The Affiliate Partnership Terms & Conditions contained here shall apply to the use of the website quicko.com and any other linked pages, features, content, or application services offered by Quicko Infosoft Private Limited.


By signing up for the affiliate program under Clique, you acknowledge that you have read, understood, and agree, to be bound by these terms and to comply with all applicable laws and regulations. Nothing in these Terms and Conditions of Use should be construed to confer any rights on you or any third-party beneficiaries. This policy does not apply to third-party websites, products, or services, even if they link to our services or sites.


The Terms and Conditions of Use shall continue and would be in force till the time you access this Website and use its services. 

 


1. DEFINITIONS:


In this Agreement, including in the Recitals hereof, the following words, expressions and abbreviations shall have the following meanings, unless the context otherwise requires:


“Attributes” shall mean the name, initials, likeness, autograph, image, photograph, portrait, voice, and other audio-visual representations, live and/or recorded performance made in relation to the Services of the Endorser. 


“Agreement” shall mean and include this Agreement together with all Schedules, Exhibits and Annexures hereto and letters exchanged between the Parties which are incorporated herein by reference and any of the foregoing as may be amended or supplemented from time to time pursuant to the terms hereof.


“Brand” shall mean the campaign for which the Endorser shall be associated hereunder, under the name and style of.


“Business Day” means a day (other than a public holiday) on which banks are open for general business in Mumbai;


“Competing Brand” shall mean any brand owned or licensed to a third party and which falls within the same category as Quicko.


“Affiliate link” shall mean the URL which will consist of the Endorser’s ID which shall be provided by Quicko.


“Conversion” shall mean any customer who has signed up within 24 hours or placed an order within 1 week using the Affiliate link.


“Referral incentives” means the revenue that will be shared with the Endorser upon conversion of the customer as mentioned in Annexure II of this agreement.


“Confidential Information” means the data and/or databases, messages, text, images, information, knowledge, in or on any medium or format and all information in whatever form, whether in oral, tangible, documented or electronic form. 


“DIY Plan” shall mean any order that the customer fulfils by himself using Quicko’s softwares. 


“Assisted Plan” shall mean any order that requires expert assistance from Quicko’s end for the fulfilment of the order.


“Order” shall mean any product/plan that a customer purchases from Quicko’s website.


“Effective Date” shall mean the date when this Agreement shall be deemed to come into effect and such date shall be as first mentioned above.


“Endorsement” shall mean the use of the Attributes for creation of Endorsement Material by the Endorser in relation to the products/ services provided by Quicko. 


“Endorsement Material” shall mean and include all promotion materials created pursuant to the Services rendered by the Endorser for the sole purpose of advertising, promoting and marketing Quicko and the products/ services provided by the Quicko during the Term. 


“Service/s” shall mean to provide the services as mentioned in the Annexure I and other related services from time to time (hereinafter referred to as "the Services").


“Applicable Law” means any statute, law, regulation, ordinance, rule, judgment, order, decree, bye-law, approval, resolution, order, directive, guideline, policy or other similar form of decision of, or determination by, or any interpretation or adjudication, in each case, by any concerned Government Authority having jurisdiction over the matter in question in India, as may be applicable, and having the force of law including Credit Information Laws and IT Laws.


“Permitted Purpose” means the use of the Confidential Information being provided to the Endorser in the capacity of an Influencer for the purpose of promoting Quicko’s products and/or services.


“Force Majeure” means any act of government or state, civil commotion, epidemic, fire, flood, industrial action or organized protests by third parties, natural disaster, war, terrorist attacks, failure of payment systems or servers or any technical defect preventing the transmission of data or information on the internet or any event beyond the reasonable control of the party claiming to be excused from performance of its obligations.


“Government Authority” means the government of India, any state or local government of India, or any political subdivision thereof, or any agency, court, tribunal or body or authority, by whatever name called, in India, exercising executive, legislative, judicial, regulatory or administrative functions.


“IT Laws” means the Information Technology Act, 2000, the SPDI Rules and any other rules and regulations prescribed, issued or stipulated thereunder from time to time.

