Microsoft Word - BUSINESS RULES FOR DEALERS (1).docx

BUSINESS RULES FOR DEALERS

1. INTERPRETATION

In this Rule book, the following words and phrases shall have the following meanings;

“Applicant” shall refer to all who seek to be engaged as dealers of the company.

“Company” shall refer to “Lilong International Nigeria Limited”

“Dealer(s)” refers to individuals engaged by the company to trade or distribute the company’s products.

“Market leaders” refers to dealers at the level of manager or above.

“Phishing” refers to the act of circumventing security with an alias. “Rules” means the “Business Rules For Dealers.

“Serious mark-down sale” refers to the act of selling the company’s products lower than the uniform retail price in batches or providing products to channels of a mark-down sale. A mark-down may be effected directly on the price offered or indirectly through the provision of rebates, discounts or other value passed to the buyer which did not come from the company through its established reward system.

APPLICATION FOR DEALERSHIP

1. Eligibility for Application

1.1. Citizen of Nigeria with full capacity to contract.

1.2. Exclusion from Membership

Regular employees of the company and their immediate family members are excluded.

1.3. Requirements for Application

All dealers shall be engaged directly by the company at the absolute discretion of those detailed by the company for this purpose.

1.4. All Applicants shall personally submit their application and provide a

valid means of identification (Driver’s license, International passport or Voter’s card).

1.5. Prohibition on Phishing

It is prohibited to apply for dealership by using the name of another person or borrowing the identification of another person or through any other means aimed at concealing the identity of the real applicant.

1.5.1. If an applicant obtains dealership by providing false information,

or does not meet the company’s requirements, the Company reserves the right to cancel such dealership upon the discovery or even commence criminal prosecution.

2. Term of Validity and Extension of Dealership

2.1. The term of validity of dealership shall be One (1) year which shall be

renewed on the application of the dealer and at the discretion of the Company.

2.2. Within the term of validity of the dealership, if the contract is renewed

according to the requirements set out by the company, the term of the contract shall be extended for another 12 months.

2.3. The company shall reserve the right to reject an extension of the term of

a dealership and take further measures if a dealer commits any illegal actions, violates the laid down regulations of the company or harms the company’s interest during the term of the dealership.

3. Termination and Re-application for Dealership

3.1. If a dealer fails to meet the company’s requirements for the extension of

dealership upon the expiry of such dealership, the dealership shall stand

terminated.

3.2. A dealer who wishes to terminate his/her dealership shall apply to the

company to that effect Fifteen (15) days prior to the intended date of ending of the dealership.

3.2.1. The date of termination shall be confirmed by the company on

receipt of the application. The dealer may re-apply for a new dealership Twelve (12) months after the date of termination of the dealership.

3.3. If a dealer violates the business policies set by the company, the

company shall be entitled to cancel the dealership.

3.3.1. The dealer may re-apply for a new dealership Twelve (12) months

after the date of termination of the dealership by the company.

4. Related Provisions on Applications made by a Couple

4.1. Where a husband and wife intend to apply for dealership of the

company, they shall apply together, or they shall apply for dealership in the same market rather than in different markets.

4.2. If a married person intends to apply and is suitable for application for

dealership of the company upon meeting the company’s requirements and the dealership is granted, his/her spouse shall proceed with a procedure for inclusion in the dealership in a couple plan or apply for dealership in the same market after gaining the consent of the party who has already been granted the dealership.

5. Privileges and Rights of Dealers

5.1. A dealer shall receive a corresponding remuneration according to the

standards and conditions set by the company.

5.2. A dealer shall purchase the company’s products at a preferential price

and promote the products at a uniform price and make profit.

5.3. A dealer has the right to sell the company’s products and serve the

customers.

5.4. A dealer has the right to enjoy the complete services provided by the

company and has the right to participate in various activities organized by the company.

5.5. A dealer has the unfettered right to report to the company upon the

discovery that another dealer has violated extant laws, regulations or policies of the company, and is expected to do so upon suspicion that another dealer is aiming to harm the interests of the company and other dealers.

