NIAT | NxtWave Institute of Advanced Technologies

Terms & Conditions for the Affiliate Referral Program

Effective from: 05th of March, 2025

These terms & conditions ("T&Cs") are for the Affiliate Referral Program (hereinafter referred to as "Partner Program") for the programs/courses (hereinafter referred to as “Program”) offered under NxtWave Institute of Advance Technologies (hereinafter referred to as “NIAT”) initiative by NxtWave Disruptive Technologies Pvt. Ltd. (hereinafter referred to as "NxtWave" or "Company"). Please read these T&Cs carefully before participating in the Partner Program. By participating in the Partner Program, you agree to be bound by these T&Cs, which are in addition to and subject to NxtWave’s “Terms of Use” and “Privacy Policy”.

Agreeing to the T&C hereby means that you consent, agree, and undertake to participate in the Partner Program in accordance with the agreed terms and conditions. If you do not agree with any part of the T&C, please do not participate in the Partner Program.

1. Definitions & Interpretation

For the purposes of this T&C, unless there is anything in the subject or context inconsistent therewith, the capitalized terms listed below shall have the following meanings:

“Admission Fee” The initial non-refundable fee payable by a Referral at the time of enrollment to reserve their seat in the Program. Payment of the Admission Fee is a prerequisite for further processing of enrollment and securing participation in the Program.
“Affiliate Policies” The policies applicable to affiliates that we may make available to you from time to time.
“Affiliate(s) or Partner(s)” Any individual, organization, or business entity that has been approved by the Company to promote the Program and is entitled to earn Rewards for successful enrollments. Partners are responsible for marketing and selling the Program to potential Referrals through various channels utilizing their unique Invitation Code or Invitation Link provided by the Company. Partners are expected to accurately and transparently represent the Program, comply with all applicable laws and regulations, and adhere to the Company’s guidelines and ethical standards.
“Application Form” The official form that a Referral is required to complete and submit as part of the enrollment process for the Program. The Application Form captures essential personal and academic details necessary for eligibility assessment.
“Bonus” shall mean any additional amount other than the Reward that is given to the Partner by the Company based on the performance at the sole discretion of the Company.
“Campus Visit Scheduling Form” The official form that a Referral must complete to schedule a visit to an NIAT campus/experience centre. This form serves as a formal request and allows the Company to coordinate the visit accordingly.
“Campus Visit Completion” The status attained when a Referral has physically visited the NIAT campus/experience centre and completed all prescribed activities, such as campus tours, counseling sessions, or other engagement Programs, as determined by the Company.
“Confidential Information” Any information, whether oral, written, electronic, or in any other form, that is disclosed by the Company to the Partner and is designated as confidential or that reasonably should be understood to be confidential, given the nature of the information and the circumstances of disclosure. Confidential Information includes, but is not limited to, all non-public information relating to the Company's business, products, services, research and development, technology, software, trade secrets, know-how, business plans, strategies, forecasts, customer and supplier information, financial data, pricing, marketing plans, and any other information that is identified as confidential or proprietary. Confidential Information also includes all copies, summaries, notes, analyses, and other derivatives of such information.
“Enrollment” The process by which a Referral completes all necessary steps and requirements to register for the Program. Enrollment is achieved when the Referral makes the first-term payment of the Program as determined by the Company. Enrollment is considered complete only when all financial transactions are successfully processed, any required documentation is signed and/or submitted, and the Referral is officially registered in the Company’s system for the Program.
“Program Fee” shall mean the fee charged by the Company for the Program. The Program fee may vary across campuses.
“Invitation Code” A unique alphanumeric identifier assigned to each Partner by the Company. This code is used to track and credit the Partner for successful Referrals who enroll in the Program. The Invitation Code must be entered by the Referral during the registration or payment process to ensure the Partner receives the appropriate Reward and bonuses.
“Invitation Link(s)” The customized weblink(s) provided to each Partner containing their unique Invitation Code embedded within the URL. These links are designed for easy sharing and can be used by Referrals to register for or make payments towards the Program. When a Referral uses an Invitation Link, the Partner’s unique code is automatically recorded, ensuring that the Partner is credited for the Referral’s enrollment.
“Referral” Any individual who is introduced to the Program by a Partner and who successfully applies for the NIAT Entrance Test or submits a Campus Visit Scheduling Form through the Partner’s unique Invitation link or Invitation Code and completes Enrollment into the Program. To be recognized as a valid Referral, the individual must use the Partner's unique Invitation link or Invitation Code during the registration and payment process. The Referral must complete all necessary steps and meet all requirements as specified by the Company for their enrollment to be considered successful and for the Partner to earn the corresponding Reward.
“Reward” The monetary compensation earned by a Partner for each successful Enrollment of a Referral into the Program. The amount of the reward is determined by NxtWave and is subject to the specific payment plan the Partner is eligible for.
“Webinar” shall mean the online session (live or recorded) to be attended by the Referrals as prescribed by the Company to enroll for the Program.

