DEALERSHIP AGREEMENT

THIS AGREEMENT IS MADE on this __________________ at _______________________

BY AND BETWEEN
Askari Bank Limited, a public limited company having its Principal Office at AWT Plaza,
The Mall, Rawalpindi, (hereinafter referred to as AKBL) of the first part.
AND
M/s ___________________________________ proprietorship / company / partnership, carrying
its dealership business at _________________________________________________________
______________________________ (hereinafter referred to as the Dealer of the second part.
WHEREAS:
a)

AKBL provides finance facility (the Facility) to its customers (Customers) for
the purchase of motor vehicles (Motor Vehicle).

b)

AKBL desires to provide the Facility and assist its customers to avail the Facility.

c)

The Dealer is desirous to provide its expertise in the field of sale of motor vehicles in
order to assist AKBL in the promotion of the Facility, to help the Customers to avail the
Facility and in order to promote sale of its vehicles, subject to the terms and conditions
contained herein;

Now therefore in consideration of the mutual benefits to be derived this Agreement witnessed as
follows:
1.

Relationship between the Dealer and the Bank:

This Agreement shall not create any employer/employee or principal/agent relationship
between AKBL and Dealer. The Dealer will provide such services to AKBL and/or to its
Customers as stipulated in this Agreement, defined particularly in clause 3 below.

2.

Eligibility:
AKBL will exclusively decide as to whether a customer who has applied for the Facility
is eligible to avail the Facility.

3.

Obligations Of the Dealer:

3.1

The Dealer shall open and maintain an account with AKBLs branch (Account).

3.2

The Dealer shall at all times provide prompt and competent services as required in terms
of this Agreement to the Customers at within the Dealers premises (:Premises).

3.3

Dealers Obligations

3.3.1

Dealers Obligations in the Event of Booking of the Motor Vehicle

a) The Dealer shall place an order with the manufacturer of the Motor Vehicle upon
receiving a Purchase Order, from AKBL, as specified in the form set out in
Annexure A.
b) All bookings, in respect of Motor Vehicles which are not readily available for
purchase, shall be made through a duly filled Booking Form placed with the
manufacturer by the Dealer and will provide the carbon copy of the same to the
Bank
c) The Dealer shall forward the payment in respect of the Motor Vehicle to the
manufacturer, on behalf of AKBL after signing an undertaking in the form set out
in Annexure B.
d) Upon delivery of the Motor Vehicle the Dealer shall procure from the Customer and
provide to AKBL a Letter of Hypothecation and such other documents as per
requirement in favour AKBL in respect of the Motor Vehicle.

3.3.2

Dealers Obligation in the Event of Invoiced Motor Vehicle.

a) In cases where the Motor Vehicle is invoiced in an individuals/investors name, the
Dealer shall raise the invoice to AKBL.
b) The Dealer shall have the Motor Vehicle registered in favour of the Customer upon
receiving the Purchase Order.
c) The Dealer shall procure and provide to AKBL a Letter of Hypothecation and such
other additional documents as per requirement in favour of AKBL in respect of
the Motor Vehicle.
d) Payment shall be made to the Dealer in conformity with the provisions set out in the
agreement.

3.3.3

Dealers Obligations in the Event of Un-Invoiced Motor Vehicle.

a)

Where the Motor Vehicle is un-invoiced the Dealer shall have the Motor Vehicle
registered in favour of AKBL upon receiving the Purchase Order.

b)

The Dealer shall procure and provide to AKBL a Letter of Hypothecation and
such other additional documents as per requirement in favour of AKBL in respect
of the Motor Vehicle.

c)

Payment in respect of the Motor Vehicle shall be made by AKBL in favour of the
manufacturer or the Dealer.

d)

3.4

Payment to the manufacturer shall be made through the Dealer after the
production of an Undertaking by the Dealer in the form set out in Annexure B.
Thereafter, the payment shall be forwarded by the Dealer on behalf of AKBL to
the manufacturer.

Dealers Obligations in the event of Financed Motor Vehicles

a)

The Dealer shall have the Motor Vehicle registered in favour of AKBL prior to the
delivery of the Motor Vehicle to the Customer.

b)

Payment shall be made to the manufacturer through the Dealer.

c)

All bookings in respect of the Motor Vehicle which is not readily available for
purchase shall be made through a duly filled Booking Form placed with the
manufacturer by the Dealer.

d)

Delivery of the Motor Vehicle shall be in accordance with the provisions of clause
3.12 herein below.

3.5 The Dealer shall provide written quotation of Motor Vehicle desired to be purchased by any
potential Customer through the Facility to AKBL and the Customer as and when
requested, which shall include an itemized listing of all charges (registration fee, road tax,
expediting fee etc.). A written quotation shall be valid for at least seven working days.
3.6 AKBL will not be responsible for making any payment to the Dealer in terms of the Purchase
Order, in case if the Vehicle is registered in the name of or delivered to a person other
than the Customer or in case of breach of the obligations by the Dealer as provided in this
Agreement. Subject to compliance of the conditions stipulated in this Agreement AKBL
will be responsible for making payment to the Dealer of the amount specified in the
Purchase Order.
3.7 The Dealer shall ensure that:
a) The Customers signature on the application for insurance and Motor Vehicle
registration are the same as the specimen signature provided to the Dealer by
AKBL.
b) The Motor Vehicle is registered in the name of the customer and that the identity of
such Customer corresponds with that stated on Purchase Order received from
AKBL.
c) The Motor Vehicle is delivered only to the Customer and no one else. For this
purpose the Dealer shall ensure proper identification (Original CNIC) of the
concerned Customer and get the Customers acknowledgement on the Delivery
Acceptance Form.
3.8 The Motor Vehicle delivered/provided by the Dealer to the Customer in terms of this
Agreement, shall strictly confirm with the Dealers quotation.
3.9 The Dealer shall maintain all required documents pertaining to the Facility in order to
purchase the Vehicle and provide full assistance to the Customer in completing the
required documents accurately.
3.10

Promotion of the Facility:

a) The Dealer shall promote the Facility as required by AKBL from time to time by
interalia by displaying and exhibiting as per AKBLs specification promotional
material including banners, brochures at the Dealers premises (Premises).

Proper space shall be provided for displaying and installation of such material.
Any promotional advertising undertaken by the Dealer, involving electronic, print
media or direct mail shall require prior approval of AKBL.
b) AKBL will bear the entire cost of dealership signage as per specifications.
c) Upon termination on expiry of this Agreement, the dealership signage will be
immediately removed from the Premises, at the Dealers expense and delivered to
AKBL within such time as may be specified by AKBL in writing AKBL shall not
be obliged to compensate the Dealer in any manner whatsoever for any costs
incurred or suffered by the Dealer for the removal of this signage and the same
shall be exclusively borne by the Dealer.
3.11

The Dealer shall ensure that all the specifications mentioned in the Purchase Order in
respect of the Motors Vehicle placed on order are met upon delivery of the Motor
Vehicle.

3.12

Delivery of Motor Vehicle

Delivery of the Motor Vehicle shall be subject to the receipt of the following by AKBL at
the time of delivery:
a)

A duly accepted Delivery Acceptance Receipt with the Dealers stamp and
authorized signature along with the Customers signature.

b)

The original Registration Slip and the original Registration Book having lien
marked in favour of AKBL, within one month.

c)

Spare Key of the Motor Vehicle.

d)

Particulars of the Motor Vehicle for the purposes of insurance coverage and a
confirmation in respect of the same, prior to the delivery of the Motor Vehicle.

e)

Compliance with the specifications and terms and conditions as set out in the
Purchase Order.

4.

Mode of Payments

4.1

All payments shall be made to the Dealer in respect of the Motor Vehicle either through
pay order or by crediting the Dealers account held at AKBL.

4.2

All payments made to the manufacturer in respect of the Motor Vehicle shall be either
through pay order or by crediting the manufacturers account held at AKBL and the
details of such a transaction shall be provided by AKBL upon request.

5.

Duration and termination of the Agreement:

a) This Agreement is for a period of one year, which will expire at the end of one-year
commencing from the date of the signing this Agreement unless renewed by the
mutual consent of both the parties. Any obligation incurred or any order placed
before the expiry of the Agreement shall be completed by the Dealer.
b) The Dealers performance in terms of this Agreement will be reviewed annually by
AKBL or at such shorter intervals, as the Bank may consider necessary.
Notwithstanding any provision of this Agreement, the Bank retains the right to terminate
this Agreement, at any time without assigning any reason by giving 30 days written
notice to its intention to terminate to the Dealer and after expiry of the notice period, this
Agreement shall stand terminated.

6.

Inspection and availability of Information/records:

AKBL or its authorized representative(s) shall be entitled to inspect the Dealers records
relating to the Facility from time to time. In this regard AKBL shall give three (3) days
notice in advance of its intent to visit the Dealers premises to inspect the said record.

7.

Confidentiality of information and data:

All data and information acquired by the Dealer its employees, agents or personnel
during the course of this Agreement, hereunder pertaining to the Facility and/or Customer
or any other information acquired by reason of this Agreement will be of confidential
nature and shall not be used/divulged to any third party except for the purpose of the
performance of this Agreement or unless specifically authorized by AKBL in writing.
The Dealers obligations under this clause shall survive the termination or expiry of this
Agreement.

