Partner Agreement
This Partner Agreement (the “Agreement”) governs your participation in the EngageDM Partnership Program (the “Program”). It applies wherever in the world you are. It is an addition to, not a replacement for, the Terms of Service and Privacy Policy, which continue to apply in full. Where this Agreement is silent, those documents govern; where they conflict on a matter of the Program, this Agreement governs.
In this Agreement, “we”, “us” and “our” mean Bluebell Solutions LLP, a limited liability partnership registered in India, which operates the EngageDM platform and runs the Program. “You” means the person who signs this Agreement.
- Registered officeHouse Number 28-C, Rewla Khanpur, Najafgarh, Delhi, India - 110043
- GSTIN07ABFFB5460R1ZX
- Contact[email protected]
1. Words we use
- A Referred User is someone who creates an EngageDM account after arriving through your referral link, or who applies your referral code to a purchase.
- Commission is the amount you earn on a Referred User's payment, calculated under section 5.
- Your Balance is confirmed commission that has not yet been paid out to you.
- Your Home Currency is the currency your Program account is denominated and paid in, fixed when you sign (section 7).
- Indian Partner means a partner whose Home Currency is ₹ INR; International Partner means a partner whose Home Currency is $ USD. Several terms below apply to only one of the two, and each says which.
- A Financial Year is the Indian tax year: 1 April to 31 March.
2. Eligibility and age
You must be at least 18 years old to join the Program. This is not a preference: the Program is a commercial arrangement under which we pay you money, and a person below the age of majority cannot enter into a binding contract of this kind (Indian Contract Act, 1872, s. 11, and the equivalent rule in most other jurisdictions).
You confirm that you are at least 18 years old, that the information you give us is true, and that you have the legal capacity and authority to enter into this Agreement. If you are signing on behalf of a company, you confirm you are authorised to bind it, and “you” means that company.
One person may hold one Program account. Holding several — under different email addresses, names, or companies you control — to multiply referrals, to avoid a tax threshold, or to refer yourself is a breach of section 14 and we may close all of them.
3. Joining, and your referral link
Joining the Program is free, and signing this Agreement is what enrols you. We give you a referral link and a referral code. They identify you, they are personal to you, and you must not sell, rent, or transfer them.
We may change or reissue your code where we have to — for example if it infringes someone's trade mark, or is being abused. We will tell you if we do.
4. How a referral is attributed to you
This is the mechanism the whole Program rests on, so it is worth stating plainly rather than leaving you to infer it:
- When someone arrives through your referral link, we store your code in their browser for 90 days. If they create an account or buy within that window, the referral is attributed to you.
- Attribution depends on that visitor accepting cookies. Where they decline the marketing category, nothing is stored, and the referral cannot be attributed to anyone. Your link still works as a link — we simply have no record that it was yours.
- The most recent link wins. If a visitor later arrives through a different partner's link before signing up, that partner is attributed, and the 90 days restart.
- A Referred User can only ever be attributed to one partner, and only on their first purchase. Someone who has already bought from us before meeting your link cannot become your referral.
- Someone who applies a different discount code at checkout instead of yours is not your referral, and earns you nothing.
We are not able to attribute a referral you cannot evidence through the above, and we do not make manual attributions on request. This is not distrust — it is that we have no reliable way to verify a claim the system did not record.
5. What you earn
- You receive a 25% commission on the net value of every successful payment made by a Referred User — the first charge of their subscription and every automatic renewal after it — for as long as they keep paying and you remain enrolled in the Program.
- A Referred User receives 10% off the first billing cycle of their subscription.
- Commission is calculated on the net amount we actually keep — that is, after any discount and excluding taxes and payment-processor fees. It is not calculated on the total charged to the customer.
- There is no cap on how much you can earn, and no limit on how many people you may refer.
- Commission is the entire consideration for your participation. We do not pay a fee, retainer, or expenses, and we do not reimburse the cost of promoting us.
6. When commission is confirmed
- Commission is credited to your Balance as soon as the customer's payment succeeds — on the first charge and on every renewal alike. There is no holding period: our Refund Policy has no refund window, so there is nothing to wait for.
- If the customer is nonetheless refunded (for example a duplicate charge, a billing error, or where consumer law requires it), or their payment is reversed, charged back, or fails after the fact, the commission on it is reversed: it is deducted from your Balance, and if that takes your Balance below zero the deficit is offset against your future commission or a future payout (section 21).
- Commission may be held for manual review where our checks suggest a referral may not be genuine. A held commission is not credited until it is released. We aim to review within a few working days.
- We will tell you that a commission is under review. We will not tell you which signal prompted it — publishing that is a guide to evading it, and it is not something an honest partner can act on.