For the purposes of this T&C, unless there is anything in the subject or context inconsistent therewith, the capitalized terms listed below shall have the following meanings:

“Admission Fee” The initial non-refundable fee payable by a Referral at the time of enrollment to reserve their seat in the Program. Payment of the Admission Fee is a prerequisite for further processing of enrollment and securing participation in the Program.
“Affiliate Policies” The policies applicable to affiliates that we may make available to you from time to time.
“Affiliate(s) or Partner(s)” Any individual, organization, or business entity that has been approved by the Company to promote the Program and is entitled to earn Rewards for successful enrollments. Partners are responsible for marketing and selling the Program to potential Referrals through various channels utilizing their unique Invitation Code or Invitation Link provided by the Company. Partners are expected to accurately and transparently represent the Program, comply with all applicable laws and regulations, and adhere to the Company’s guidelines and ethical standards.
“Application Form” The official form that a Referral is required to complete and submit as part of the enrollment process for the Program. The Application Form captures essential personal and academic details necessary for eligibility assessment.
“Bonus” shall mean any additional amount other than the Reward that is given to the Partner by the Company based on the performance at the sole discretion of the Company.
“Campus Visit Scheduling Form” The official form that a Referral must complete to schedule a visit to an NIAT campus/experience centre. This form serves as a formal request and allows the Company to coordinate the visit accordingly.
“Campus Visit Completion” The status attained when a Referral has physically visited the NIAT campus/experience centre and completed all prescribed activities, such as campus tours, counseling sessions, or other engagement Programs, as determined by the Company.
“Confidential Information” Any information, whether oral, written, electronic, or in any other form, that is disclosed by the Company to the Partner and is designated as confidential or that reasonably should be understood to be confidential, given the nature of the information and the circumstances of disclosure. Confidential Information includes, but is not limited to, all non-public information relating to the Company's business, products, services, research and development, technology, software, trade secrets, know-how, business plans, strategies, forecasts, customer and supplier information, financial data, pricing, marketing plans, and any other information that is identified as confidential or proprietary. Confidential Information also includes all copies, summaries, notes, analyses, and other derivatives of such information.
“Enrollment” The process by which a Referral completes all necessary steps and requirements to register for the Program. Enrollment is achieved when the Referral makes the first-term payment of the Program as determined by the Company. Enrollment is considered complete only when all financial transactions are successfully processed, any required documentation is signed and/or submitted, and the Referral is officially registered in the Company’s system for the Program.
“Program Fee” shall mean the fee charged by the Company for the Program. The Program fee may vary across campuses.
“Invitation Code” A unique alphanumeric identifier assigned to each Partner by the Company. This code is used to track and credit the Partner for successful Referrals who enroll in the Program. The Invitation Code must be entered by the Referral during the registration or payment process to ensure the Partner receives the appropriate Reward and bonuses.
“Invitation Link(s)” The customized weblink(s) provided to each Partner containing their unique Invitation Code embedded within the URL. These links are designed for easy sharing and can be used by Referrals to register for or make payments towards the Program. When a Referral uses an Invitation Link, the Partner’s unique code is automatically recorded, ensuring that the Partner is credited for the Referral’s enrollment.
“Referral” Any individual who is introduced to the Program by a Partner and who successfully applies for the NIAT Entrance Test or submits a Campus Visit Scheduling Form through the Partner’s unique Invitation link or Invitation Code and completes Enrollment into the Program. To be recognized as a valid Referral, the individual must use the Partner's unique Invitation link or Invitation Code during the registration and payment process. The Referral must complete all necessary steps and meet all requirements as specified by the Company for their enrollment to be considered successful and for the Partner to earn the corresponding Reward.
“Reward” The monetary compensation earned by a Partner for each successful Enrollment of a Referral into the Program. The amount of the reward is determined by NxtWave and is subject to the specific payment plan the Partner is eligible for.
“Webinar” shall mean the online session (live or recorded) to be attended by the Referrals as prescribed by the Company to enroll for the Program.

2. Eligibility and Participation

To be eligible to join the Partner Program, you must agree to the Partner Program terms and conditions. In the application, you are required to provide your full name and any other requested information. Upon signing up for the Program, we will review your application. We reserve the right at our sole discretion to reject your application or re-evaluate it at any point in time.
You are permitted to create and use only one Affiliate account. You will receive a confirmation of your participation once your application is approved. Upon approval, you may have direct access to your affiliate dashboard, personal Invitation Code, and Invitation Link.
The Partner’s primary role is to act as a promoter for the Company, introducing potential Referrals to the Program. You are allowed to use your Invitation Code and Invitation Link to refer potential participants to the Program.
As a Partner in the Partner Program, you are authorized to market and promote the Program. To assist you, marketing materials such as banners, brochures, posters, digital assets and guidebooks will be provided through your dashboard or E-mail or WhatsApp or any other medium deemed appropriate by the Company.
The Partner is responsible for ensuring that all promotional information is kept up to date. For example, if there are changes in pricing, packages, or services at NxtWave, it is the Partner’s sole responsibility to update the information accordingly.
Partners must be onboarded through an authorized Company representative. Partners must complete the onboarding form and accept these Terms. Partners must be at least 18 years old and legally capable of entering into binding agreements.