6. Responsibilities and Obligations of a Dealer

6.1. A dealer shall abide by these rules and regulations which have been put

into place.

6.2. A dealer is expected to respect social and moral standards and to carry

out business activities while respectfully abiding by the principles of voluntariness, fairness, honesty and credibility.

6.3. A dealer shall abide by the various business policies on dealers formed

by the company, as well as the revisions, changes and supplements thereof.

6.4. A dealer shall ensure the authenticity and validity of personal identity

information and account information, and the dealer shall endeavor to keep such information confidential.

6.5. A dealer shall devotedly introduce and recommend the company’s

products to customers, advocate rational consumption of the company’s products and maintain the rights and benefits of the customers.

6.6. A dealer shall provide the customers with good and effective services

before, during and after sales.

6.7. A dealer shall report market information and opinions of customers to

the company promptly.

6.8. A dealer shall assume personal legal liability for any violation of laws or

breach of contract.

6.9. Dealers at each level should carefully fulfill their corresponding duties

in their respective department and shall have the responsibility to convey the latest information to dealers in the department promptly, and shall assume the responsibility for training, supervision and management. In respect of the various problems and disputes which shall arise in the market, they are charged with the responsibility and obligation to assist in problem solving and shall work with the company to solve these various problems that shall arise.

6.10. A dealer and his/her employees shall carefully learn and master related

data of the company, its products and operation systems. When introducing and promoting the company, the dealer shall abide by the principles of honesty and credibility.

6.11. A dealer shall finish each work assigned by the company strictly in

accordance with the company’s regulations, whose work contents include but are not limited to launching promotion activities for products and brand, providing customers with services such as information consultation and product price, and submitting a work report regularly.

6.12. A dealer shall endeavor to build and enlarge a network of other dealers;

he shall encourage every such prospective dealer who so desires to register and it shall be his duly to train, support and supervise every dealer in his network and deal honestly and responsibly with them and resolve any dispute arising in his network.

PART 2

Management of Dealership

7. Data

7.1. The company shall adopt a real-name system for processing data for the

purpose of accrediting dealers.

7.2. The dealer shall supply basic information which shall include name,

identity card number, bank account number and contact telephone number.A dealer’s identity card number will be used for the registration of a dealership.

7.3. If the company in the course of processing data for accrediting dealers,

finds that two or more of the aforesaid basic information supplied are the same, they shall be considered as belonging to one dealer.

7.4. The rights and interests of the dealership in 7.3 above, shall belong to

the individual who provides his/her real identity information to the company after same is confirmed by the company.

7.5. The company shall not intervene in any qualification disputes that arises

due to improper custody of personal information or entrusting another party to register the dealership.

7.6. A dealer shall update any change of related information such as name,

address and phone numbers promptly. Otherwise, the dealer shall undertake the consequences of any inaccurate information.

8. Qualification

8.1. The qualification of a dealer shall be reviewed based on the information

corresponding to the dealership in the commendations, incentives, travels and various meetings organized by the company.

8.2. A visit to the company by a prospective dealer or prior communication

by the company and its agents does not automatically qualify a prospective dealer for dealership.

9. Multiple Dealerships

9.1. If a dealer develops business with multiple qualifications in different

markets with his/her own identity or using the identity of his/her immediate family or friends, the dealership registered at a later time in the system will be canceled, but no changes will be made to the dealer’s friends and relatives.

10. Effect of Withdrawal and Termination

10.1. If a dealership is canceled during its term of validity, or the dealer

applies for withdrawal from the dealership, or re-applies for a dealership within Twelve (12) months after the dealership is transferred

as described in Clause 10 above, the company shall have the right to cancel the newly registered dealership, but no changes will be made to the dealer’s market business relationship.

10.2. Where the associates, friends and relatives of a dealer withdraw from the

dealership due to circumstances such as an inability to continue to operate or the cancelation of their dealership, their business relationship will remain unchanged.

