Channel Partner Terms & Conditions

1. The relationship

These terms are between Truvest Technologies ("we", "us", "the Company") and the person or entity approved as a channel partner ("you", "the Partner").

You are an independent contractor. Nothing in these terms creates an employment relationship, partnership in the legal sense, joint venture, franchise or agency. You have no authority to bind us to any commitment, to make any representation or warranty on our behalf, to vary our pricing, or to accept any obligation in our name. Any commitment you make beyond what we have published is yours alone.

This appointment is non-exclusive. We may appoint any number of other partners, sell directly to any customer including one you introduced or approached, and operate in any territory. You are likewise free to represent other products, provided you comply with section 11.

2. Becoming a partner

You apply by submitting the partner application form. Approval is at our sole discretion and we are not required to give reasons for declining. You must provide accurate and complete information, including your legal entity name, constitution, PAN, GST registration status, address, contact details and bank account details, and you must tell us promptly if any of it changes.

Providing false information, or failing to disclose that you are not registered under GST when that is the case, is grounds for immediate termination under section 13 and for withholding any commission not yet paid.

On approval we create a partner login for the email address you applied with. You sign in using Google or a one-time code sent to that address. We never issue you a password. Keeping access to that mailbox secure is your responsibility, and you are responsible for everything done through your partner login.

3. What a partner may do

As an approved and active partner you may:

• introduce prospective clients to the platform and assist them in deciding to subscribe;
• register a client business through your partner panel, which creates the account and invites the client's owner to sign in; and
• see, for clients attributed to you, their business name, plan, subscription status, renewal date and the commission you have earned from them.

You may not resell, sublicense, rent or bundle the platform; create accounts for businesses that have not genuinely asked to subscribe; register accounts using details that are not the client's own; or represent to anyone that you operate, own or control the platform.

4. No access to client data

The partner panel gives you billing and subscription information only. You will not be given, and must not attempt to obtain, access to any client's account contents. That includes their WhatsApp conversations and contacts, their customer records, documents, uploaded files, employee or payroll information, and any other data held in their account.

We do not provide an impersonation or "log in as client" facility to partners. Asking a client for their login credentials, or using credentials a client gives you, is a breach of these terms and grounds for immediate termination.

All end-client support is provided by us. You should direct clients to our support channels at info@truvest.cloud rather than attempting to resolve platform issues yourself.

5. Who collects payment

We contract directly with, invoice, and collect payment from the end client. The client's subscription agreement is with us, not with you.

You must not collect, invoice or accept subscription fees, deposits or any other payment for the platform from a client, whether in your own name or ours. If a client pays you anything for the platform, you must refund it to them and tell us immediately.

We set all end-client pricing. You may not offer a discount, rebate, credit, refund, extended trial or any other commercial concession, and anything of that kind you offer is not binding on us.

6. Commission

Your commission percentage is set out in your approval and visible in your partner panel. It is applied to the commission base, which is defined as:

For the avoidance of doubt, commission is not payable on:

• GST or any other tax, levy or statutory charge;
• any part of a subscription settled using account credit rather than cash;
• AI credit top-ups, add-ons, one-off charges, or any product other than a base plan subscription;
• a free trial, or any period for which the client has paid nothing; or
• amounts refunded, reversed or charged back (see section 8).

Commission accrues on every renewal for as long as the client remains a paying client attributed to you, subject to section 13. Attribution is recorded when the client account is created and is not transferred to another partner.

A client is attributed to you only if the account was registered through your partner panel, or we expressly record the attribution. Introducing or advising a business that signs up through another route does not create an entitlement.

Commission already accrued keeps the percentage that applied when the payment was received. A change to your percentage under section 15 applies to payments received after the change takes effect.

7. Payouts

Accrued commission is settled monthly at our discretion, and in any case within 30 days of a payout request we have approved. You may request a payout from your partner panel at any time. There is no minimum payout amount.

Before we release a payout we may require a valid invoice from you for the commission amount, and we may withhold payment until we receive it. Payment is made by bank transfer to the account you have registered with us. You are responsible for the accuracy of those bank details, and we are not liable for a payment sent correctly to details you supplied.

We may withhold or set off a payout against any amount you owe us, including a clawback under section 8, and against any loss caused by your breach of these terms.

