Version: 1.0
Effective date: 4 November 2026
This Affiliate Programme Agreement (the Agreement) governs the affiliate marketing programme (the Programme) operated by Niwajish Mahajan, sole proprietor carrying on business under the name M.PLAST INDUSTRIES, having the principal place of business at Street No. 3, Udyog Nagar, Gadaipur, Jalandhar, Punjab, India (MPLAST, we, us). An individual or organisation applying to participate is an Applicant; an Applicant approved by MPLAST is an Affiliate (you). Submission of an application constitutes a request to participate on the electronically accepted terms and does not itself require MPLAST to admit the Applicant. This Agreement becomes effective between MPLAST and the Applicant when recorded affirmative acceptance of the applicable version is followed by MPLAST’s recorded approval, unless a later effective date is stated. An Applicant acting for an organisation represents that the Applicant is legally authorised to bind that organisation.
1. Programme Purpose and Definitions
1.1. The Programme allows approved Affiliates to promote Approved Products through permitted marketing channels and earn commission on qualifying purchases properly attributed to them. The Programme is for referrals and promotion, not for unauthorised resale or the collection of customer payments on MPLAST’s behalf.
1.2. Approved Products means only products expressly designated as commission-eligible on MPLAST’s officially designated affiliate programme page or dashboard (the Programme Page), together with their Eligible Units, published commission rates, eligibility conditions and effective dates. The product and SKU list is intentionally not reproduced in this Agreement. MPLAST may amend that list prospectively in accordance with Section 13.
1.3. Programme Rules means the versioned, effective-dated product eligibility, commission, attribution and other specific commercial conditions published on the Programme Page and incorporated by reference. Eligible Unit means the saleable packet or other unit designated for the relevant Approved Product. Qualifying Order means an order satisfying Sections 4–6. Provisional Commission means an estimated amount subject to verification. Earned Commission means commission for which the substantive eligibility, successful customer payment and fulfilment conditions have been met, subject to lawful subsequent refund, reversal or correction. Payable Commission means Earned Commission that has been verified and reconciled for settlement after applicable deductions and adjustments, without permitting unreasonable delay contrary to applicable law.
1.4. MPLAST may operate the Programme through different websites, domains, applications, checkout systems, service providers or technologies. Programme Page includes an officially notified replacement page. A change of technology or page location does not, by itself, extinguish valid accrued commissions. MPLAST shall maintain reasonably retrievable historical versions of material Programme Rules.
2. Eligibility, Application and Approval
2.1. The initial Programme is open to India-based natural persons aged at least 18 years and competent to contract, excluding MPLAST employees, their relatives and persons acting for or on behalf of them as specified in Section 10.1. MPLAST may separately approve proprietorships, partnerships, LLPs, companies and other eligible organisations, subject to reasonable verification of their legal status and the authority of their representatives. Participation through an organisation may not be used to evade the employee and relative exclusion.
2.2. Applicants must provide truthful, complete and current identity, contact, bank, PAN and applicable tax information and promptly notify MPLAST of material changes. Organisational Affiliates must identify the legal entity entitled to commission and the authorised person acting for it. Tax identity and bank beneficiary details must be reasonably consistent or satisfactorily explained. MPLAST may reject unverified third-party payout instructions. False or misleading information may lead to rejection, suspension or termination.
2.3. Registration is an application, not automatic admission. MPLAST may approve, defer or reject applications using reasonable commercial, compliance or brand-protection criteria. MPLAST may request verification before approval or payout.
2.4. An Affiliate must keep account credentials secure and must not transfer an account, coupon or referral identity without written approval.
3. Independent Relationship
3.1. An Affiliate participates as an independent promoter and not as MPLAST’s employee, partner, joint-venturer, franchisee, distributor or agent authorised to bind MPLAST. The Affiliate has no authority to negotiate or conclude sales contracts, accept orders or customer payments, issue warranties, alter specifications or make commitments on MPLAST’s behalf. Such authority may not be inferred solely from referral links, official marketing materials or commission payments and must be expressly granted in writing where applicable. The actual conduct of the parties remains subject to mandatory law.
