Terms of Service

1. Acceptance of Terms

By registering for an account, accessing, or using the Partner Portal, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you are registering on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms.

2. Partner Portal Account

• Registration: You must complete the registration process and provide accurate, current, and complete information. Accounts are subject to review and approval by Codesaint.
• Accuracy: You are responsible for maintaining the accuracy of your account information, including contact details, company information, and banking details. You must promptly update any changes.
• Security: You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must notify us immediately of any unauthorized access or security breach at partners@codesaint.in.
• Who can join: The Partner Program is open to individuals and firms that are resident in India and hold a PAN. It is not open outside India yet. We review each application and reply by email.
• One Account: Each partner entity may maintain only one account. Duplicate accounts may be terminated without notice.

3. Partner Program Terms

Your participation in the Codesaint Sales Partner Program is governed by the Partner Agreement, which you must accept before submitting leads or earning commissions. The Partner Agreement contains detailed terms regarding lead submission, deal conversion, commission structure, clawback policies, and confidentiality obligations. In the event of any conflict between these Terms and the Partner Agreement, the Partner Agreement shall prevail with respect to program-specific matters.

4. Acceptable Use

You agree not to use the Partner Portal to:

• Submit fraudulent, fabricated, or misleading lead information.
• Misrepresent your relationship with Codesaint to prospective clients or third parties.
• Engage in spamming, unsolicited communications, or aggressive sales tactics when referring leads.
• Present yourself as a Codesaint employee, or quote prices or make commitments on our behalf.
• Attempt to gain unauthorized access to any part of the Portal, other accounts, or our systems.
• Use automated scripts, bots, or crawlers to access or scrape the Portal.
• Interfere with or disrupt the integrity or performance of the Portal or its infrastructure.
• Violate any applicable local, national, or international law or regulation.

5. Intellectual Property

The Partner Portal, including all software, designs, text, graphics, logos, icons, images, and other content, is the exclusive property of Codesaint Technologies Pvt. Ltd. and is protected by applicable intellectual property laws. You are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Portal solely for the purpose of participating in the Partner Program. You may not copy, modify, distribute, sell, or create derivative works based on any part of the Portal without our prior written consent.

6. Commission Payments

Commission calculations, rates, payment schedules, and clawback provisions are governed by the Partner Agreement. In summary:

• Rates: Referral 10%, Sales 15%, Strategic 20%, as a percentage of the Net Deal Value. One-time project payments earn the project rate. Payments on a recurring deal earn the recurring rate of your tier, for a fixed number of months: Referral 5% for 6 months; Sales 5% for 12 months; Strategic 10% for 12 months. Both rates are locked when your lead becomes a deal. We may change rates for future leads by giving you 30 days' written notice, and a deal keeps the rates locked on it.
• Net Deal Value: The money we actually receive from the client for Codesaint's own services. It excludes GST and other taxes, pass-through third-party costs (software licences, hardware, cloud or hosting usage, domains, government fees, advertising spend and travel), discounts, credits, refunds and late-payment charges.
• Time limit: No commission accrues on a client payment received more than 12 months after the first client payment on that deal, and recurring commission never runs beyond 12 months.
• When it is earned and paid: Commission is earned only after the client's payment has been received and cleared. We pay within 10 business days of that receipt (recurring commission: 10 business days after month-end). There are no advances and no minimum payout. A refund to the client is clawed back from you in proportion.
• Tax: We deduct TDS as the Income-tax Act requires, at the rate in force on the payment date, on the commission before GST. Today the rate is 2% with a valid PAN and 20% without. No TDS is deducted while your commission in the financial year (April to March), including the payout being made, is ₹20,000 or less. On the payout that takes the year above that amount, we deduct TDS on the whole year's total so far, less any TDS already deducted that year, and after that on every payout. A new financial year starts again. If you are GST-registered we raise a self-billed tax invoice; otherwise we issue a commission payment voucher.
• Lead protection: An accepted lead is protected for 90 days from the date we accept it, and the first accepted registration wins. The period is extended once, by 90 days, while a written proposal is open. Existing clients, and prospects we were already in contact with in the previous 12 months, are not eligible. For a duplicate, we tell you the reason.
• Using the Codesaint name: You may introduce and promote Codesaint Technologies by name as an "Authorised Partner of Codesaint Technologies Pvt. Ltd." through any lawful channel (meetings, calls, email, LinkedIn, WhatsApp, events), using your own tools and at your own cost.
• Sales material: You may use and share our official sales material from the Resources section of the portal (company profile, service brochures, case studies, presentations and logo) without changing it, and may add your own name and contact details to it. Any other material, website, domain, social media page or paid advertising that uses the Codesaint name or logo needs our written approval first.
• Prices and commitments: Prices, discounts, delivery dates, service levels and contracts come only from Codesaint, in writing. You are not an employee or agent of Codesaint, cannot sign for it and cannot collect payment for it.
• The law: When you contact prospects you must follow the Digital Personal Data Protection Act 2023 and the TRAI rules on commercial calls and messages, and make no misleading claims.
• What we provide: The sales material, service briefings, and, on request, a Codesaint person on prospect calls, demos and proposal meetings. We do not provide calling, messaging or email-sending tools, contact databases or lead lists, and we do not reimburse your costs.
• If the rules are broken: We first ask you to correct it. For a serious or repeated breach, such as misrepresentation or spam complaints, the commission on the affected lead is forfeited and the agreement may be terminated.

Codesaint reserves the right to withhold or recover commission payments in cases of fraud, breach of these Terms, or as otherwise provided in the Partner Agreement. All commission payments are subject to applicable tax deductions and withholdings as required by law. You are solely responsible for reporting and paying any taxes due on commissions earned.

7. Limitation of Liability

To the maximum extent permitted by applicable law:

• The Partner Portal is provided on an "as is" and "as available" basis without warranties of any kind, either express or implied.
• Codesaint shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, revenue, data, or business opportunity.
• Codesaint's total aggregate liability arising out of or related to these Terms shall not exceed the total commissions paid to you in the twelve (12) months preceding the claim.
• Codesaint does not guarantee uninterrupted or error-free access to the Portal and shall not be liable for any downtime, technical issues, or data loss.

8. Termination

• You may close your account at any time by contacting us at partners@codesaint.in.
• We may suspend or terminate your account at any time, with or without cause, including but not limited to violation of these Terms, fraudulent activity, or inactivity.
• Upon termination, your right to access the Partner Portal ceases immediately. Provisions relating to intellectual property, limitation of liability, governing law, and any accrued obligations shall survive termination.
• Pending commissions for deals closed prior to termination shall be settled in accordance with the Partner Agreement.

9. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of India, without regard to its conflict of law provisions. Any disputes arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of New Delhi, India.

10. Changes to These Terms

We reserve the right to modify these Terms at any time. We will provide at least thirty (30) days' notice of any material changes by posting the updated Terms on the Partner Portal and, where appropriate, by notifying you via email. Your continued use of the Portal after the effective date of any changes constitutes your acceptance of the revised Terms. If you do not agree with the changes, you must stop using the Portal and close your account.

11. Contact Information

If you have any questions or concerns about these Terms of Service, please contact us: