments hereunder occasioned in the whole of, or in part, by force majeure, including, but not restricted to, strike, lock-out, fire, break –down, war, act, or regulation, or restriction of Government, inability to secure Government authorization or approval, or any other cause beyond their reasonable control. Such force majeure occurrence shall be notified to the other party in writing immediately. The Company shall, in such event, have the right to allocate available Products among its customers in its sole discretion

 ARBITRATION

All disputes arising between the company and DISTRIBUTOR/FRANCHISE  to the interpretation, operation, or effect of any clause in this deed or any other difference/disputes arising between the company & distributor cannot be mutually resolved, shall be referred to the sole arbitration …………………. to be appointed by the company, who shall adjudicate the dispute in accordance of arbitration & conciliation Act, 1996. The parties agreed that the place of arbitration shall be at Rampur (U.P.) and language of proceedings shall be Hindi/English.