3. Referral Ownership and Qualification

A Referral shall be deemed valid only if the individual has registered through the Partner’s unique Invitation Link and/or Invitation Code and has followed the prescribed process set forth in these Terms and Conditions.
The ownership and validity of a Referral shall be subject to the following conditions and timeframes, and failure to comply with any of the below stages shall result in the forfeiture of ownership by the Partner:
1. From the date of initiating the application form and/or submitting the Campus Visit Scheduling Form, the Referral shall have a maximum period of thirty (30) days to complete the campus visit. Following the completion of the campus visit, the Referral shall have a period of ten (10) days to complete the payment of the admission fee. These timelines may be revised from time to time at the sole discretion of the Company.
Following the Completion of the Campus Visit based on the communications extended by the Company, the referral will have to make a successful payment of the first term fee for qualifying into a successful enrollment.
A Partner shall retain ownership of a Referral only if the Referral adheres to all the aforementioned conditions within the stipulated timeframes. Any failure to meet the prescribed requirements shall result in the automatic loss of Referral ownership, and the Partner shall no longer be eligible for any associated Rewards.
Notwithstanding Clause D, if a Referral does not adhere to the stipulated criteria but has not been acquired through any other channel or by another Partner, the Company may, at its sole discretion, allow the Partner to retain ownership. In such cases, provided the Referral successfully completes enrollment, the Partner shall remain eligible for the corresponding Reward.
If a Referral visits an NIAT campus prior to registering through the Partner’s unique Invitation Link or Invitation Code, the Partner shall have no claim to the Referral and shall not be entitled to any Rewards in respect of such Referral’s enrollment. However, if the Referral enrolls through the Partner’s link after a period of 30 days from the date of the campus visit, this restriction shall no longer apply.
In instances where multiple Partners claim ownership over the same Referral, the Company shall have the exclusive authority to determine the final ownership of the Referral. The Company’s decision in this regard shall be final, binding, and not subject to dispute.
Only digital form submissions completed through the Partner’s unique Invitation Link shall be deemed valid for Referral ownership and Reward eligibility. Any Referral communicated through verbal confirmation, WhatsApp, email, or any other unofficial means shall not be recognized for the purposes of Referral ownership.
Mere registration for a Webinar, filling of the Application Form, or Campus Visit Form shall not, in itself, qualify a Referral for ownership or Reward entitlement. The Webinar shall be treated solely as an educational and nurturing resource for prospective students and parents and shall not establish Referral ownership in favor of a Partner.

4. Non-Exclusivity

These Terms and Conditions do not create an exclusive agreement between the Partner and the Company. The Company retains the right to engage other Partners to promote, sell, and support their products and services.
However, the Partner agrees not to engage directly or indirectly with any other company or entity that offers products or services similar to those of NxtWave during the term of this Agreement and for a period of twelve (12) months following the termination of this Agreement. The Partner shall not provide any services or support to any competitors of the Company that would conflict with the interests of the Company.

5. Relationship of the Parties

The relationship between the Company and the Partner is that of independent contractors. Nothing in these T&Cs shall be construed to create a partnership, joint venture, or employer-employee relationship between the parties.

6. Rewards and Payouts

Reward Structure (Pay-per-Enrollment Model)

The Partner shall be entitled to Rewards based on the number of successful enrollments completed within the specified slabs. The applicable payout per enrollment shall be as follows:

Enrollment Slab

Payout Per Enrollment (INR)

1 – 2 Enrollments

₹20,000 per enrollment (exclusive of applicable TDS)

3 - 5 Enrollments

₹25,000 per enrollment (exclusive of applicable TDS)

5 + Enrollments

₹30,000 per enrollment (exclusive of applicable TDS)

Illustrative Examples:

10 enrollments: (2 × ₹20,000) + (3 × ₹25,000) + (5 × ₹30,000) = ₹2,65,000
20 enrollments: (2 × ₹20,000) + ( 3× ₹25,000) + (15 × ₹30,000) = ₹5,65,000
35 enrollments: (2 × ₹20,000) + (3 × ₹25,000) + (30 × ₹30,000) = ₹10,15,000

Illustrative Examples:

10 enrollments:
(2 × ₹20,000) + (3 × ₹25,000) + (5 × ₹30,000) = ₹2,65,000
20 enrollments:
(2 × ₹20,000) + ( 3× ₹25,000) + (15 × ₹30,000) = ₹5,65,000
35 enrollments:
(2 × ₹20,000) + (3 × ₹25,000) + (30 × ₹30,000) = ₹10,15,000

B. Payment Schedule

The Rewards shall be disbursed in two tranches in the following manner:

Payment One: ₹4,000 shall be paid within thirty (30) days from the date of the Admission Fee payment by the Referral.
Payment Two: The remaining payout shall be disbursed after thirty (30) days from the Referral’s commencement of term-1 classes, provided that all conditions outlined in these Terms and Conditions are met.