3.2. An Affiliate may not promise discounts, delivery dates, product performance, warranties, exclusive territories or other terms on MPLAST’s behalf unless MPLAST has expressly authorised the specific representation.
3.3. Each Affiliate bears their own promotional expenses and legal obligations. Participation is non-exclusive. MPLAST does not guarantee traffic, orders, earnings, minimum commissions or continued participation.
4. Approved Products and Commission Rates
4.1. Commission is calculated only for Approved Products and Eligible Units under the published Programme Rules in effect when the customer’s eligible order is placed through an authorised channel (Order Time), subject to Section 6 verification. An earlier referral does not by itself lock a product’s commission rate or eligibility for later orders; verification or settlement occurring later does not substitute a later rate for the rate applicable at Order Time.
4.2. The initial standard commission is ₹100 for each eligible packet where that standard rate applies, unless a different rate or product-specific rule is expressly published on the Programme Page. Commission is quantity-based rather than a percentage of the customer’s order value. There is no requirement that a customer receive a discount for an Affiliate to earn commission.
4.3. MPLAST may add or remove products and prospectively revise rates, units, eligibility and attribution rules in accordance with Section 13. Such changes apply to orders placed on or after the stated effective date and do not retrospectively reduce commission validly attributable to an earlier order solely because of the later change.
4.4. MPLAST shall retain or reasonably reconstruct records establishing the applicable product eligibility, Eligible Unit, rate and Programme Rules version at Order Time. Subsequent refunds, cancellations, chargebacks, fraud findings and documented accounting errors remain subject to Section 6.
4.5. MPLAST reserves the right to reduce, suspend or permanently discontinue the manufacture, supply, distribution or sale of any product, including an Approved Product, for commercial, technical, regulatory or operational reasons. No Affiliate has a right to require MPLAST to continue manufacturing or supplying a product or to receive compensation for anticipated future commissions resulting from such discontinuation. MPLAST may update product eligibility and availability on the Programme Page accordingly. Discontinuation will not retrospectively cancel commissions already validly earned, and does not override MPLAST’s obligations concerning accepted customer orders or applicable law.
5. Referral Links, Coupons and Attribution
5.1. MPLAST may issue approved tracking links, referral identifiers or affiliate coupons. Affiliates must use only authorised referral mechanisms and must not modify them to misrepresent the source of an order.
5.2. The initial referral-cookie validity is sixty (60) calendar days from the most recent qualifying tracked referral event, subject to lawful consent requirements, browser controls and the Programme’s configured tracking rules. Cookies may be blocked, deleted or unavailable across devices; MPLAST does not guarantee attribution where valid tracking evidence is absent. Any different duration must be prospectively published in the applicable Programme Rules.
5.3. The initial attribution method is last qualifying referral: where multiple eligible tracked Affiliate referrals exist, the most recent valid qualifying referral before Order Time ordinarily receives attribution. An expressly published coupon-priority rule may govern a conflict with an Affiliate coupon under Section 5.4. The same Eligible Unit shall not generate duplicate commission unless an applicable Programme Rule expressly permits it. MPLAST shall apply historical rules consistently to relevant transaction evidence.
5.4. A valid Affiliate coupon deliberately entered by the customer at checkout may establish attribution without a referral cookie. Where the coupon conflicts with another Affiliate’s tracked referral, priority shall follow the express, effective-dated coupon-priority rule published before the order; MPLAST shall not invent the priority retrospectively for a particular dispute. Ordinary promotional or discount coupons do not automatically create an Affiliate entitlement.
5.5. Qualifying repeat orders may earn commission only while a valid attribution remains effective or following a new qualifying referral. No Affiliate has perpetual ownership of a customer or lifetime entitlement to later orders. Expiry or lawful termination of attribution is governed by the applicable Programme Rules and Section 14.
