BII Partner Agreement

The Programme allows approved Partners to introduce businesses and professionals to the Platform and to earn commission on the eligible payments of the clients they introduce. Approval of every application is at the Company’s sole discretion, and the Company may decline an application without assigning reasons. On approval, the Partner receives a unique partner code and link that identifies the clients they introduce.

The appointment is non-exclusive. The Company may appoint any number of partners, may market the Platform itself through any channel, and grants no territory, category, client list or market to any Partner. The Partner is likewise free to carry on any other business or engagement that does not breach this Agreement.

The Partner is an independent contractor. Nothing in this Agreement creates, or shall be construed to create, employment, a contract of service, agency, a legal partnership, a joint venture or a fiduciary relationship between the Partner and the Company or TRA.

Accordingly, the Partner is not entitled to any employee rights or benefits from the Company or TRA, including salary or wages, provident fund, gratuity, bonus, leave, insurance, medical or retirement benefits, or any statutory entitlement of an employee under applicable labour and employment law. Commission under this Agreement is the Partner’s sole remuneration.

The Partner has no authority to bind the Company, to accept payment on the Company’s behalf, to vary the Platform’s pricing or terms, or to make any commitment, representation or warranty on the Company’s or TRA’s behalf, and shall not hold themselves out as having such authority.

All intellectual property in and relating to the Platform, the India Buying Intent Index, TRA’s research frameworks and methodologies (including Brand Trust, Brand Desire and Buying Intent constructs), the underlying data, indices, scores, reports, software, designs, and the names, marks and logos “BII”, “Buying Intent Index”, “BuyingIntent.in” and TRA’s marks (together, the “Company IP”) is and remains the exclusive property of the Company, TRA and their licensors.

Participation in the Programme grants the Partner no right, title, licence or interest in any Company IP, except a limited, revocable, non-exclusive, non-transferable permission to use materials the Company expressly provides for the Programme, solely to introduce the Platform accurately and only for the duration of this Agreement. No rights arise in the Partner’s favour through use, association or the passage of time.

The Partner shall not copy, modify, reverse-engineer, scrape or extract the Platform or its data; shall not register, use or contest any domain name, trade mark, social-media handle or business name containing or confusingly similar to the Company’s or TRA’s marks; and shall not remove or alter proprietary notices on any material. Any suggestion or feedback the Partner provides about the Platform may be used by the Company freely, without obligation or attribution, and all intellectual property in improvements made by or for the Company remains the Company’s.

Each party retains sole ownership of the intellectual property it owned before this Agreement or develops independently of it. Neither party acquires any right over the other’s intellectual property under this Agreement, and nothing in the Programme constitutes an assignment or joint development of any intellectual property.

Participation in the Programme confers on the Partner no ownership, shareholding, security, profit share, revenue share (beyond the commission stated in this Agreement), or other economic or governance interest of any kind in the Company, in BuyingIntent.in, in the India Buying Intent Index or in TRA. The Partner shall not represent otherwise to any person.

Partners, who actively introduce and support clients, earn a base finder fee of 7%. Referral Partners, who introduce relevant clients through their network, earn a base finder fee of 4%. A different fee applies only where recorded in the Partner’s approval. Company staff may be appointed on a separate internal track.

A new client is credited to the Partner whose unique link or code first introduced them: either the partner code applied at the client’s first checkout, or the partner link through which the client first entered the Platform (valid for twelve months from that visit and confirmed at their first payment). Attribution applies to new clients only; an account that has previously paid for a subscription cannot be attributed. Once a client’s first payment is recorded against a Partner, that attribution is permanent and is not transferred by later codes or links. The Company’s records of introductions, payments and accruals are the authoritative record for the Programme, and the Company will resolve any attribution conflict in good faith.

A new client who joins through a Partner’s code or link receives 5% off their first-year annual subscription. The discount applies to the first annual payment only; clients on monthly plans are charged at standard pricing, and all renewals are at standard pricing.

Commission is calculated on the amount the client actually pays and the Company actually receives, excluding GST and after applicable discounts.

For clients on monthly plans, the Partner earns their base finder fee on the first payment and the next five uninterrupted monthly renewals, covering a maximum of six eligible payments. A renewal made within three days of the previous month’s end is treated as uninterrupted; a later renewal ends earnings for that client, and they do not resume.