 


2. BASIS OF ENGAGEMENT 


  • 2.1 Quicko hereby engages Endorser from the date of execution of this Agreement for the limited purpose of promoting certain products/services and content, through Endorser’s social media outlets. 
  • 2.2 During the Term, Endorser agrees to be engaged for the purpose of promoting Quicko’s products/ services as stated in Clause 3 in this Agreement.
  • 2.3 Quicko hereby appoints Endorser as its representative on a non-exclusive, non-transferable,  non-employee basis to endorse and promote its services to the target audience.

 


3. STATEMENT OF WORK


  • 3.1 The nature of the content to be promoted and the specific details of the promotion is outlined in Annexure I.
  • 3.2 This agreement shall become effective only after it has been executed by both the parties. Any other Statement of Work (“SOW”) entered into under this Agreement shall be construed to incorporate the provisions of and be governed by this Agreement.
  • 3.3 The terms and conditions of this Agreement shall take precedence over any conflicting terms and conditions in any of the Statements of Work unless anything in contradiction is expressly agreed by the parties in writing.


4. OBLIGATIONS OF THE ENDORSER


  • 4.1 Endorser shall, during the Term of this Agreement, share the concept and the briefing regarding the Endorsement Materials with Quicko only through the manner specified in Annexure I. Both parties shall determine the concept regarding the Endorsement Materials mutually and either party shall be entitled to modify the concepts in such manner as it deems fit.
  • 4.2 Endorser shall ensure the Endorsement Materials and the creatives of the campaign are permissible under the code of conduct of the Advertisement Standards Council of India and any other applicable law. 
  • 4.3 Both parties shall mutually decide on the schedule for the promotion and/or  marketing of the products/ services.
  • 4.4 Endorser shall make timely social media posts in accordance with the terms of this Agreement.
  • 4.5 Endorser agrees to have read and understood all the onboarding material  provided by Quicko.
  • 4.6 Endorser shall provide relevant Referral/Coupon codes to their target audience. 
  • 4.7 The Endorser shall actively promote the Product and or Services of Quicko during the term of this agreement. 


5. RULES OF ENGAGEMENT


  • 5.1 The details of each promotional campaign relating to the Product and/or Services of Quicko shall be mutually decided by the Parties prior to production, however, Quicko shall have the right to change any misstatements or misrepresentation of such promotional campaign including but not limited to storyboards and all Endorsement Materials including without limitation photographs, print advertisements and promotional materials for its portrayal pre and post production.
  • 5.2 Both parties specifically reserve the right to refuse any information which may be deemed of “questionable nature”. 


6. FEE AND INVOICING


  • 6.1 The Endorser shall receive payment for their services only when a customer using the Endorser’s Referral/ Coupon code purchases or subscribes to any of the Plans offered by Quicko.
  • 6.2 Endorser will be entitled to receive payment for the services as per Annexure II.
  • 6.3 The payment shall be made to Endorser’s bank account as per the details provided under Annexure III.
  • 6.4 The fee referred under this agreement is inclusive of GST and other government taxes levied. Quicko represents and warrants that it shall comply with the GST Laws and other indirect tax laws and the requirements therein. 
  • 6.5 TDS will be deducted at applicable rates in accordance with Section 194C - 1% in case of individuals/HUF, 2% for all other taxpayers.
  • 6.6 All transactions will be done via online banking methods and/or Cheques.
  • 6.7 In relation to any new/ additional taxes that may be imposed by authorities hereinafter and payable in relation to the Services rendered hereunder, each Party shall bear and pay such taxes as such Party is legally required to bear and pay.
  • 6.8 Quicko will not bear any costs relating to any expense incurred during the content creation process such as subscriptions, equipment’s, software’s, etc.
  • 6.9 Endorser shall be responsible for accounting to revenue authorities in India and all other authorities for all taxes.