6. Qualifying Orders, Verification and Reversals
6.1. An initial referral, order record or dashboard estimate creates only Provisional Commission. Commission is earned after the order satisfies applicable product and attribution conditions, customer payment is successfully received, qualifying goods are fulfilled and reasonable refund, fraud and reconciliation checks have been resolved. MPLAST shall assess these conditions using reasonably available evidence and shall not unreasonably postpone determination or payment in breach of applicable law.
6.2. No commission is payable on failed, unpaid, cancelled, fully refunded, fraudulent, improperly attributed or otherwise ineligible transactions. The Programme rewards genuine referrals to other customers; purchases made by an Affiliate for their own consumption are not commission-eligible, although making a genuine personal purchase is not itself prohibited. Accidental tracking or the display of a calculated commission does not create an entitlement where the purchase is ineligible. Commission may not be paid to an affiliate account owned, controlled or beneficially used by an MPLAST employee, their relative or a person acting on their behalf; see Section 10.1. In mixed orders, only qualifying Eligible Units are commissionable. An order lawfully rejected or cancelled does not create commission merely because a referral occurred.
6.3. Partial quantity cancellations or refunds reduce commission on the affected Eligible Units. Amount-only refunds, chargebacks or unusual adjustments shall be evaluated on a documented and proportionate basis reflecting their effect on the qualifying sale. An unrelated valid commission shall not automatically be forfeited because another transaction is disputed.
6.4. Customer discounts shall not automatically reduce fixed per-unit commission unless an applicable product-specific rule published prospectively states otherwise. Shipping, taxes and unrelated fees are not separate commissionable units.
6.5. Where a genuine accounting error, duplicate payment, subsequent refund, chargeback or substantiated ineligibility is discovered after settlement, MPLAST may record a documented correction against a later statement or lawfully seek recovery of an overpayment. The Affiliate shall receive a reasonable explanation and an opportunity to object under Section 12. Historical paid statements must remain auditable and shall not be silently overwritten.
7. Quarterly Statements and Payments
7.1. Subject to mandatory applicable law, Payable Commission is ordinarily reviewed on Indian financial-year quarters: April–June, July–September, October–December and January–March. Verified commission eligible for settlement at quarter end shall ordinarily be paid by bank transfer within thirty (30) calendar days after quarter end.
7.2. Subject to mandatory applicable law, the normal minimum payout is ₹500. A smaller verified balance carries forward without forfeiture. Amounts not yet payable because fulfilment or reasonable reconciliation is incomplete shall remain pending for later settlement and shall be separately identifiable.
7.3. MPLAST may reasonably defer payment of amounts affected by incorrect bank information, incomplete legally required tax documents, suspected fraud, pending refunds or material discrepancies, notifying the Affiliate where reasonably practicable. Holds shall be proportionate, documented and limited to what is reasonably necessary; unrelated undisputed Earned Commission shall not ordinarily be withheld solely because another amount is disputed.
7.4. Tax deduction and statutory compliance. All commissions shall be subject to tax deduction at source (TDS), GST and other applicable statutory deductions, withholding, invoicing and reporting requirements, if and to the extent required by prevailing Indian law. MPLAST shall apply the legally applicable rates, thresholds and procedures in force at the relevant time, including the statutory timing of deduction, and shall issue required records or certificates. No statutory deduction shall be made where it is not legally applicable. Affiliates shall furnish accurate PAN, GST details and other legally required information or documents. The description of a payment as commission does not, by itself, conclusively determine its tax classification.
7.5. Each settlement should show, as applicable, the opening balance, new verified commission, reversals and adjustments, carried-forward amount, statutory deductions, amount paid and payment reference. Programme reports that merely display provisional or estimated commission are not proof of payout approval.
7.6. On final closure of the Programme or termination of an Affiliate account, all validly earned but unpaid amounts shall be reconciled and settled irrespective of the ordinary ₹500 threshold, after lawful deductions and adjustments. Reasonably unresolved transactions may be settled when verified, with an explanation and subject to statutory payment deadlines.
7.7. Mandatory statutory payment periods. The ordinary quarterly cycle and ₹500 carry-forward threshold apply except to the extent a mandatory statutory payment period or non-excludable payment protection applies to a qualifying Affiliate or transaction. Nothing in this Agreement waives or overrides any such applicable law. MPLAST may require reasonable evidence of eligibility for an asserted special statutory payment protection, without denying rights established by law.
8. Ethical Promotion and Advertising Disclosures
8.1. Affiliates may promote Approved Products through lawful websites, social media, video platforms, messaging applications and professional networks, subject to these terms and platform rules.
8.2. Affiliates shall disclose a material commercial connection, including eligibility to receive referral commission, clearly and prominently wherever required by law, relevant Indian advertising standards (including applicable ASCI influencer guidelines) or platform requirements. The disclosure shall be understandable to the audience, appear prominently with the promotional content, and shall not be hidden in a profile or inaccessible text. Appropriate terms may include “Ad”, “Advertisement”, “Sponsored” or “Affiliate” depending on context.
8.3. Affiliates shall make truthful, fair and verifiable claims based on current official product information. Without MPLAST’s prior written approval, an Affiliate shall not claim an engineering certification, structural guarantee, particular load-bearing capacity, compliance with a standard, specified service life, suitability for a particular design, construction-safety outcome or other technical performance not supported by verified documentation. Affiliates shall not invent or materially alter test findings, geometry, specifications, installation instructions or comparisons.
8.4. Affiliates shall not misstate prices, offers, availability, delivery, returns, refunds, customer support or warranties, or make unauthorised commitments. Customers shall transact through MPLAST’s authorised channels. Affiliates may not accept customer orders or collect payments in MPLAST’s name unless specifically authorised in writing.
8.5. Affiliates shall comply with applicable consumer-protection, advertising, intellectual-property, communications, anti-spam and privacy obligations. Deceptive endorsements, unlawful contact lists, unsolicited bulk messaging contrary to law, hidden redirects and misleading impersonation are prohibited. Affiliates shall retain reasonable evidence of required consents and approvals and provide proportionate cooperation in a legitimate compliance investigation.
9. Brand, Intellectual Property and Content
9.1. MPLAST grants an approved Affiliate a limited, revocable, non-exclusive, non-transferable and non-sublicensable licence during active participation to use MPLAST-supplied brand names, trademarks, logos, photographs and approved promotional materials solely for authorised Programme promotion. No ownership or continuing intellectual-property right is transferred.
9.2. Affiliates must preserve product identity and accuracy. Official product photographs and technical information may not be altered in a manner that changes product appearance, geometry, specifications or the meaning of approved claims.
9.3. Without prior written consent, Affiliates shall not register confusingly similar domains, social-media identities or business names; impersonate MPLAST; bid on MPLAST brand terms in paid search; issue communications purporting to be official MPLAST statements; or imply authority beyond the disclosed affiliate relationship.
9.4. MPLAST may require the prompt correction or removal of content that breaches this Agreement, infringes intellectual property or creates material legal or reputational risk. New use of the disputed content must cease upon notice; controlled online material shall ordinarily be corrected or removed within forty-eight (48) hours, or sooner if reasonably necessary for urgent legal or safety reasons. After termination, Affiliates must cease promotional use and claims of current authorised status, subject to legally required archival retention without renewed promotion.
10. Prohibited Conduct and Fraud Controls
10.1. Prohibited activities include fabricated or circular orders, cookie stuffing, forced clicks, manipulation of tracking or coupons, identity misrepresentation, unauthorised coupon sharing designed to evade Programme Rules, artificial purchases, payment abuse and fraudulent refund practices. MPLAST employees, their relatives (including spouses, parents, children, siblings and household members), and persons acting for or on behalf of any of them are strictly ineligible to participate in the Programme or receive affiliate commission, directly or indirectly, including through another person’s account or coupon. Such participation or commission claims are prohibited regardless of whether the purchase is genuine. A genuine Affiliate’s purchase for personal use is not prohibited as a purchase, but does not earn commission under Section 6.2.