11. Friends and Associates

The company shall not accept or resolve any complaint on any disputes that occur when a prospective dealer makes choices of associates, friends and relatives.

12. Market Promotion

12.1. In carrying out business, a dealer shall be transparent about his/her

dealership in order not to mislead the customers.

12.2. A dealer shall not carry out publicity, sales or recruitment in the name of

the company, a branch, an office, a national agent, a regional agent or any administrative post in the company without a written consent of the company.

12.3. A dealer shall not promote a business by means of exaggeration,

misinterpretation or any improper means prohibited by the company.

12.4. A dealer shall not distribute any information of operation policies without

the approval of the company, or falsely spread or publicize the various information released by the company whether they are expressly tagged as “confidential” or not.

Improper Attraction of Business

12.5. A dealer shall not stop strangers to promote products or business among

them at the company’s business and service premises or other public functions.

12.6. A dealer is prohibited (personally or by hiring others to do so) from

stopping passers-by to sell products to them or entering the dwelling or offices of others without consent to attract customers and sell and promote products and business.

12.7. A dealer is forbidden to infringe, defame or undermine the reputation of

the company, the company’s employees, other companies, brands and workers in any form or at any occasions.

12.8. In promoting the products, a dealer shall respect the rights of customers

to select on their own, rather than persuade or coerce the customer to purchase or order products in the name of a dealer.

12.9. In promoting products and business, a dealer shall promote, introduce,

and demonstrate products strictly in accordance with the information

provided by the company rather than make any exaggerated, false or misleading publicity about the uses and performance of products.

12.9.1. A dealer shall be personally liable if there is any legal dispute

because of the false information provided by the dealer.

13.Relationship with Competitors

13.1. Without the express permission of the company, a dealer shall not accept

an invitation from any enterprise, team or individual that competes against the company in terms of types of products and business patterns, to give a speech, lecture or to share an experience.

13.2. Dealers must obtain consent from the company before engaging in any

activity concerning any organization that offers similar products and services as the company aside from or in combination with the company’s products and services.

13.3. Within the term of validity of the dealership, a dealer shall not produce

or market any products that compete against the company’s products, neither shall a dealer take a part-time job or assume a position in a rival organization.

13.4. A dealer and his/her immediate family members shall not publicize and

promote the products or businesses of rival companies or any enterprises violating the laws, regulations and commercial ethics as applicable in Nigeria.

13.5. A dealer and his/her immediate family members shall not use occasions

related to the company’s business resources and relations to promote, publicize and sell the products and businesses of other companies.

14. Prohibition on Hoarding/Unfair Business Practices

14.1. A dealer shall not deliberately control or adjust performance. It is strictly

prohibited to hoard products for personal benefits, or force or tempt others to hoard products, or tempt others to make a loan for running the company’s business.

14.2. It is prohibited to compete unfairly, interfere with the business of others,

or scramble for the market resources of others. Dealers are consequently prohibited from recommending, persuading, or deceiving other marketing personnel or customers to purchase products in their own market as against the market of other dealers.

14.3. A dealer shall not court the business of other dealers.

14.4. A dealer shall not incite, induce or assist any person that is not qualified

to become a dealer of the company by concealing vital information or by other inappropriate methods which shall be determined by the company.

14.5. A dealer shall not steal the passwords of other dealers or alter related

data of other dealers or handle the affairs of other dealers without permission.

14.6. The leader of a dealership shall not seek improper benefits with their

power or market leadership.

14.7. A dealer shall not collect any extra improper charge in the sale of

products.

14.8. Products shall be sold at the prices uniformly determined by the

company. It is prohibited to increase the price of products without permission. Dealers are prohibited from promoting and selling products at a low price or in the form of a disguised discount (including the internet), themselves or through others.

14.9. A dealer shall not sell the company’s products by changing the package,

re-packing, or adding a label. It is also prohibited to forge or counterfeit the company’s products or sell products beyond its shelf life.