C. Eligibility for Rewards

The Partner shall be eligible for Rewards only if the Referral has completed the enrollment process, including the full payment of both the Admission Fee and the term-1 fee. In cases where the Admission Fee has been paid but the term-1 fee remains unpaid beyond the deadline set by the Company, the Partner shall not be entitled to any Rewards under this Clause.

D. Adjustments and Refunds

Any Rewards previously disbursed based on the Admission Fee payment shall be subject to refund or adjustment under the following conditions:

If the Referral fails to complete the term-1 fee payment or requests for a refund for any reason whatsoever, the Company reserves the right to recover the amount from future payouts due to the Partner.
If any refund of the Admission Fee is processed due to false commitments or ineligibility of the Referral or for any other reason, the Partner shall forfeit the right to claim any Rewards for that Referral, even if the issue is later resolved by NIAT.

E. Exemptions from Reward Eligibility

The Partner shall not be eligible for Rewards under the following circumstances:

If the Referral is granted a fee concession, scholarship, or waiver of any portion of the Admission or Program Fee.
If the Referral enrolls in/transfers to any other NxtWave product that is not part of the Program.

7. Payment Terms

The amount of the Reward to be paid will be subject to applicable statutory deductions such as TDS.
The Reward and other benefits are inclusive of all applicable taxes, duties, and levies
The Partner shall be eligible for Reward only if the Referral uses the Partner's Invitation Code or Invitation Link during:
III (a) Admission Fee and any further payments, if applicable.
III (b) Final payment if the Referral does not use the option of Admission Fee or does not use any code during seat reservation.
For clarity, the Reward shall not be granted to the Partner for enrollments made through any other Partner’s Invitation Link or Invitation Code. In case of any disputes, the decision of the Company shall be final and binding
Reward shall not be paid if the Referral claims a refund before the disbursal of the Reward. If the Referral claims a refund post the payment of the Reward, then the Reward paid to the Partner shall be recovered or deducted/adjusted in future Rewards payable to the Partner.
If the Company receives multiple refund requests from Referrals of a particular Partner and suspects misuse of the Partner Program or Program by either the Referrals or the Partner, the Company may withhold any pending payments to the Partner. Additionally, any Reward already paid to the Partner shall be recovered or deducted/adjusted from future Rewards payable to the Partner.
If the Company receives more than three consecutive refund requests or more than three refund requests within a month from Referrals of a particular Partner and/or suspects misuse of the Partner Program or Program by either the Referrals or the Partner, the Company may at its sole discretion immediately suspend the Partner’s participation in the Partner Program. Additionally, the Company may withhold any pending payments to the Partner. Any Reward already paid to the Partner shall be recovered or deducted/adjusted from future Rewards payable to the Partner.
If the Partner does not raise the invoice within 120 days from the date of notifying the Partner about their eligibility to claim the Reward with respect to a Referral, the Partner shall forfeit the right to claim and/or receive the unclaimed Reward for that Referral.
The Reward structure and amounts mentioned above are for indicative purposes only. The Company reserves the right to modify the terms of the Reward, including its structure and amounts, at its sole discretion and on a Partner-by-Partner basis.
The Partner will not receive any additional Reward if their Referral, who is an existing customer of a Program, upgrades or changes to any other Program in the future.
Payment Timeline: The Partner shall generate and submit invoices for the Reward accrued during a specific week (Monday-Sunday) after the conclusion of that respective week. The payment will be processed within 7 working days of receiving the invoice, provided the Company doesn’t seek any clarification or further information related to the invoice. The Company reserves the right to provide a Bonus to the Partner at any given time at its sole discretion.