10.2. Affiliates may not procure orders through unlawful messages, hidden redirects, deceptive advertisements or representations that they are MPLAST employees or authorised collection agents.
10.3. Where credible information indicates fraud, prohibited employee- or relative-related participation, improper or manipulated attribution, artificial purchases, payment abuse, security compromise or another material irregularity, MPLAST may temporarily restrict referral facilities, request evidence and withhold the reasonably disputed portion of Provisional Commission during investigation. MPLAST shall reasonably document the basis, consider available records and allow an explanation where lawful and practicable. Temporary suspension is not proof of fraud. Reversals and forfeiture shall be limited to amounts reasonably found ineligible, improperly obtained or otherwise lawfully recoverable; unrelated valid earnings shall not automatically be cancelled.
11. Privacy, Data Protection and Confidentiality
11.1. MPLAST may collect and process information reasonably necessary for applications, eligibility and identity checks, account administration, referral attribution, security, fraud prevention, settlements, taxation, recordkeeping, dispute resolution and legal compliance, as described in its applicable Privacy Policy and subject to law.
11.2. Cookies or comparable tracking technologies may be used only consistently with applicable legal requirements, privacy notices and necessary permissions. Acceptance of this Agreement is not automatic consent to unrelated marketing messages or processing requiring a separate lawful basis or consent. Affiliates shall not bypass customer privacy choices or obtain MPLAST customer data without lawful authorisation.
11.3. Affiliates shall protect non-public customer, financial, commission, technical and commercial information, use it only for authorised Programme purposes, and not independently exploit, disclose or transfer MPLAST customer information except where authorised and legally permissible. They shall promptly report suspected misuse or unauthorised access. Disclosure required by law remains permitted.
11.4. MPLAST shall apply reasonable access restrictions and appropriate security controls to Affiliate account, banking and commission information, taking account of applicable law. Information shall be retained for justified operational, accounting, tax, evidential and legal purposes and deleted or anonymised when identifiable retention is no longer justified or lawfully required. Confidentiality shall survive termination as long as the information lawfully remains confidential.
11.5. Commission disputes shall not require disclosure of another person’s private records. MPLAST may provide sufficient transaction references and reconciliation explanations subject to privacy, confidentiality and law.
12. Reporting, Review and Final Commission Determination
12.1. Affiliate dashboards and automated tracking reports may be indicative and may change following settlement verification, order-status changes, correction of reporting errors, refunds or fraud checks. The reconciled transaction records and approved payout statements govern actual amounts payable.
12.2. For Programme administration and settlement, MPLAST shall have final administrative authority to determine attribution, Approved Product eligibility, applicable effective-dated units and rates, qualifying quantities, payment and fulfilment status, reversals, adjustments, deductions and net Payable Commission. It shall apply the Agreement and relevant historical Programme Rules reasonably, consistently and in good faith on reasonably available records.
12.3. An Affiliate may submit a reasoned written objection within thirty (30) calendar days after a statement is made available, identifying the relevant transaction and supporting information. MPLAST shall reasonably review available records and communicate its internal determination and a brief explanation within a reasonable period. Failure to object in that period may close routine internal review but does not extinguish a right, cause of action or remedy protected by law.
12.4. MPLAST’s administrative determination shall govern internal records, calculations and payment processing unless revised through voluntary correction, competent judicial or statutory determination or another binding legal process. MPLAST may correct demonstrable errors, duplicates, material inaccuracies and substantiated fraud as lawfully permitted. Nothing makes MPLAST the unreviewable judge of a legal dispute, prevents access to a competent forum or shortens a statutory limitation period.
13. Modification, Website Migration and Programme Closure
13.1. MPLAST may, at its business discretion and subject to applicable law, amend, restructure, suspend, transfer, migrate, replace or permanently discontinue all or part of the Programme. This includes changing its website or domain, software or tracking provider, referral links, operating processes, Approved Products, product manufacture or supply, future commission rates, eligibility conditions, referral rules or payment arrangements. No Affiliate is promised a continuing Programme, any particular product, an unchanged website or a continuing opportunity to earn future commission.
