Saint Aura Referral Partner Agreement
Effective on acceptance. Operator: KraftPixel ("Company", "we", "us").
1. Nature of Relationship. You ("Partner") are an independent contractor, not an employee, agent, joint venture partner, or legal representative of the Company. Nothing in this Agreement creates an employment, partnership, or fiduciary relationship. You have no authority to bind the Company to any obligation.
2. Partner Code and Referral Mechanics. The Company will assign you a unique vanity coupon code ("Partner Code"). When a new business subscribes to Saint Aura and applies your Partner Code at checkout, that subscription is recorded as a referral ("Qualified Referral"). The Partner Code grants the referred business a 10 % discount on their first subscription payment. The Company reserves the right to alter, suspend, or withdraw any Partner Code at any time without notice.
3. Commission and Tier Structure. The Company will pay commission on Qualified Referrals that reach "Active" status (i.e., the referred subscription has completed at least one billing cycle). Commissions are calculated on the net subscription revenue received by the Company (excluding taxes, refunds, and payment-gateway fees) at the applicable tier rate: Tier 1 (1–9 active referrals) 15%; Tier 2 (10–24 active referrals) 20%; Tier 3 (25+ active referrals) 25%. Tier classification is determined at the time each payment is received. Commission rates and tier thresholds may be amended by the Company with 30 days' written notice.
4. Payout Conditions and Invoice Requirement. Payouts are made only after: (a) you have at least 2 active subscriptions; (b) you have submitted a valid invoice to the Company through the Partner Dashboard; and (c) an administrator has approved and marked the payout as paid. Invoices must clearly state your legal name or organisation name, GSTIN or PAN (for Indian partners), invoice number, date, amount, and applicable taxes. The Company is not required to initiate or accelerate payment at any fixed frequency. All payouts are at the Company's reasonable discretion subject to these conditions.
5. No Guarantee of Earnings. The Company makes no representation, warranty, or guarantee regarding the amount of commission you may earn. Results depend entirely on your own referral efforts. Estimated earnings communicated in marketing materials are illustrative only and do not constitute a promise of income.
6. Prohibited Conduct. You must not: (a) make false, misleading, or defamatory statements about the Company or its products; (b) use paid search advertising that targets the Company's brand keywords; (c) engage in spam, cold email, or any unsolicited marketing; (d) self-refer (apply your own Partner Code to your own subscription); (e) sub-license your Partner Code or allow third parties to use it; or (f) disparage the Company or its services in any public channel. Violation entitles the Company to immediately terminate this Agreement and forfeit unpaid commissions.
7. Intellectual Property. The Company grants you a limited, non-exclusive, non-transferable, revocable licence to use the "Saint Aura" name and approved marketing assets solely for legitimate referral promotion. You acquire no ownership rights in the Company's trademarks, trade names, or other intellectual property. All goodwill generated by use of the Company's marks inures to the Company.
8. Confidentiality. You must keep confidential any non-public information provided by the Company, including commission rates, customer data, and technical details, and use it solely to fulfil your obligations under this Agreement. This obligation survives termination.
9. Data Protection. You must comply with all applicable data-protection laws when promoting Saint Aura. You must not share, sell, or use customer personal data obtained through referral activities for any purpose other than referring that customer to Saint Aura. Our Privacy Policy at www.saintaura.co/privacy governs how we process your data.
10. Termination. Either party may terminate this Agreement at any time with 15 days' written notice. The Company may terminate immediately and without notice for any material breach, fraudulent activity, or conduct that the Company reasonably considers harmful to its reputation or business. On termination, earned commissions for Active referrals already completed before the termination date will be paid in the ordinary course subject to the invoice requirement; no commission will be payable on referrals that have not yet reached Active status.
11. Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY'S TOTAL AGGREGATE LIABILITY TO YOU FOR ANY CLAIM ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE PARTNER PROGRAMME SHALL NOT EXCEED THE LESSER OF (a) THE TOTAL COMMISSIONS PAID TO YOU IN THE 3 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (b) INR 10,000. THE COMPANY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFIT OR REVENUE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
12. Indemnification. You will defend, indemnify, and hold harmless the Company, its directors, officers, employees, and agents from and against any claims, liabilities, damages, fines, and expenses (including reasonable legal fees) arising out of or related to: (a) your breach of this Agreement; (b) your negligence or wilful misconduct; or (c) your referral activities or marketing materials.
13. Disclaimers. THE COMPANY PROVIDES THE PARTNER PROGRAMME "AS IS" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. THE COMPANY DOES NOT WARRANT THAT THE PROGRAMME WILL BE UNINTERRUPTED, ERROR-FREE, OR PROFITABLE FOR YOU.
14. Modifications. The Company reserves the right to modify this Agreement, the commission structure, or the Partner Programme at any time. Material changes will be notified to you at your registered email address at least 30 days in advance. Continued participation after the notice period constitutes acceptance of the revised terms.
15. Governing Law and Dispute Resolution. This Agreement is governed exclusively by the laws of India. Any dispute arising out of or in connection with this Agreement shall first be subject to good-faith negotiation for 30 days. If unresolved, the dispute shall be referred to and finally resolved by binding arbitration under the Arbitration and Conciliation Act, 1996, by a sole arbitrator appointed by mutual agreement (or, failing agreement, by the competent court), with the seat of arbitration in Mumbai, Maharashtra. The language of arbitration shall be English. YOU EXPRESSLY WAIVE ANY RIGHT TO BRING A CLASS ACTION OR REPRESENTATIVE PROCEEDING.
16. Entire Agreement. This Agreement, together with the Company's Privacy Policy and any additional guidelines published in the Partner Dashboard, constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior representations, warranties, or agreements, whether oral or written.
KraftPixel Digital Solutions Pvt Ltd · 416, Dattani Prism 1, Vasai West, Mumbai, Maharashtra 401202 · [email protected]
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