Other Infractions

14.10. A dealer shall not have others carry out illegal activities on its behalf to avoid the related restrictions of the company.

14.11. A dealer shall not forge any documents related to the company or sign a contract in the name of the company.

14.12. A dealer shall not delay the submission of the order requests of dealers or customers in the market the dealer belongs to and shall not misappropriate the payment for goods of dealers or customers.

14.13. A dealer shall not disturb the public order of venues such as the company’s offices, meetings, training and activities in any form, neither shall he/she disturb the normal business activities of the company, its employees and marketing staff in any form.

14.14. A dealer shall also not seek unjust benefits by means of bribery, cajolement, coercion, threats, intimidation, or by interference with the safety of lives and property of members of the company.

15. Media and Publications

15.1. Valid certificates such as business license and letter of authority shall be

hung at the business premises where products are sold.

15.2. A dealer shall under no circumstances address the press on matters

involving the company’s products or services without the express permission of the company.

15.3. A dealer shall not publish, play or issue any advertisement related to the

company or its products on the media without the express permission of the company.

15.4. A dealer shall not release any information related to the company’s

business policy or act in the name of the company on the internet to any individual or entity without the permission of the company.

15.5. Sales aid Material Policy

15.5.1. A dealer can only use sales aid materials such as texts, records

and images or devices designated by the company for business activities.

15.5.2. A dealer shall assume all legal liabilities alone for the business

activities launched using sales aid materials or devices not approved by the company, while the company shall be entitled to claim for compensation for all losses incurred hereby.

15.5.3. It is prohibited to exhibit, promote, sell and distribute any sales

aid materials or devices not designated or approved by the company, particularly by making use of the company’s business relations or by hiring, enticing, assisting or indulging others to launch the aforesaid activities.

17. Procedure on Transactions

17.1. Before the conclusion of any transaction, the dealer shall introduce in

detail the company’s changing and refunding policy to the customers. After the transaction, the dealer shall provide a regular sales voucher to the customers.

17.2. Before the conclusion of any transaction, a dealer shall correctly guide

the customers to order products properly rather than mislead, tempt, or cheat them to order products or order more than they need.

17.3. A dealer shall handle the change and refund requests of customers

strictly in accordance with the company’s policies and procedures.

17.4. If customers reflect that they suffer physical, health or property harm in the use of the products, the dealer should ask them to stop using the products at once and report related conditions to the company in time and assist the company to handle it properly.

18.Meetings

18.1. To organize a meeting or launch a large-scale activity involving more

than Fifty (50) participants, a dealer shall apply to the company in line with the procedure allowed by the company.

18.2. It is prohibited to hold any meeting without application. All meetings

shall be filed with the company following the procedure and cannot be convened until a written consent is obtained from the company.

18.3. In trainings and meetings authorized or approved by the company, the

applicant takes full charge of the meeting’s management and ensures the legality and safety of the activities. The activities in these meetings shall be free of unapproved contents, and persons not permitted by the company shall not be invited.

18.4. A dealer shall convene a meeting based on its mode and file the meeting

with the company by referring to the corresponding filing procedure regarding time, location, and the number of attendees, contents, lecturer, charge and filing. Oral applications are not permitted.

18.5. It is prohibited to convene any meeting, training and activities related to

the company’s business in any form or meetings and training related to the company’s products without approval.

18.6. It is strictly prohibited to organize and hold any meeting related to the company’s business or products in the name of other individuals, teams, organizations, companies and public institutions.

18.7. The organizer of the meetings shall assume corresponding

responsibilities for any major organizational accident that occurs in the meetings or activities.

19.3.1. A notice of criticism and publicity shall be circulated. 19.3.2.

The person in charge of management must have taken the initiative to report the violation, which the company will have to confirm to either be true or false.

19.3.3.

Upon the discovery of failure to fulfill the management responsibility by some personnel or under some special circumstances, the person in charge of the management shall communicate with another dealer at the level of manager and above in the same market, confirm the assumption of management responsibility in a written form and file it with the company, which shall not be altered after the filing.