13.2. For planned material changes adversely affecting future Affiliate terms or planned permanent closure, MPLAST shall ordinarily give not less than fifteen (15) calendar days’ prior notice where reasonably practicable, identifying the change and effective date. Material notices shall ordinarily be sent to the registered email and/or published on the official Programme Page or dashboard in accordance with Section 15.6.
13.3. MPLAST may implement immediate or shorter-notice restrictions or changes where reasonably necessary because of suspected fraud, a genuine security threat, legal or regulatory requirements, significant technical failure, product unavailability or objectively material commercial or operational risk, notifying Affiliates as soon as lawful and reasonably practicable. Ordinary planned commission reductions shall not be classified as urgent solely to bypass normal notice. Changes generally apply prospectively, with no retrospective withdrawal of Earned Commission merely because a later rule differs.
13.4. MPLAST may discontinue, deactivate or replace links, coupons, websites, domains, software or tracking systems as part of a lawful migration; it shall take reasonable steps to communicate replacement arrangements and reconcile available historical records, but does not warrant uninterrupted attribution or future earnings. An Affiliate rejecting materially changed future terms may withdraw without termination penalty. Where legally required or expressly imposed by MPLAST, renewed affirmative acceptance shall be obtained before continued participation under amended terms.
13.5. On permanent closure, MPLAST shall reconcile and settle valid unpaid Earned Commission, including final balances below ₹500, subject to legitimate adjustments, chargebacks, deductions and statutory deadlines. Reasonably unresolved amounts may remain pending only for proportionate verification with appropriate explanation. Closure itself shall not forfeit valid accrued amounts.
13.6. Subject to law, MPLAST shall not be liable solely for speculative future earnings, anticipated referral opportunities or commissions never earned arising from lawful Programme modification, discontinuation of manufacturing or supply, migration, suspension or closure.
13.7. Material Programme changes, including products, rates, attribution and eligibility, shall take effect prospectively from the stated date for orders placed thereafter. A later change shall not, by itself, rewrite historical eligibility or commission, subject to legitimate refunds, substantiated fraud, corrections and mandatory law.
14. Suspension, Withdrawal and Termination
14.1. An Affiliate may withdraw by written notice through the designated Programme channel. Withdrawal does not extinguish Earned Commission or surviving obligations. MPLAST may separately exercise protective suspension, termination for breach and commercial termination under this Section.
14.2. MPLAST may immediately restrict, suspend or deactivate referral facilities, coupons or account access where reasonably necessary to address credible suspected fraud, misleading promotion, unauthorised brand use, security or payment threats, serious non-compliance or material risk. It shall communicate grounds and provide a reasonable opportunity to respond when lawful and practicable. Suspension during investigation is not itself proof of wrongdoing.
14.3. MPLAST may terminate participation for material breach, established fraud or serious misconduct. Where a breach is reasonably remediable and immediate action is unnecessary, MPLAST shall ordinarily notify the concern and allow a reasonable opportunity to explain or cure it. Fraud, deliberate deception, unauthorised customer-money collection, serious security abuse and other materially non-remediable conduct may justify immediate termination.
14.4. MPLAST may terminate participation for legitimate non-disciplinary commercial reasons, including restructuring, sustained inactivity, changed eligibility, channel discontinuation or Programme closure. Where reasonably practicable, it shall provide appropriate advance notice, ordinarily fifteen (15) calendar days for a planned material withdrawal of participation. No compensation arises solely for speculative future referrals or opportunities never resulting in Earned Commission.
14.5. From termination’s effective date the Affiliate shall cease new Programme promotions and claims of current authorised status. New orders placed after termination shall not earn commission solely because an earlier referral cookie or link persists, unless MPLAST expressly provides a qualifying post-termination period in the termination notice or applicable Programme Rules. Orders placed before termination remain eligible for subsequent verification and settlement under their historical terms.