7. TERM AND TERMINATION


  • 7.1 This Agreement shall be effective from the Effective Date and shall remain in effect for a period of 1 year and in accordance with the terms hereof.
  • 7.2 The Referral incentives for the conversions will be received by the Endorser for the term of this agreement. In case the agreement has been renewed, the Endorser shall continue to receive referral incentives in accordance with the terms hereof.
  • 7.3 Both parties may terminate this Agreement or any SOW at any time which shall be in writing and mutually agreed upon by both parties.
  • The termination of this Agreement shall not affect the rights and obligations of the Parties accrued prior to such termination.
  • 7.4 Both parties may terminate this Agreement effective immediately if the other party has breached or not complied with any of the terms and conditions of this agreement.
  • 7.5 Upon termination of this Agreement, Endorser will return to Quicko all records, notes, documentation, equipment, and other items that were used, created or controlled by Quicko during the term of this Agreement.
  • 7.6 Notwithstanding the termination of this Agreement, the provisions of this Agreement including without limitation, indemnity, confidentiality, governing law and dispute resolution, the nature of which should reasonably require the survival thereof, shall survive the termination of this Agreement.


8. RENEWAL


Prior to the expiry of the Term, the Parties may opt to renew the Agreement on a mutually agreeable basis. It is hereby expressly clarified that such renewal if any,  shall be subject to the mutual consent of the Parties in writing. 



9. EXCLUSIVITY


  • 9.1 Endorser shall not grant the right to use Endorser’s name, autograph, signature, likeness, nickname, or any other identifying image or information to any other competing individual or company of the same or overwhelmingly similar product/ service as Quicko.
  • 9.2 Endorser shall not serve as an endorser of any other individual or company that sells the same or overwhelming similar product/ service as Quicko.


10. CONFIDENTIALITY 


  • 10.1 Endorser shall strictly comply with obligations of confidentiality, fidelity and secrecy as mandated under Applicable Law including the Confidential Information Laws and the IT Laws. Endorser agrees that all the foregoing Confidential Information shall be maintained as strictly confidential as between Endorser and Quicko, whether or not such Confidential Information is so marked, and whether in written, oral or any other form.
  • 10.2 Endorser shall ensure that the Confidential Information remains protected both online and offline and there is no unauthorized disclosure, distribution, discussion, sharing or use of, access or attempt to access the Quicko Website or for any unauthorized purposes.
  • 10.3 Endorser shall only share Confidential Information disclosed to it by Quicko or its agents, employees or representatives with such of its employees or agents solely on a “need to know basis” for the purpose of discharging its obligations to Quicko and shall ensure that such employees/ agents are subject to like obligations of confidentiality.
  • 10.4 Endorser agrees to use the same degree of care it uses for its own proprietary information to keep Quicko’s Confidential Information in a safe and secure place, protect it from unauthorized use or disclosure, and monitor access to it, provided however, that in no event will such care be less than reasonable care.
  • 10.5 Endorser shall use Quicko’s Confidential Information solely in connection with performing its obligations or exercising its rights under this Agreement and for no other purpose, whether for Endorser’s own benefit or the benefit of any third party.
  • 10.6 Endorser will immediately give notice to Quicko of any known unauthorized use or disclosure of the Confidential Information.
  • 10.7 Endorser agrees to assist Quicko in remedying any such unauthorized use or disclosure of the Confidential Information.
  • 10.8 All Confidential Information shall remain the sole and exclusive property of the Quicko and the Quicko shall retain ownership of all rights, title, interest in and to the Confidential Information and all Intellectual Property Rights therein.
  • 10.9 Both parties agree that any and all information received concerning the business and affairs shall remain confidential and may only be disclosed to professional representatives and/or advisors or as may be required by law or by any legal or regulatory authority, provided, however, that in such an event, written notice of the information to be so disclosed shall be given as far in advance of its disclosure as is practicable and all best efforts will be made to obtain reliable assurances that confidential treatment will be accorded to such information required to be disclosed.
  • 10.10 This above-mentioned sub-clause 9.1 to 9.9  shall continue to be effective even after the termination of this Agreement. 