8. Marketing and Branding Guidelines

Partners must use only the marketing and branding materials provided or approved by the Company. Unauthorized use of the Company’s brand, logo, or other intellectual property is strictly prohibited.
Partners must adhere to the Company's branding guidelines, ensuring that all representations of the Company’s brand are consistent with the provided standards. Any deviations must be approved in writing by the Company.
Partners must accurately represent the Company's products, services, and Programs, ensuring that all information provided to potential Referrals is truthful, transparent, and not misleading.
Partners must not engage in any misleading, deceptive, or unethical marketing practices, including but not limited to false advertising, spamming, unauthorized telemarketing, or making unsupported claims about the Company’s offerings.
Any custom marketing materials created by the Partner that include the Company's branding must be submitted to the Company for approval before use. This includes but is not limited to flyers, brochures, social media posts, and online advertisements.
The Company will review submitted materials within 10 business days. The Partner must not use the materials until receiving written approval from the Company.
Partners are encouraged to promote the Company’s Programs on their social media channels, provided they adhere to the Company's branding guidelines and avoid any form of spamming or excessive posting.
Partners may use their websites and email marketing campaigns to promote the Company’s Programs but must ensure compliance with applicable laws, including anti-spam regulations, and obtain necessary consents from recipients.
Partners must not disclose any confidential information of the Company in their marketing materials. This includes proprietary information, pricing details not publicly available, and any other sensitive information.
The Company reserves the right to monitor the Partner’s marketing activities to ensure compliance with these guidelines. Partners must provide access to relevant marketing materials and records upon request.
If the Company identifies any non-compliance with these guidelines, the Partner must immediately rectify the issue. Repeated or severe non-compliance may result in the termination of the Partner’s participation in the Program and forfeiture of any earned Rewards.
Partners must ensure that any testimonials or reviews used in their marketing are genuine and reflect the actual experiences of the individuals providing them.
Partners must obtain explicit permission from individuals before using their testimonials or reviews in any marketing materials.
Partners must not use prohibited platforms or engage in practices such as click fraud, unauthorized affiliate networks, or any other methods that violate the Company’s marketing policies.
Partners must engage in ethical marketing practices and refrain from activities that could harm the Company’s reputation or violate applicable laws.

General Obligations

The Company reserves the right to modify, amend, substitute, or cancel any part of these terms at any time, including the termination of the Partner Program, with or without prior notice. Continued participation in the Partner Program will constitute deemed acceptance of the updated terms and conditions.
The Partner acknowledges and accepts that the Reward may be subject to change at any time. The request must follow the latest format prescribed by the Company. The Company's decision regarding such requests shall be final.
The Company reserves the right to block the Invitation Link or Invitation Code in case the Partner mishandles or wrongly uses the Invitation Code or Invitation Link at its sole discretion. In such cases, the Company may withhold Reward payments, recover any previously paid amounts, or adjust future invoices. The Company's decision in such matters will be final.
The Partner cannot use their own unique Invitation Code or Invitation Link to register for any Program for themselves.
The Partner must accurately represent the Company's courses and initiatives, ensuring that the information provided to potential Referrals is truthful, transparent, and not misleading. Partners must adhere to ethical and legal marketing practices and avoid any form of spamming, unauthorized telemarketing, or misleading advertising.
The Partner must refrain from publicly sharing their Invitation Code or Invitation Link on social media platforms.
All payments, if any, shall be made exclusively to NxtWave’s designated bank account. Under no circumstances shall Partners engage in direct financial transactions with Referrals. The Partner shall not engage in any misleading, deceptive, or fraudulent practices, including but not limited to making false commitments or misrepresentations regarding the Program. The Partner is expressly prohibited from altering, modifying, or misrepresenting the fee structure or any other terms and conditions established by the Company. Any violation of this provision shall constitute a material breach of these Terms and Conditions, entitling the Company to take appropriate legal and remedial action, including but not limited to termination of the Partner’s participation in the Program and forfeiture of any accrued Rewards.

The Company reserves the right to modify, amend, substitute, or cancel any part of these terms at any time, including the termination of the Partner Program, with or without prior notice. Continued participation in the Partner Program will constitute deemed acceptance of the updated terms and conditions.
The Partner acknowledges and accepts that the Reward may be subject to change at any time. The request must follow the latest format prescribed by the Company. The Company's decision regarding such requests shall be final.
The Company reserves the right to block the Invitation Link or Invitation Code in case the Partner mishandles or wrongly uses the Invitation Code or Invitation Link at its sole discretion. In such cases, the Company may withhold Reward payments, recover any previously paid amounts, or adjust future invoices. The Company's decision in such matters will be final.
The Partner cannot use their own unique Invitation Code or Invitation Link to register for any Program for themselves.
The Partner must accurately represent the Company's courses and initiatives, ensuring that the information provided to potential Referrals is truthful, transparent, and not misleading. Partners must adhere to ethical and legal marketing practices and avoid any form of spamming, unauthorized telemarketing, or misleading advertising.
The Partner must refrain from publicly sharing their Invitation Code or Invitation Link on social media platforms.
All payments, if any, shall be made exclusively to NxtWave’s designated bank account. Under no circumstances shall Partners engage in direct financial transactions with Referrals. The Partner shall not engage in any misleading, deceptive, or fraudulent practices, including but not limited to making false commitments or misrepresentations regarding the Program. The Partner is expressly prohibited from altering, modifying, or misrepresenting the fee structure or any other terms and conditions established by the Company. Any violation of this provision shall constitute a material breach of these Terms and Conditions, entitling the Company to take appropriate legal and remedial action, including but not limited to termination of the Partner’s participation in the Program and forfeiture of any accrued Rewards.