14.6. Suspension or termination does not automatically forfeit Earned Commission. MPLAST may withhold or reverse only amounts supported by actual eligibility rules, verified transactional adjustments, substantiated fraud or mandatory law. Confidentiality, lawful records, intellectual-property restrictions, overpayment corrections, accrued payment obligations, indemnity and dispute provisions survive where applicable.
15. Governing Law, Jurisdiction and Acceptance
15.1. This Agreement shall be governed by the laws of India. The parties acknowledge that MPLAST carries on its principal business at Jalandhar, Punjab, and, to the extent factually applicable, undertakes material Programme administration, contractual decisions, commission verification, accounting and payment instructions from Jalandhar. Subject to the Code of Civil Procedure, 1908 and other applicable law, where the competent civil courts at Jalandhar otherwise possess territorial, pecuniary and subject-matter jurisdiction, those courts shall have EXCLUSIVE jurisdiction over contractual disputes arising from this Agreement, including commission, Affiliate eligibility, modification and termination, to the exclusion of other otherwise competent civil courts. Nothing confers jurisdiction on an incompetent court or excludes a mandatory statutory tribunal, forum or non-excludable remedy.
15.2. If any provision is held invalid, illegal or unenforceable, it shall be limited or severed only to the extent necessary, without invalidating the remaining lawful provisions. Failure or delay to enforce a right does not by itself waive that right. Neither party shall be liable for a delay in a non-monetary obligation to the extent directly caused by an event beyond its reasonable control, provided it takes reasonable steps to mitigate the effect and notifies the other party where practicable. No such event shall automatically extinguish Earned Commission, an already accrued payment obligation or another non-excludable statutory obligation. Where continued performance becomes impracticable, MPLAST may exercise its lawful suspension or closure rights under Section 13, subject to final reconciliation and applicable law.
15.3. This Agreement and the versioned, effective-dated Programme Rules expressly incorporated by reference govern participation. The Privacy Policy separately addresses privacy and does not independently change commission entitlements. In case of inconsistency, mandatory law prevails, followed by this Agreement, followed by applicable product-specific and attribution conditions expressly authorised by this Agreement. A dashboard estimate or informal communication does not override those instruments. Historical transactions shall be assessed against applicable Order Time rules; MPLAST may not retrospectively withdraw a validly earned commission solely by changing a display. Contractual ambiguity shall be resolved under applicable law, not through unrestricted unilateral reinterpretation.
15.4. An Applicant shall have reasonable access to the current Agreement, identified by version and effective date, before acceptance. Acceptance shall require a separate affirmative action, such as an unchecked checkbox and application submission or a clearly equivalent control. Silence, mere browsing or a preselected box does not constitute acceptance. The Agreement binds the Applicant and MPLAST upon recorded acceptance followed by MPLAST’s approval unless a later effective date applies. Required marketing consent shall be collected separately. Fresh affirmative acceptance of amended terms shall be collected where required by law or made an express condition of participation.
15.5. MPLAST shall maintain reasonably secure, retrievable evidence of the Affiliate identity, exact Agreement text or verifiable version reference, version identifier, acceptance action, date and time, application source, recorded approval and any renewed acceptance. Technical evidence such as IP address, user agent and event identifier may be retained where reasonably necessary and lawful. Record integrity and retrievability shall be maintained with regard to the Information Technology Act, 2000, Bharatiya Sakshya Adhiniyam, 2023 and applicable retention law. Electronic acceptance does not dispense with proving consent where genuinely disputed.
15.6. Official notices may be given to the latest registered Affiliate email address, via the Programme Page or via the dashboard as appropriate. Material planned adverse changes and terminations shall ordinarily be individually communicated by registered email where reasonably practicable, with publication where appropriate. The Affiliate shall keep contact details current. MPLAST shall retain reasonable evidence of material notice content, dispatch, publication and effective dates. A known failed delivery shall not automatically be deemed successful personal receipt. Mandatory statutory service requirements prevail. A draft does not open the Programme or create commission rights.