 


11. INTELLECTUAL PROPERTY RIGHTS:


  • 11.1 Quicko grants the Endorser a non-exclusive, non-transferable, revocable right to use Quicko’s Intellectual property solely and exclusively in conjunction with this Agreement.
  • 11.2 Any work created by the Endorser exclusively for the use of Quicko shall be owned by Quicko for the promotion and advertising of the Product and/or the Brand during the Term and beyond the Term of this Agreement.
  • 11.3 The Endorser hereby acknowledges that all rights of the copyright and any other rights in the intellectual property contained therein including trademark, patent, design, and trade secrets of Quicko in such Endorsement Materials shall belong to and be owned by Quicko. This clause shall survive the termination of this Agreement.
  • 11.4 The Endorser shall not use or refer to, or authorize the use of or reference to any names, logos, trade names, or trademarks of Quicko or those of any of their related companies/associations in any manner other than for the purposes of this Agreement.
  • 11.5 Upon expiry of the Term, Quicko may retain only such materials for archival purposes, which were created for the exclusive use of Quicko, and shall use the said Endorsement Material for any promotional activities post the expiry of the Term.


 


12. REPRESENTATIONS AND WARRANTIES


  • 12.1   Each Party represents and warrants to the other Party that: 
    • 12.1.1  It has full power and authority to execute, deliver and perform this Agreement;
    • 12.1.2 It has taken all necessary action to authorize the execution, delivery and performance of this Agreement;
    • 12.1.3 This Agreement constitutes a legal, valid and binding obligation enforceable against the Parties in accordance with the terms hereof.

  • 12.2   Endorser represents and warrants that:
    • 12.2.1  He/she shall comply with the prevalent laws, rules and regulations and codes of conduct as may be amended from time to time, that govern this Agreement including without limitation the code of conduct of the Advertising Standards Council of India; 
    • 12.2.2 He/she shall ensure that all promotional material including the Endorsement Materials or endorsement of such Product and/or the Brand or any act of Quicko in relation to the Product and/or Brand does not and shall not amount to ‘unfair trade practice’ as defined under the Consumer Protection Act;
    • 12.2.3   His/her social media account have a good and creditable standing; 
    • 12.2.4 He/she shall not do any act and/or make any statements which are prejudicial to Quicko’s reputation and status;
    • 12.2.5 He/she shall defend, at its sole cost, any consumer-related disputes in relation to any misstatement or misrepresentation made by the Endorser. 
    • 12.2.6 He/she acknowledges that the intent of this Agreement is to further promote and enhance the goodwill enjoyed in the market by Quicko in respect of the Brand Category; 
    • 12.2.7 Endorser acknowledges that all descriptions, claims, and comparisons made in the Endorsement material are capable of being objectively ascertained and capable of substantiation and should not mislead or appear deceptive and shall conduct adequate due diligence in this regard. 


13. OWNERSHIP


Endorser authorizes and grants Quicko the exclusive right, license, and interest to use the content created featuring the Endorser and the Attributes of the Endorser for the purpose of marketing, promotion, advertising, and sale of their product/ service in all forms of media. Further, the Endorser agrees that he/she shall not delete posts from his/her owned and/or controlled social media channels containing any Content until termination of this Agreement.

 


14. INDEMNITY


  • 14.1 Both parties agree to protect, indemnify and hold harmless the other party from and against any and all damages, claims, liabilities, suits, actions, judgments and costs and expenses whatsoever, (including legal fees) arising out of, or in any way connected with:
    • 14.1.1  claims that may arise from third parties due to infringement or violation by the by either party of any intellectual property right or third party rights or any applicable law; and/or 
    • 14.1.2 breach, act or omission in connection with representations, warranties and obligations hereunder.



15. NON-SOLICITATION


Endorser further agrees that during the period commencing the effective date and after the termination of this agreement for any reason, the Endorser shall not directly or indirectly, personally or through others, solicit or attempt to solicit customers or the Employees of Quicko.


 

16. RELATIONSHIP BETWEEN THE PARTIES


This Agreement does not create neither obligates to create, any agency, partnership, employment, joint venture or any other commercial relationship between the Parties.


 


17. GOVERNING LAW AND JURISDICTION


The provisions of this Agreement shall be governed by, and construed in accordance with Indian law. The Parties submit itself to the jurisdiction of the Courts in Mumbai, for resolution of any dispute arising out of this agreement.