19.3.4.

For other types of violations, the person in charge ofmanagement must have tried to educate the violator and persuade the violator to do better and must have failed, and therefore should file the report with the company promptly.

19.3.5.

Where liability is found, any of the sanctions described in Clause 24 shall apply

20. Intellectual Property

20.1. The official website, official subscription account or service account of

the company are the formal channels for the release of information.

20.2. No individual or organization shall carry out the following without the

written consent of the company:

20.2.1. Use the texts and designs identical or similar to the trademark,

trade name, business name and corporate logo of the company fully or partially.

20.2.2. Apply for, register or hold any text, patent and pattern identical

or similar to the company and its associated companies or

organizations’ trademarks, trade names, business names, or corporate logos, domain names, website title, online store names, general websites, wireless websites, computer application software, mobile application software, online username etc. without seeking and gaining the necessary approval. of the company in writing

21. PUNISHMENT FOR VIOLATIONS

where there has been an infraction of any of these rules, the company may employ any of the following provisions;

21.1. The company shall examine any infraction so as to determine the level of

sanctions.

21.2. If the family members or employees of a store or employees involved in

business of the store have committed a violation, the head or legal representative of the store shall assume responsibility for such a violation.

21.3. For any violation that is not covered in the list of “violations and

applicable punishment levels”, the company shall determine the applicable punishment level or other ways of punishment as the case shall be.

22. Procedure for Supervision and punishment

22.1. If a dealer is suspected of violating the rules, the company will begin to

obtain evidence upon receiving a complaint, which includes but is not limited to written evidence, material evidence, audio-visual materials, various media materials, testimony of witnesses, statements of concerned party, expert conclusion and investigation records.

22.2. After fully investigating the activities of the dealer and analyzing the

obtained data, the company will only reach a punishment decision after going through a proper and effective procedure as determined by the company.

22.3. When the company is investigating the activities of a dealer, the dealer

shall cooperate and shall not provide false materials and statements to mislead the company’s investigation.

22.3.1. If the company fails to reach an investigation result or where it

seems difficult to identify the violation because the dealer refuses to do what is required of him/her, the company will properly extend the investigation and evidence obtaining until related facts and results are clearly confirmed.

22.4. If a dealer violates the rules, or the dealer’s behavior causes harm to the

product’s reputation, market harmony and the corporate image of the company, the company will ascertain the punishment for the responsible persons according to the punishment levels stated within as the case may be.

22.5. In the pursuit of business, if a violator harms the company’s business and

compliance interests by violating related national laws, regulations and the business policy of the company, the company shall reserve the right to trace the accountability and claim compensation according to the law.

22.6. For any physical injury or property loss caused by a dealer or a third

party, or any other reason that cannot be attributed to the company, the dealer shall assume the liability alone or ask the responsible party to compensate, while the company shall be exempted from any liability.

22.7. If the unreasonable demands of the dealer have affected the company or incurred a loss to the company, the company shall be entitled to terminate its cooperation with the dealer and reserve the right to trace its legal liability and seek redress.

22.8. When a dealer commits a violation, but the company did not trace its

accountability or failed to trace all its liabilities as the violation occurred, the company shall reserve the right to trace its accountability again without incurring any liability.

23. Grievance Procedure and Filing of Complaints

23.1. To file a complaint about a violation, a person shall submit written and

signed complaint materials, attaching any relevant corresponding evidence to the company within the time limit of the complaint.

23.2. The company reserves the right to reject any compliant which does not

comply with the procedure in 23.1 above.

23.3. For any violation of a dealer, the company shall reserve the right to trace

and handle the case and no time limit shall apply.

Time Limit

23.4. A complaint shall be submitted in writing to the company for

investigating and handling of the case within Six (6) months after the violation occurs.

23.5. If no complaint and request is brought to the company within Six (6)

months after the violation occurs, the company shall reserve the right to reject the overdue complaint.