8. Refunds and clawback

If a payment on which commission accrued is later refunded, reversed or charged back, the commission on that payment is cancelled. If we have not yet paid it, it is simply removed from your next statement. If we have already paid it, the amount becomes a clawback and is deducted from your next payout. Where no further payout is expected, the amount is repayable to us on demand.

9. Taxes

Commission is stated exclusive of GST. You are solely responsible for your own tax position, including registration where required, charging and remitting GST, income tax and the filing of all returns. You must tell us promptly if your GST registration status changes.

We will deduct tax at source where the law requires it and will issue the corresponding certificate. Where you are not registered under GST, we will account for tax on the basis of the declaration you gave in your application, and you are responsible for the accuracy of that declaration.

10. Marketing and use of our name

While you are an active partner, you may describe yourself as an "Authorised Truvest Partner" and use our name and logo for that purpose, in their published form and without alteration.

You may not: register or use a domain name, social media handle, business name or trademark that includes our name or anything confusingly similar; bid on our brand terms in paid search in a way that presents your business as us; claim to be the platform's owner, developer or operator; or make any statement about the platform's features, pricing, performance or compliance that we have not published. All goodwill in our marks remains ours, and this permission ends the moment you stop being an active partner.

You are responsible for your own marketing being lawful, including under consumer protection, advertising and anti-spam rules. You must not send unsolicited bulk messages promoting the platform.

11. Confidentiality

You will keep confidential any non-public information you learn through the partner relationship, including commission rates, unpublished pricing, product roadmap, client identities and client commercial information, and you will use it only to perform under these terms. This obligation continues for three years after the relationship ends. It does not apply to information that is public through no fault of yours, that you already lawfully held, or that you are legally compelled to disclose, provided you notify us first where you are permitted to.

12. Data protection

Where you collect personal data from a prospective client in order to register them, you must have their informed consent, collect only what the registration requires, and pass it to us without retaining copies you do not need. You must comply with applicable data protection law, including the Digital Personal Data Protection Act, 2023.

You are not a data processor for client account contents, because you have no access to them under section 4. If you ever come into possession of client data through any route, you must tell us immediately, must not use or disclose it, and must delete it on our instruction.

13. Dormancy, suspension and termination

The programme distinguishes three situations:

We may terminate immediately, without the 30-day notice, if you breach sections 3, 4, 5, 10, 11 or 12, provide false information, collect payment from a client, attempt to access client data, or do anything that in our reasonable judgement damages the platform's reputation or its clients.

Clients are never affected by your departure. Clients contract with us. On termination they continue to be served by us exactly as before, their accounts and data are untouched, and we may continue to serve them directly. You have no claim over a client, over their continued subscription, or over revenue from them after the termination date.

Sections 8, 9, 11, 12, 14 and 16 survive termination.

14. Liability and indemnity

The platform is provided to clients under its own terms of service. We make no representation or warranty to you about it beyond what we publish, and we are not liable to you for its availability, performance or suitability for any client.

Our total liability to you, on any basis, is limited to the commission actually payable to you in the three months before the claim arose. Neither of us is liable for indirect or consequential loss, or for loss of profit, revenue, goodwill or anticipated savings.

You will indemnify us against any claim, loss, penalty or reasonable cost we incur as a result of your breach of these terms, your statements about the platform that we have not published, your marketing, your handling of personal data, or your tax position.

15. Changes to these terms

We may change these terms, or your commission percentage, on 7 days' written notice to your registered email address. A change to your commission percentage applies only to payments received from clients after it takes effect; it does not alter commission already accrued.

In practice, a reduction in your percentage is scheduled 7 days ahead and you are emailed notice of it at the time it is scheduled, stating the old rate, the new rate and the date it takes effect. An increase takes effect immediately, since the notice period exists to protect you. A reduction can only take effect sooner than 7 days if you have agreed to it in writing.

If you do not accept a change, you may terminate under section 13 before it takes effect. Continuing to act as a partner after a change takes effect means you accept it.

16. Governing law

These terms are governed by the laws of India. The courts at Pune, Maharashtra have exclusive jurisdiction over any dispute arising out of them.

If any provision is held unenforceable, the rest continues in force. A delay in enforcing a right is not a waiver of it. These terms, together with your approved application, are the entire agreement between us on this subject and replace any earlier discussion or understanding.

Back to the partner application