7. Your Home Currency, and cross-currency referrals
Your Home Currency is fixed when you sign this Agreement, from where you are at that moment: ₹ INR for India, $ USD everywhere else. It does not change afterwards unless an administrator changes it at your request — moving between currencies converts your entire Balance and history, so it is deliberately not self-service.
- Where a Referred User pays in a different currency from your Home Currency, the commission is converted at our published reference rate.
- We apply a foreign-exchange spread to that conversion, which is borne by you. It covers the difference between the reference rate and the rate we actually realise when receiving or buying the other currency. The spread is disclosed in your dashboard breakdown before you request a payout.
- Where a payment is made in your own Home Currency, no conversion and no spread apply.
- Exchange rates move. The rate that applies is the one in force when the commission is recorded, not when you withdraw, and we do not adjust past commission for later rate movements.
8. Withdrawals
- You may request a withdrawal once your Balance reaches the published minimum: ₹20 for Indian Partners, $0.50 for International Partners.
- You may make at most 2 withdrawal requests in any rolling 30-day period. This is a limit on how many transfers we make by hand, not on how much you may withdraw — a single request can be for your whole Balance.
- Payouts are sent manually. Please allow several working days, and longer across weekends and public holidays in India.
- Any transfer fee charged by the payment provider is deducted from your payout and shown to you as a separate line before you confirm the request.
- Your Balance is not a deposit, does not earn interest, and is not held on trust for you. It is a debt we owe you, payable under this Agreement.
9. Where we send your money
You give us your payout details once, and they are locked thereafter — only an administrator can change them, on request. This protects your earnings: it means that even someone who gains access to your account cannot redirect your money to their own.
- Indian Partners are paid by UPI. You may also give us a bank account number and IFSC as a backup, which we will use only if a UPI transfer cannot be completed.
- International Partners are paid to a PayPal account. You are responsible for having a PayPal account that can receive payments in your country, and for any fees, holds, or conversions PayPal applies at its end.
- The details must be your own account. We do not pay commission into someone else's account, and asking us to does not transfer the tax position to them.
- One set of payout details belongs to one Program account. If the details you give us are already registered to another partner, we will refuse them.
- You are responsible for the accuracy of what you give us. We are not liable for money sent to a destination you supplied incorrectly, though we will help you trace it.
Indian Partners — verifying your account. Where the law requires us to know who we are paying, we confirm that the account belongs to you by sending a ₹1 test payment to it and reading back the name registered on the receiving account. We ask your explicit permission first, at the point we collect your PAN, and the ₹1 is yours to keep. If the name does not match your PAN, we will tell you and hold payouts until it is resolved — usually a spelling difference that an administrator can clear once checked.
10. Tax — all partners
You are responsible for your own taxes on what you earn under this Agreement, and for any registration, return, or declaration your own country requires of you.
You are an independent contractor. This Agreement creates no employment, partnership in the legal sense, joint venture, franchise, or agency relationship between us. You are not our employee or agent, you have no authority to bind us or to make commitments on our behalf, and you are not entitled to employee benefits of any kind.
11. Tax — Indian Partners
Commission paid to an Indian Partner is subject to tax deducted at source under Section 194H of the Income-tax Act, 1961, once your cumulative payouts in a Financial Year cross the statutory threshold. We currently apply that threshold at ₹19,500.
- Below the threshold, nothing is deducted and we do not ask for your PAN. You can earn and withdraw freely.
- We ask for your PAN when a withdrawal would take your Financial Year total past the threshold. We cannot pay beyond it without one, because we would be unable to deposit the tax against you.
- Until you give us your PAN, your Balance simply keeps accumulating. Nothing is forfeited, nothing expires, and the money remains yours — it only means the next withdrawal has to wait.
- Once the threshold is crossed, TDS applies to your whole Financial Year total, not only to the amount above the threshold. The withdrawal that crosses it therefore carries the tax on everything paid to you earlier that year as well. Your dashboard shows this before you confirm.
- Where TDS applies we deduct it at 2%, deposit it against your PAN, and it appears in your Form 26AS. Without a valid PAN the law obliges us to withhold at a substantially higher rate (Section 206AA), which is the other reason we ask.
- The threshold is a per-person limit, not a per-account one. We aggregate across Program accounts that share a PAN or a payout destination.
12. Tax — International Partners
We do not currently deduct Indian tax at source from payouts to partners outside India. Our position is that commission earned by a non-resident for promotional activity carried out outside India is not chargeable to Indian tax, so no withholding arises. We are not a US entity and do not issue US tax documents such as Form 1099 or W-2, and we do not currently ask you for a foreign tax identification number.
- You are responsible for declaring this income and paying any tax on it in your own country. We do not advise on your position and cannot do so.
- If the law changes, or if a tax authority or payment provider requires us to withhold, deduct, or report, we will do so — and we will tell you before it affects a payout, so that it is never a surprise deduction.