23.6. During the investigation of rules and execution of the punishment for a

violation, the company shall be entitled to take temporary measures or decisions such as detention of labor remuneration, limiting second purchase, freezing the dealership, or cancelling the dealership, or suspending promotion and commendation, limiting participation in the company’s activities or any other means as may be determined by the company.

23.7. During the investigation of a violation, if the company took temporary

measures, the punishment decision after the investigation is finished can be executed from the earliest month in which the temporary measures were taken.

23.8. In principle, the company shall endeavor to finish the investigation for

any accepted complaint within Three (3) months and reach a decision on how to handle the case.

24. Punishment levels and measures:

where it has been found that there has been a violation of any of these rules, any of the following provisions may apply;

24.1. Written warning

24.2. Withholding 50% of one week’s labor remuneration

24.3. Withholding 50% of two successive weeks’ labor remuneration 24.4. Withholding 50% of one month’s labor remuneration

24.5. Withholding 50% of two successive months’ labor remuneration 24.6. Withholding 50% of three successive months’ labor remuneration 24.7. Withholding 50% of four successive months’ labor remuneration 24.8. Withholding 50% of six successive months’ labor remuneration 24.9. Canceling the dealership

24.10. There shall be a notification in circulation

24.11. Temporary or Permanent cancellation of a second purchase.

24.12. Deduction of labour remuneration of the concerned dealer based on loss caused to the company.

25.Handling procedure and appeal

25.1. The company will send an oral or written notification to the dealer who

is believed to have violated the rules and record the case.

25.2. From the date when the notification is delivered, a justification period of

seven (7) days will be given to the concerned dealer. The dealer shall

provide written and signed appeal materials and evidence to the company for a review within the deadline. Ifthe dealer has not submitted the related materials after seven (7) days, the dealer will be punished based on the evidence provided by the dealer and the investigation results of the company.

25.3. The company will make the final punishment decision based on the

source of reporting, the evidence available and materials obtained from the investigation of the company and the materials submitted by the dealer during the investigation.

25.3.1. If the dealer cannot provide sufficient new evidence to overturn

the original punishment decision, the company will refuse to handle it.

25.3.2. After the company reaches a decision, it will notify the concerned

dealer at once. The punishment will take effect from the date when the punishment notification is sent out.

25.4. After the punishment notification takes effect, the punished dealer may

submit a written application for appeal to the company within Fifteen (15) days after the notification is delivered and shall submit the corresponding new evidence to the company.

25.4.1. The company may conduct another investigation and review on

the new evidence before reaching a decision to either keep, alter or withdraw the original punishment or conduct another investigation. During the period of appeal, the execution of the original punishment shall not be suspended.

25.5. The delivery methods of the notification include but are not limited to,

sending personally to the dealer, sending a fax, sending an email, or mailing to the default address stated in the materials filed by the dealer or through any other form of electronic massaging including sms, WhatsApp, Telegram, etc.

25.6. A decision of the company shall be considered as delivered within Seven

(7) days after the email is sent.

26. OTHER PROVISIONS

26.1. In the implementation of the Business Rules, each item can be

interpreted, or revised according to the market status, the needs and the requirements of national policies or other considerations.

26.2. The various management regulations formulated by each business

management department of the company for the regulation and management of the market are all useful supplements to the Business Rules, which share an equal legal force.

26.3. Effective date: These Business Rules became effective on the …… day of

………… 2021.

26.4. Wherever the original regulations of the company conflict with the

Business Rules, the latter shall prevail. The Business Rules shall be considered as a contract between the company and dealers. Wherever there is any conflict with the Business Rules, the contract shall prevail.

26.5. Channels of Disclosure: After it is disclosed on the bulletin board of the

management system, it shall be considered that all dealers are informed of it.

26.6. The company reserves the right to interpret and revise the Business

Rules. With adequate notice to the dealers. DATED THE ……………………. DAY OF ………………………………., 2021