15.7. Nothing in this Agreement excludes or restricts any right, remedy, statutory forum, limitation period, obligation or protection that cannot lawfully be excluded or restricted. In the event of conflict, applicable mandatory law prevails. All provisions regarding final administrative decisions, exclusive territorial jurisdiction, suspension, termination, record retention and payment are to be construed subject to that rule.
16. Indemnification
16.1. To the extent permitted by applicable law, the Affiliate shall indemnify MPLAST and its lawful representatives against reasonable, documented third-party losses, damages, liabilities and legal expenses to the extent directly caused by the Affiliate’s fraud, wilful or materially unlawful conduct; materially false or misleading product claims or unauthorised warranties; infringement through material independently introduced or improperly altered by the Affiliate; unlawful disclosure or misuse of personal or confidential information; or a material breach of this Agreement resulting in a legally recoverable third-party loss.
16.2. This indemnity shall not apply to the extent the loss arises from MPLAST’s own unlawful conduct, negligence, defective products, misleading official instructions or other matters for which MPLAST is legally responsible.
16.3. MPLAST shall give reasonable claim notice where practicable and allow proportionate cooperation in defence. Delayed notice reduces the indemnity only to the extent material prejudice is caused. No settlement imposing a monetary obligation or admission on another party shall be agreed without that party’s prior written consent, not unreasonably withheld.
16.4. Nothing transfers liability that mandatory law prohibits MPLAST from transferring or restricts any statutory remedy.
17. Limitation of Liability
17.1. Subject to applicable law, MPLAST shall not be liable solely because of lawful Programme modification, suspension, technology migration, product discontinuation, termination or closure for speculative commissions, anticipated profits from referrals not producing qualifying orders, lost opportunities or remote and indirect consequential loss.
17.2. Subject to Section 17.3, MPLAST’s aggregate liability to an Affiliate for contractual damages arising out of this Agreement shall not exceed the greater of (a) commission paid or validly payable to that Affiliate in the twelve (12) months preceding the event giving rise to the claim; and (b) ₹25,000. This limitation does not reduce the separate obligation to pay Earned Commission validly due.
17.3. Nothing in this Section excludes or limits fraud, wilful misconduct, accrued commission obligations or a liability, statutory forum or remedy that cannot lawfully be excluded or limited.
17.4. MPLAST does not guarantee continued operation, uninterrupted tracking, sales volumes, product availability or any minimum future earnings.
18. Assignment, Technology Changes and Succession
18.1. The Affiliate may not assign, transfer, sell or dispose of its Programme account, referral identity or rights under this Agreement without MPLAST’s prior written approval.
18.2. MPLAST may replace websites, domains, tracking or payment technology, service providers, software and administrative systems without a new contract solely because of that operational replacement, subject to Sections 13 and 15.
18.3. MPLAST may transfer Programme operations in a genuine business restructuring, sale or lawful succession, provided that any transfer of contractual rights and obligations complies with applicable law and does not extinguish valid accrued commissions.
18.4. Where assignment or substitution of the contracting party legally requires Affiliate consent, MPLAST shall obtain that consent or lawfully terminate and settle the existing relationship before implementing the transfer against that Affiliate.
19. Compliance Records and Cooperation
19.1. Affiliates shall maintain reasonable records sufficient to demonstrate compliance with material advertising disclosures, required recipient consents, intellectual-property permissions and promotional obligations for periods required by applicable law.
19.2. Where there are reasonable grounds to investigate misleading advertising, fraud, unlawful communications, unauthorised technical claims or material breach, the Affiliate shall provide proportionate cooperation and relevant records lawfully in its possession or control.
19.3. Neither party is required by this Agreement to surrender legally privileged material, unrelated private information or information whose disclosure is prohibited by law.
19.4. MPLAST may retain relevant acceptance, referral, settlement, payment, fraud-investigation and dispute records for statutory periods and such additional reasonable period as is lawful and necessary to establish, exercise or defend claims, subject to applicable privacy requirements.
19.5. This Section survives termination to the extent reasonably necessary and legally permissible.