For clients on annual plans, the Partner earns their base finder fee on the first annual payment, half that finder fee on the second annual payment and a quarter of that rate on the third. From the fourth annual renewal onward, the Partner earns 1% on every further annual renewal for as long as the client remains continuously subscribed. A renewal completed within thirty days of the previous term’s end is treated as continuous; if the client allows the subscription to lapse beyond that window, the continuing 1% entitlement ends.

Plan changes and upgrades earn at the rate applicable to that client at the time and do not restart or extend the schedules above. A client moving from an annual plan to a monthly plan ends further commission for that client. Payments made under a concessional licence (such as the Academic Licence) are not commissionable and earn no finder fee or override. If a client’s payment is refunded, reversed or charged back, no commission accrues on that amount, and commission already accrued on it may be adjusted against the Partner’s future payouts.

Network override: where a person introduced by the Partner is later approved as a partner themselves, the introducing Partner earns an override of 1% on the eligible payments of that new partner’s clients, limited to each such client’s first year (the client’s first annual payment, or their monthly payments falling within the monthly schedule). The override applies one level only, is calculated on the same basis as commission, and is determined by the Company’s records of who introduced whom.

Earnings are paid monthly by bank transfer against accrued commission, after deduction of tax at source (TDS) as required by applicable law. There is no minimum payout threshold. The Partner must provide accurate bank and tax details (including PAN) before payout, and is responsible for their own income tax and, where applicable, GST obligations on commission received. GST-registered Partners may be asked to raise a tax invoice on the Company for their commission.

The Partner shall keep confidential all non-public information received in connection with the Programme, including commercial terms, client identities and usage, product plans and any material marked or reasonably understood to be confidential, and shall use such information solely for the Programme. This obligation survives the end of this Agreement. Information that is public through no fault of the Partner, or that must be disclosed by law, is excepted.

The Partner shall handle any personal data encountered through the Programme lawfully, shall not harvest, sell or misuse contact information, and shall introduce the Platform only to persons with whom the Partner has a genuine professional connection. Unsolicited bulk communication in the Company’s name is prohibited.

The Partner shall represent the Platform accurately, shall not make claims beyond the Company’s published materials, shall not promise outcomes, returns or results, and shall comply with applicable law, including anti-bribery and anti-corruption law, in all Programme activity. The Partner shall not apply their own code or link to their own account or to accounts they control, and shall not obtain attribution through deception.

This Agreement takes effect on the Company’s approval of the Partner’s application and continues until ended. Either party may end it at any time with written notice (email suffices). The Company may suspend or terminate the Partner immediately for breach of this Agreement or where required by law.

On suspension or termination: commission already accrued remains payable in the normal payout cycle (subject to clause 8 adjustments); no new commission accrues while suspended or after termination; the Partner’s code and link are deactivated; all permissions to use Company materials end; and the Partner shall cease representing any association with the Programme. Clauses 2, 3, 4, 10, 13 and 14 survive termination.

The Programme is provided on an as-is basis, and the Company gives the Partner no warranty as to the volume of clients, conversions or earnings. To the extent permitted by law, the Company’s aggregate liability to the Partner under this Agreement is limited to the commission accrued and unpaid at the time the claim arises, and neither party is liable to the other for indirect, incidental or consequential loss, or loss of profit or goodwill.

The Partner shall indemnify the Company and TRA against third-party claims, losses and costs arising from the Partner’s breach of this Agreement, misrepresentation of the Platform, or violation of law in Programme activity.

The Company may revise Programme rates and terms prospectively with notice through the Platform; revisions do not reduce commission already accrued, and continued participation after a revision constitutes acceptance. The Partner may not assign this Agreement or any right under it without the Company’s written consent; the Company may assign it to an affiliate or successor. Notices may be given by email to the addresses on record. If any provision is held unenforceable, the remainder continues in effect; a failure to enforce a provision is not a waiver of it. This Agreement, together with the Platform’s Terms & Conditions and Privacy Policy, is the entire agreement between the parties on the Programme and supersedes prior discussions.

This Agreement is governed by the laws of India, and the courts at Mumbai, Maharashtra have exclusive jurisdiction over disputes arising from it.

Mustard Communications Private Limited · GSTIN 27AAFCM4337C2ZO
Registered office: 806 B Sandy Flama, Dosti Flamingos, TJ Road, Sewri, Mumbai - 400015, Maharashtra, India
Email: support@buyingintent.in