Termination

The Company reserves the right to terminate the Partner's participation in the Partner Program with or without prior notice under the following circumstances:
1. If the Partner's participation negatively impacts the brand or goodwill associated with any of the Company’s Intellectual Property.
2. If the Partner provides false or misleading information or makes any misrepresentation to induce the Company into entering this Partner Program.
3. If the Partner is involved in any fraudulent activity, including but not limited to generating fake leads, using deceptive marketing practices, or manipulating Invitation Links and/or Invitation Codes.
4. If the Partner fails to comply with any applicable laws, regulations, or industry standards.
5. If the Partner discloses any confidential information of the Company without prior written consent.
6. If the Partner infringes on the Company’s intellectual property rights.
7. If the Partner engages in activities that present a conflict of interest with the Company’s business interests.
8. If the Partner consistently fails to meet performance targets or quality standards as outlined by the Company.
9. If the Partner fails to reimburse the Company for any Rewards paid on enrollments for which a Referral has sought a refund.
10. If the Partner breaches any of the terms and conditions outlined in the Partner Program or Affiliate Policies or any other terms and conditions set forth by the Company.
In the above circumstances, NxtWave reserves the right to:
1. Immediately terminate the Partner’s participation in the Program.
2. Forfeit any earned Rewards.
3. Pursue legal action if necessary.
The Company may terminate the Partner’s participation in the Partner Program at any time with or without cause upon 30 days’ written notice to the other party. Upon termination for convenience, the Partner shall cease all promotion of the Program and return or destroy any confidential information or materials provided by the Company.

The Company reserves the right to terminate the Partner's participation in the Partner Program with or without prior notice under the following circumstances:
1. If the Partner's participation negatively impacts the brand or goodwill associated with any of the Company’s Intellectual Property.
2. If the Partner provides false or misleading information or makes any misrepresentation to induce the Company into entering this Partner Program.
3. If the Partner is involved in any fraudulent activity, including but not limited to generating fake leads, using deceptive marketing practices, or manipulating Invitation Links and/or Invitation Codes.
4. If the Partner fails to comply with any applicable laws, regulations, or industry standards.
5. If the Partner discloses any confidential information of the Company without prior written consent.
6. If the Partner infringes on the Company’s intellectual property rights.
7. If the Partner engages in activities that present a conflict of interest with the Company’s business interests.
8. If the Partner consistently fails to meet performance targets or quality standards as outlined by the Company.
9. If the Partner fails to reimburse the Company for any Rewards paid on enrollments for which a Referral has sought a refund.
10. If the Partner breaches any of the terms and conditions outlined in the Partner Program or Affiliate Policies or any other terms and conditions set forth by the Company.
In the above circumstances, NxtWave reserves the right to:
1. Immediately terminate the Partner’s participation in the Program.
2. Forfeit any earned Rewards.
3. Pursue legal action if necessary.
The Company may terminate the Partner’s participation in the Partner Program at any time with or without cause upon 30 days’ written notice to the other party. Upon termination for convenience, the Partner shall cease all promotion of the Program and return or destroy any confidential information or materials provided by the Company.

Confidentiality

The Partner shall maintain the confidentiality of any proprietary or confidential information provided by the Company in written or verbal form during the course of their association with the Company and shall not disclose such information to third parties without prior written consent of the Company. The Partner shall immediately return or destroy the Confidential Information upon the Company's request. Confidential Information shall include, but not be limited to, any copies or abstracts made thereof as well as any modules, samples, prototypes, or parts thereof. The terms and conditions of this Partner Referral Program shall be treated as confidential.
Partners must implement reasonable security measures to protect the personal data of Referrals and prevent unauthorized access or breaches. Any breach of confidentiality or failure to secure data appropriately will result in immediate termination of the agreement and potential legal action. Partners must notify NxtWave immediately in the event of any data breach or unauthorized access to confidential information.

The Partner shall maintain the confidentiality of any proprietary or confidential information provided by the Company in written or verbal form during the course of their association with the Company and shall not disclose such information to third parties without prior written consent of the Company. The Partner shall immediately return or destroy the Confidential Information upon the Company's request. Confidential Information shall include, but not be limited to, any copies or abstracts made thereof as well as any modules, samples, prototypes, or parts thereof. The terms and conditions of this Partner Referral Program shall be treated as confidential.
Partners must implement reasonable security measures to protect the personal data of Referrals and prevent unauthorized access or breaches. Any breach of confidentiality or failure to secure data appropriately will result in immediate termination of the agreement and potential legal action. Partners must notify NxtWave immediately in the event of any data breach or unauthorized access to confidential information.