- If withholding becomes necessary, we may need documentation from you (for example a tax residency certificate). If you do not provide it, we may have to withhold at the higher default rate the law sets, or hold the payout until we can pay it lawfully.
- Any tax, duty, or charge applied in your own country, or by PayPal, is yours to bear.
13. Sanctions, and where we cannot pay
We cannot pay commission where doing so would breach applicable sanctions or financial-crime law, and our payment providers apply their own country restrictions independently of us.
- You confirm you are not resident in, and not acting on behalf of anyone in, a country subject to comprehensive sanctions, and that you are not on any applicable sanctions or restricted-party list.
- If you are, or later become, unable to be paid for this reason, we must suspend your enrolment and withhold payment for as long as the restriction applies. We will tell you, and we will pay you if and when it lawfully becomes possible.
- PayPal is not available in every country. If it is not available in yours, we may not be able to pay you at all — please check before relying on Program income.
14. How you may promote us
We grant you a limited, non-exclusive, revocable, non-transferable licence, for as long as you are enrolled, to use our name, logo, screenshots, and marketing material for the sole purpose of promoting EngageDM under this Agreement. You must use them as supplied, without altering them, and you must stop when your enrolment ends.
That licence grants you nothing else. All intellectual property in the EngageDM platform, brand, and materials remains ours, and nothing here transfers ownership of any of it to you.
You agree that you will not:
- Refer yourself. You may not use your own code — directly, or through another account, a household member, or any arrangement whose effect is that you receive both the discount and the commission on your own purchase. We screen for this, and commissions that fail the screen are held for review. Confirmed self-referral means forfeiture of the commission and may end your participation.
- Send unsolicited bulk email, direct messages, or comment spam, or promote EngageDM in any way that breaches Instagram's, Meta's, or any other platform's terms.
- Bid on “EngageDM” or confusingly similar terms in paid search, or run ads that appear to originate from us.
- Register domains, social handles, or app listings containing our name or a misspelling of it.
- Misrepresent the product — including inventing statistics, guaranteeing results or earnings, claiming an official, employment, or endorsement relationship with EngageDM or with Meta, or offering cashback, rebates, or incentives we have not agreed to.
- Use cookie stuffing, forced clicks, iframes, redirects, typosquatting, browser extensions, or any technique that attributes a referral the user did not knowingly make.
- Promote us on sites containing illegal, hateful, or adult material, or to audiences below the minimum age for an EngageDM account.
15. Telling people you earn a commission
Wherever you promote us, you must make clear that you earn a commission. This is required by advertising and consumer-protection rules in most jurisdictions — including the ASCI guidelines in India, the FTC endorsement guides in the United States, the CAP Code in the United Kingdom, and equivalent rules across the EU. The disclosure must be plain and easy to notice; burying it in a bio, a hashtag cloud, or a link nobody clicks does not satisfy any of them.
Complying is your responsibility, and it is one of the few obligations here where the regulator will come to you, not to us.
16. Content you create about us (No Objection Certificate)
This section is your No Objection Certificate for media usage. By signing this Agreement you grant us an irrevocable, royalty-free, worldwide, non-exclusive permission to use, reproduce, share, edit, and adapt the promotional content — reels, posts, stories, videos, images, and captions — that you create about EngageDM under this Agreement.
- We may feature that content on EngageDM's official social media pages and website, and in paid digital marketing campaigns — for example Meta and Google Ads.
- You confirm you have no objection to this commercial use, and that you will not ask for any additional licensing, usage, or appearance fee for it. The commission under section 5 is the whole of what is paid for your participation, this permission included.
- We may modify the content — trim, crop, subtitle, reformat for another placement, or use an extract of it — so that it fits the surface it runs on. We will not edit it in a way that makes you appear to say something you did not.
- You keep ownership of your content. This is a permission to use it, not a transfer of it, and it does not stop you using, licensing, or deleting your own content anywhere else.
- Where you appear in the content, this permission covers your name, handle, voice, and likeness as they appear in it, for the same purpose. It does not let us present you as our employee, or as endorsing anything other than EngageDM.
- The permission is irrevocable and survives the end of your enrolment, because an advertisement that has already run cannot be recalled. As a matter of practice, if you ask us to stop, we will not use your content in new campaigns and will remove it from surfaces we control within a reasonable period.
- You confirm the content is yours to permit — that you hold the rights to everything in it, including music, footage, and the appearance of anyone else who features in it — and that using it as described here infringes nobody's rights. Section 22's indemnity applies if it does.
17. Confidentiality
We may share information with you that is not public — unreleased features, pricing plans, performance figures, or Program terms offered to you specifically. You agree to keep it confidential and to use it only for the Program, unless we have made it public or you are required by law to disclose it. This survives the end of this Agreement.