 


18. DISPUTE RESOLUTION


  • 18.1 Any dispute or differences between the Parties arising under or in relation to or in connection with this Agreement (“Dispute”) shall be referred for negotiation and discussions between the Parties who shall meet within 30 (thirty) days and attempt to resolve the dispute.
  • 18.2 Any Dispute between the Parties, which cannot be settled by such negotiations and discussions within 30 (thirty) days, may be resolved exclusively by arbitration and such dispute may be submitted by any Party to arbitration.
  • 18.3 Each Party to the dispute shall appoint one arbitrator each and the arbitrators shall jointly appoint the additional or the presiding arbitrator. The seat and venue of arbitration shall be Mumbai, India and shall be governed by the provisions of the Arbitration and Conciliation Act, 1996.  

 


19. NOTICES


Notices, demands or other communication required or permitted to be given or made under this Agreement shall be in writing and delivered personally or sent by prepaid post with recorded delivery, or by email, or by reputed courier and confirmed by registered mail/ courier addressed to the intended recipient at its address set forth in the Agreement, or to such other address as any Party may from time to time duly notify to the others. 



20. MISCELLANEOUS 


20.1   Amendments; No Waivers


Any provision of this Agreement may be amended or waived if, and only if such amendment or waiver is in writing and signed by both parties.


No failure or delay by any Party in exercising any right, power or privilege hereunder shall operate as a waiver thereof nor shall any single or partial exercise of any other right, power or privilege. The rights and remedies herein provided shall be cumulative and not exclusive of any rights or remedies provided by law.


 


20.2   Entire Agreement; No Third Party Rights


This Agreement (including the Schedules hereto and letters exchanged between the Parties in furtherance hereof) constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior written agreements, understandings and negotiations, both written and oral, between the Parties with respect to the subject matter of this Agreement. No representation, inducement, promise, understanding, condition or warranty not set forth herein has been made or relied upon by any Party hereto. 


Neither this Agreement nor any provision hereof is intended to confer upon any Person other than the Parties to this Agreement any rights or remedies hereunder.


 


20.3   Further Assurances


In connection with this Agreement, as well as all transactions contemplated by this Agreement, the parties agree to execute and deliver such additional documents and to perform such additional actions as may be necessary, appropriate or reasonably requested to carry out or evidence the transactions contemplated hereby.


 


20.4   Severability


If any provision of this Agreement shall contravene or be illegal, invalid or unenforceable under the laws of any State, Country or jurisdiction in which this Agreement shall be performed or enforced, then such contravention, illegality, invalidity or unenforceability shall not invalidate the entire Agreement. Such provision shall be deemed to be modified to the extent necessary to render it valid, legal and enforceable, and if no such modification shall render it valid, legal and enforceable, then the Agreement shall be construed as if not containing the provision held to be invalid, and the validity, legality and enforceability of the provisions or covenants of this Agreement shall be unaffected, and the rights and obligations of the Parties shall be construed and enforced accordingly.


 


20.5   Captions


The captions herein are included for convenience of reference only and shall be ignored in the construction or interpretation hereof.


 


20.6   Schedules, Part of Agreement


This Agreement together with all Schedules hereto and any letters exchanged pursuant to Schedules forms a single agreement between the Parties hereto.


 


20.7   No Warranties without Authority


The Endorser shall make no statement, representation or claim and shall give no warranty to any person in respect of Quicko except as may be specifically authorized in writing by Quicko.


 


20.8   Force Majeure


If either of the parties to the Agreement are prevented from the performance of this Agreement by force majeure such as government action or inaction, war, serious fire, flood, typhoon, earthquake, other natural calamities or other forces beyond the control of the parties, the time for the performance of the Agreement shall be extended by a period equal to the effect of those causes and neither party shall be responsible for loss or damages due to the delay. The party so prevented by force majeure shall notify the other party by telephone, email or fax as soon as possible from the time of the occurrence of the force majeure.


 


20.9   Counterparts


This Agreement may be executed in any number of counterparts, each of which when executed and delivered shall constitute a duplicate original, but all counterparts together shall constitute a single agreement.


 


ANNEXURE I


STATEMENT OF WORK 


Endorser shall perform / provide the following services as mutually agreed upon by both parties. 