Data Protection and Privacy

Partners must comply with all applicable data protection and privacy laws, regulations, and guidelines, including but not limited to the Digital Personal Data Protection Act 2023 and any other applicable data privacy laws in their respective jurisdictions.
Partners shall collect and process Personal Data only for the purposes of fulfilling their obligations under these T&Cs and not for any other purpose unless explicitly agreed upon in writing by the Company.
Partners shall ensure that the Personal Data collected is adequate, relevant, and limited to what is necessary in relation to the purposes for which it is processed.
Partners must ensure that they obtain explicit, informed consent from individuals before collecting, using, or sharing their Personal Data. Partners must keep a record of such consents.
Partners must provide individuals with an easy way to withdraw their consent at any time. Partners must promptly comply with any withdrawal of consent and cease processing the individual's Personal Data unless there is another legal basis for processing.
Partners must allow individuals to access their Personal Data and request corrections if the data is inaccurate or incomplete.
Partners must comply with requests from individuals to delete their Personal Data unless there is a legal obligation to retain it.
Partners must implement appropriate measures to protect Personal Data against unauthorized or unlawful processing, accidental loss, destruction, or damage.
Partners must promptly notify the Company of any data breach involving Personal Data within 24 hours of becoming aware of the breach. Partners must also take immediate steps to mitigate the breach and prevent further incidents.
Partners must retain Personal Data only for as long as necessary to fulfill the purposes for which it was collected or as required by applicable laws.
Partners must securely delete or anonymize Personal Data that is no longer needed in a manner that ensures it cannot be reconstructed or read when it is no longer required or upon the request of the Company or individuals.

Partners must comply with all applicable data protection and privacy laws, regulations, and guidelines, including but not limited to the Digital Personal Data Protection Act 2023 and any other applicable data privacy laws in their respective jurisdictions.
Partners shall collect and process Personal Data only for the purposes of fulfilling their obligations under these T&Cs and not for any other purpose unless explicitly agreed upon in writing by the Company.
Partners shall ensure that the Personal Data collected is adequate, relevant, and limited to what is necessary in relation to the purposes for which it is processed.
Partners must ensure that they obtain explicit, informed consent from individuals before collecting, using, or sharing their Personal Data. Partners must keep a record of such consents.
Partners must provide individuals with an easy way to withdraw their consent at any time. Partners must promptly comply with any withdrawal of consent and cease processing the individual's Personal Data unless there is another legal basis for processing.
Partners must allow individuals to access their Personal Data and request corrections if the data is inaccurate or incomplete.
Partners must comply with requests from individuals to delete their Personal Data unless there is a legal obligation to retain it.
Partners must implement appropriate measures to protect Personal Data against unauthorized or unlawful processing, accidental loss, destruction, or damage.
Partners must promptly notify the Company of any data breach involving Personal Data within 24 hours of becoming aware of the breach. Partners must also take immediate steps to mitigate the breach and prevent further incidents.
Partners must retain Personal Data only for as long as necessary to fulfill the purposes for which it was collected or as required by applicable laws.
Partners must securely delete or anonymize Personal Data that is no longer needed in a manner that ensures it cannot be reconstructed or read when it is no longer required or upon the request of the Company or individuals.

Anti-Bribery and Anti-Corruption

Partners must comply with all applicable anti-bribery and anti-corruption laws, including but not limited to the Prevention of Corruption Act 1988.
Partners must not offer, promise, give, request, or accept any bribes, kickbacks, or other forms of improper payments or inducements, whether directly or indirectly.

Partners must comply with all applicable anti-bribery and anti-corruption laws, including but not limited to the Prevention of Corruption Act 1988.
Partners must not offer, promise, give, request, or accept any bribes, kickbacks, or other forms of improper payments or inducements, whether directly or indirectly.

Force Majeure

Neither the Company nor the Partner shall be liable for any failure to perform its obligations under these T&Cs if such failure results from circumstances beyond its reasonable control, including but not limited to natural disasters, war, strikes, or governmental action.
The affected Company or Partner must promptly notify the other party of the force majeure event and take reasonable steps to mitigate its effects.

Neither the Company nor the Partner shall be liable for any failure to perform its obligations under these T&Cs if such failure results from circumstances beyond its reasonable control, including but not limited to natural disasters, war, strikes, or governmental action.
The affected Company or Partner must promptly notify the other party of the force majeure event and take reasonable steps to mitigate its effects.

Audit Rights

The Company reserves the right to audit the Partner’s records and practices related to their participation in the Partner Program to ensure compliance with these T&Cs.
Partners must fully cooperate with any audits and provide access to relevant documents and information.

The Company reserves the right to audit the Partner’s records and practices related to their participation in the Partner Program to ensure compliance with these T&Cs.
Partners must fully cooperate with any audits and provide access to relevant documents and information.

Indemnification

Partner agrees to indemnify, defend, and hold the Company, its affiliates, officers, directors, employees, agents, and representatives harmless from any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to (i) their participation in the Program. Partner shall indemnify the Company against any claims or actions brought by third parties arising from their breach of confidentiality obligation, unauthorized use or disclosure of confidential information, or any other violation of the terms and conditions of the Program. The indemnification obligations shall survive the completion or termination of the Program. The Company shall promptly notify the Partner of any claims or actions subject to indemnification and the Partner shall cooperate fully in the defense of such claims.