8.

Training to Dealers personnel:

AKBL undertakes to provide training to maximum of two personnel of the Dealer in
order to enable them to have an understanding of the Facility. The Dealer shall depute at
least one or preferably two of its sales personnel to be trained for an in depth
understanding of the Facility. Furthermore, a detailed process flow manual will be
provided to the Dealer, for ready reference to provide service Customer.

9.

Indemnity:

9.1

The Dealer shall indemnify and keep indemnified the officers, directors and employees of
AKBL against claims, liabilities, demands, suits, costs or other charges of any kind or
every character whatsoever and howsoever arising directly or indirectly from the
performance or non-performance of the terms and conditions of this Agreement by the
Dealer, its employee, agents, or personnel.

9.2

The Dealer shall execute a letter of Undertaking in the form set out as Annexure B.

10.

Non-Exclusiveness:
AKBL reserves the right to appoint any other dealers to provide similar services to AKBL
and is not in any event bound to avail the services exclusively from the Dealer. The
Dealer will notify AKBL of any other similar arrangements entered by the Dealer with
any Bank, leasing company or financial institution.

11.

Notices and Communication:

That all notices and other communications required or permitted by this Agreement shall
be given in writing by courier, fax or telegram shall be addressed to AKBL:
Attn:
Address:
Fax:

Manager ASKAR
Askari Bank Limited, Consumer Banking Service Division, 5th Floor Awt
Plaza, The Mall, Rawalpindi.
(051)

If to the Dealer:
Attn: ________________________________________________
Address: _____________________________________________
_____________________________________________________
Fax No.: ____________________

12.

Taxes and Levies:

In the event of imposition of any government levies, taxes including CVT, the Dealer
shall not to release the Motor Vehicle to the Customer unless such taxes or levy has been
paid in full by the Customer.

13.

Governing Law and Jurisdiction:

This Agreement shall be governed by and construed in accordance with the laws of the
Islamic Republic of Pakistan and the Courts of Pakistan shall have non-exclusive
jurisdiction with respect to any dispute arising from this Agreement.

IN WITNESS WHEREOF this Agreement has been entered into on the date aforementioned.
_____________________________
For on behalf of
Askari Bank Limited

Witnesses:
1) _________________________

2) _________________________

Name: ________________________

Name: ________________________

Address: ______________________

Address: ______________________

______________________________

______________________________

_____________________________
For on behalf of
_____________________________
Witnesses:
1) _________________________

2) _________________________

Name: ________________________

Name: ________________________

Address: ______________________

Address: ______________________

______________________________

______________________________

Annexure A
PURCHASE ORDER

Annexure B
UNDERTAKING
We _____________________________________, (Authorized Dealer), having our offices at
____________________________________________________________ undertake as follows:
WHEREAS
1.

We have entered into a Dealership Agreement (Agreement) with

Askari Bank Limited (Bank) a banking company incorporated under the laws of the
Islamic Republic of Pakistan in order to extend a facility in the aggregate amount of
Rs._____________________ (Facility) to _______________________ (Customer).

2.

The Customer shall avail the facility to purchase a Motor Vehicle as

specified to the Bank.

3.

The Bank has agreed to disburse the Facility to the Customer prior to the
Registration of the Motor Vehicle and procuring the Letter of Hypothecation in favour of
the Bank.

4.

We have agreed to provide the registration documents and the Letter of

Hypothecation to the Bank within ______________ days from the date of disbursement
of Facility to the Customer.

We hereby undertake indemnify and confirm as follows:

1.

We shall deliver the Letter of Hypothecation and the registration documents in

respect of the Motor Vehicle to the Bank within ________ days of disbursement of
Facility to the Customer.

2.

We hereby indemnify and hold the Bank harmless against any loss, damage,
cost expenses and claims (including but not limited to any litigation) suffered or incurred
by the Bank as a result direct or indirect, of our failure to deliver the Letter of
Hypothecation and the registration documents to the Bank.

3.

In the event we obtain the Letter of Hypothecation and the registration

documents at any stage from the Customer, we hereby undertake to deposit the same with
the Bank.
(Cont.Page 2)

4.

We confirm having made a payment of Rs._________________ through

[cheque/pay order/draft] to the _______________________ (Manufacturer) in respect
of the Motor Vehicle on behalf of the Bank.

In witness whereof the Parties hereto have executed this Undertaking on the ___________ day of
_________________, 2007.

__________________________
Authorized Dealer
Witness