  1. Promote Quicko and its affiliated properties through all means and channels including, but not restricted to YouTube, Telegram, Twitter, Instagram, WhatsApp groups, LinkedIn, Facebook, Emailers, Blogs and Newsletters, etc.
  2. Create content in collaboration with Quicko in the form of product demo videos, banners, articles, webinars, live Q&A sessions, reels, stories, posts, messages, articles, blog posts, newsletters, etc.
  3. Reporting shall be done through Affiliate Dashboard, wherein the Endorser can review Analytics/ conversions, export reports and run campaigns and issue coupon codes for the same.
  4. Mention Quicko while creating content relating to taxation and provide links to the relevant Quicko products/services.
  5. Add Quicko’s links with coupon codes in descriptions, social media posts, articles, blogs, emailers, website, videos, bios, newsletters, etc.
  6. Share Quicko’s content and post on social media platforms including but not restricted to YouTube, Instagram, Twitter, LinkedIn, Reddit, Discourse, Telegram, Facebook, WhatsApp, etc.
  7. Create content focused on Quicko’s products and offerings during the tax filing period, however not restricted to the tax filing period.
  8. Provide backlinks to Quicko’s properties where relevant from the content, websites and mentions.
  9. Create content and include Quicko in webinars, live Q&A sessions, posts, articles during any taxation related such as tax filing due dates and extension, Union Budget, taxation updates and Notification by the Income Tax Department, Central Board of Direct Taxes.


 


ANNEXURE II


FEE AND PAYMENT STRUCTURE


The Endorser shall receive payment for their services only when a customer using the Endorser’s Referral/ Coupon code purchases or subscribes to any of the Plans offered by Quicko.


Quicko shall provide the following monetary compensation to the Endorser during the term agreed under 'Gold partnership':


Sign-up Bonus:


DIY Plan: 


(i) If the Total billing (annually) is less than an amount of INR 18 lakhs, Endorser will be given 30% of the total billing.


Assisted Plan


(i) If the Total billing (annually) is less than an amount of INR 18 lakhs, Endorser will be given 10% of the total billing. 


Bonus: 


(i) If the Total billing (annually) is above an amount of INR 18 lakhs, Endorser will be given an additional 5% bonus of the Total billing, over and above the bonus provided in DIY and Assisted Plans.

(ii) If the Total billing (annually) is above an amount of INR 25 lakhs, Endorser will be given an additional 5% bonus of the Total billing, over and above the bonus provided in sub clause (i).



Quicko shall provide the following monetary compensation to the Endorser during the term agreed under 'Platinum partnership':


Sign-up Bonus:


DIY Plan

Referral incentive of 40% of the sale will be shared with Endorser for all DIY Plans.


Assisted Plan

Referral incentive of 20% of the sale will be shared with Endorser for all Assisted Plans or any other Plan wherein a Tax Professional is involved.


For either of the affiliate partnership the Endorser will be paid as stated above, only when the customer has done the following: 


DIY Plan


When a customer Signs up using the Affiliate link (This cookie will be valid for a period of 24 hours).


Assisted Plan


When a customer places an order using the Affiliate link ( This cookie will be valid for a period of 1 week from using said link). 


Upon expiration of the cookie, the customer will not be considered a referral. In this scenario, the Endorser will not be eligible for any referral incentive.



Payment Structure: 


  1. Endorser shall raise an invoice on or before the 5th Business day of the subsequent month from the Affiliate Dashboard.
  2. The invoices shall be paid by Quicko on the 15th Day of the same month to when the Invoice is raised or the last business day prior to the 15th day of the month.
  3. The fee referred under this agreement is inclusive of GST and other government taxes levied. Quicko represents and warrants that it shall comply with the GST Laws and other indirect tax laws and the requirements therein.
  4. TDS will be deducted at applicable rates in accordance with Section 194C - 1% in case of individuals/HUF, 2% for all other taxpayers.
  5. Quicko will have the sole right to determine the discounts and issue Referral/ Coupon codes to the Endorser to provide to the end customer.
  6. Quicko will not bear any costs relating to any expense incurred during the content creation process such as subscriptions, equipment’s, software’s, etc.