Limitation of Liability

The Company’s liability under these Terms and Conditions shall be limited to the total Rewards payable to the Partner. Under no circumstances shall the Company be liable for any indirect, incidental, consequential, special, or punitive damages, including but not limited to loss of profits, data, or use, incurred by the Partner or any third party, whether in an action in contract or tort, even if the Company has been advised of the possibility of such damages.
The Partner’s liability under these Terms and Conditions shall be limited to direct damages resulting from the Partner’s breach of these Terms and Conditions or gross negligence up to the total amount of Rewards received by the Partner in the twelve (12) months preceding the claim. The Partner shall not be liable for any indirect, incidental, consequential, special, or punitive damages, including but not limited to loss of profits, data, or use, incurred by the Company or any third party, except in cases of willful misconduct or fraud.

Intellectual Property Rights

Any intellectual property, including but not limited to ideas, inventions, methodologies, processes, software, and materials created, developed, or produced by participants in the Program, shall be the sole and exclusive property of the Company. Participants hereby irrevocably assign, transfer, and convey all rights, titles, and interests in and to such intellectual property to the Company without any additional compensation. The Company shall have the right to use, modify, reproduce, distribute, display, and sublicense the intellectual property for any purpose, including but not limited to commercialization, marketing, and promotion, without any obligation to compensate participants. Participants warrant and represent that their participation in the Program and the creation of intellectual property do not infringe upon any third-party rights. Participants shall indemnify and hold the Company harmless against any claims or actions arising from the infringement of intellectual property rights. This intellectual property clause shall survive the completion or termination of the Program, and its terms and conditions shall be binding upon participants.

Assignment

The Partner shall not assign or transfer any of their rights or obligations under these T&Cs. Any purported assignment in violation of this provision shall be null and void. The Company may assign its rights and obligations under these T&Cs without the prior written consent of the Partner.

Warranty

The Partner represents and warrants that:
- They have the full right, power, and authority to enter into and perform their obligations under these T&Cs.
- Their participation in the Partner Program and any actions taken as a Partner will not infringe upon or violate the rights of any third party.
- They will comply with all applicable laws, regulations, and guidelines in the performance of their obligations under these T&Cs.
- They will perform their obligations with reasonable care and skill.
To the fullest extent permitted by applicable law, the Company disclaims all other warranties, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranties arising out of the course of dealing, usage, or trade.
The Company’s liability under this Agreement shall be limited to the total Rewards payable to the Partner. Under no circumstances shall the Company be liable for any indirect, incidental, consequential, special, or punitive damages, including but not limited to loss of profits, data, or use, incurred by the Partner or any third party, whether in an action in contract or tort, even if the Company has been advised of the possibility of such damages. The Company does not warrant against any third-party claims, including claims of infringement or misappropriation of intellectual property rights that may arise from the Partner’s use of the Program or the marketing materials provided by the Company.

Non-Disparagement

The Partner agrees not to engage in any conduct or communications, public or private, designed to disparage the Company, its products, services, or its employees. This obligation shall survive the termination of these T&Cs.

Governing Law, Jurisdiction & Dispute Resolution

These Terms & Conditions shall be governed by the laws of India only.
Both Parties hereby irrevocably agree to submit all disputes to the exclusive jurisdiction of Telangana Courts.
Any dispute or disagreement arising from or related to this agreement shall be resolved through mutual discussion within 30 days in the first instance, failing which it shall be resolved through arbitration in accordance with the Indian Arbitration and Conciliation Act 1996. The arbitration shall be conducted by a mutually agreed single arbitrator. The arbitration proceedings shall take place in Hyderabad, India, and be conducted in English. The arbitrator's decision shall be final and binding.

Miscellaneous

Entire Agreement: These Terms and Conditions, along with any other documents expressly incorporated by reference, constitute the entire agreement between the Partner and the Company with respect to the Partner Program.
Amendments: The Company reserves the right to modify, amend, or update these Terms and Conditions at any time. Any changes will be effective immediately upon posting on the Company’s website. Continued participation in the Partner Program constitutes acceptance of the modified terms.
Waiver: The failure of the Company or Partner to enforce any right or provision of these Terms and Conditions shall not constitute a waiver of future enforcement of that right or provision. A waiver of any right or provision will be effective only if in writing and signed by a duly authorized representative of the Company or Partner.
Severability: If any provision of these Terms and Conditions is held to be invalid, illegal, or unenforceable, the remaining provisions will continue in full force and effect. The invalid, illegal, or unenforceable provision will be modified to the minimum extent necessary to make it valid, legal, and enforceable.
Notices: Any notices or other communications required or permitted under these Terms and Conditions shall be in writing and delivered by hand, courier, mail, or email to the addresses specified by the parties. Notices will be deemed given when received by the recipient.