18. Data
We record your signature to this Agreement — the name you type, the date and time, the version of the text you agreed to, and the IP address and browser you signed from — as evidence that it was accepted. We keep it for as long as you are a partner and for as long afterwards as we are required to. Referral, commission, and payout records are financial records and are retained accordingly. Our full Privacy Policy applies.
You will see the volume and value of purchases attributed to you. You will never be given the personal details of the people you refer, and you must not attempt to identify them, contact them as though on our behalf, or build a list from Program data.
Where you are in the EU, the UK, or another region with equivalent law, you have the rights that law gives you over your own personal data, and the Privacy Policy explains how to exercise them. Where you send us other people's personal data, you are responsible for having the right to do so.
19. Changes to this Agreement
We may change the Program's rates, thresholds, and rules, and we may change this Agreement. Material changes are published with a new version number and a new effective date.
- When we publish a new version, we ask you to sign it. You will see it in your dashboard and we will email you.
- There is no deadline. While you have not yet signed, nothing changes: your link keeps working, commission keeps accruing, and your Balance is untouched.
- If you decide not to sign, your enrolment in the Program is concluded (section 20). That is your decision to make, and there is no penalty for making it.
- If you change your mind later, you can sign the current version and your enrolment resumes from that point. Nothing is backdated.
- We will not apply a change retroactively to commission already confirmed.
20. Ending your enrolment
- You may leave at any time, by declining a new version of this Agreement or by asking us. Commission already confirmed remains payable to you once it meets the minimum withdrawal amount.
- When your enrolment ends, your referral link stops attributing new sign-ups and no further commission accrues — including renewals from people you referred earlier. Commission is consideration for continuing participation, and that is what has ended.
- We may suspend or end your participation, withhold unpaid commission, and reverse commission already credited, where we reasonably believe this Agreement has been breached — in particular sections 2, 13 and 14 — or where we are required to by law or by a payment provider.
- Where we end your enrolment for a reason other than breach, confirmed commission remains payable.
- We may end the Program itself on reasonable notice. If we do, confirmed Balances are still paid out.
- An account with no referral activity and no login for 24 months may be closed. We will email you first, and any confirmed Balance remains payable to you on request.
21. Overpayments and set-off
If we pay you commission you were not entitled to — because a payment was refunded or reversed, because of a fault in our own systems, or because a referral is later found to breach section 14 — we may correct it by deducting the amount from your Balance or from a future payout. Where there is not enough to deduct from, we may ask you to repay it, and you agree to do so. We will always tell you what we are correcting and why.
22. Liability and indemnity
The Program is provided as-is. To the maximum extent the law allows, our total liability to you in connection with this Agreement is limited to the commission actually confirmed and unpaid in your account. We are not liable for lost profits, lost opportunity, or for earnings you expected but did not make. Nothing in this Agreement limits liability for fraud, or for anything that cannot lawfully be limited.
You agree to indemnify us against claims, losses, and reasonable costs arising from the way you promote us — including a breach of sections 14, 15 or 16, a claim that your promotional content infringes someone's rights, or a regulatory action brought over your failure to disclose the commercial relationship.
23. Governing law and disputes
This Agreement is governed by the laws of India, and the courts having jurisdiction over our registered office, as stated at the top of this Agreement, have exclusive jurisdiction — except where the mandatory consumer law of your own country of residence gives you rights that cannot be contracted away.
Before starting proceedings, please raise the problem with us at [email protected]. Most disputes in a program like this are a disagreement about attribution or a payout figure, and both are usually resolved by us showing you the record.
24. General
- Notices. We contact you at the email address on your EngageDM account, and through your dashboard. Keep the address current — a notice sent there counts as given.
- Assignment. You may not transfer this Agreement or your Program account to anyone else. We may transfer it to a company that acquires our business, on notice to you.
- Severability. If any part of this Agreement is held unenforceable, the rest continues in force.
- No waiver. If we do not enforce something immediately, we have not given up the right to enforce it later.
- Force majeure. Neither of us is liable for a delay caused by something genuinely outside our control — including a payment provider outage, a banking or platform failure, or action by a government or regulator.
- Entire agreement. This Agreement, with the Terms of Service and Privacy Policy, is the whole of what has been agreed about the Program, and replaces anything said beforehand.
- Language. This Agreement is made in English. A translation is provided for convenience only; the English text governs.
25. Signing
Typing your full legal name below and submitting it is a legally binding electronic signature. It has the same effect as signing on paper, and you agree not to dispute its validity solely because it is electronic. We will store it, with the date and version above, as the record of your acceptance.
When you sign, we countersign and email you a PDF copy of this Agreement as executed — carrying your signature, the date and time, and the version of the text you agreed to — so that you hold your own copy and are not relying on us to keep it. You can download it again at any time from your Partnership dashboard.
Questions about this Agreement: [email protected]