These Affiliate Terms constitute an agreement between you and Tech Square to collaborate with affiliate promotion for the organization. Affiliates and organizations will be referred to as “Party” collectively and as “Party” individually.

The affiliate must read and agree to all the terms and conditions of this Agreement by clicking the “I Accept” button, and the parties hereby acknowledge that making such action immediately a valid, effective, and legally binding agreement for good consideration between the parties.

This Agreement constitutes the complete and exclusive statement of the agreement of both parties to the content of this Agreement. The Company may, in its sole discretion, provide written approval from time to time with an amended version (s) of the Agreement.

Any subsequent performance of these obligations under the Agreement by Affiliate after the rectification agreement comes into force shall be deemed to be the Affiliate’s consent to such amended Agreement.

As such, the company is a leading e-commerce company in Bangladesh that is engaged in the provision of advertising services for the purpose of this agreement and is able to provide promotional services and content of channels to the affiliate organization for the purpose of increasing user traffic on their channels. The company may hire an affiliate and the affiliate receives such employment to run promotional campaigns in the region subject to the terms described herein.

1. Definition:

1.1 Advertising Content means any ad content provided by the organization to the Affiliate, for the sole purpose of conducting channel promotions, which will be published by the Affiliate in the Affiliate’s account under the terms set forth herein.

1.2 The term “affiliate” or “you” must have the meaning given in the prologue above (i.e. the first party named above, who will be hired and approved by the organization to promote the channels according to the terms of this agreement).

“Affiliate Account” means all advertising and/or promotional media used by the affiliate, including websites, applications, social media accounts, emails, audiovisual media channels (whether digital or traditional), newsletters, and affiliate affiliates without restriction. Affiliate, their proprietary and brokerage media, to publish advertising content for the promotion of the channel, subject to the following terms and conditions.

1.4 “Agreement” means the word given in the prologue above (such as these permitted terms)

1.5 “Channel” refers to the online marketplace operated under the style and name of ‘/techsquare.com.bd’, collectively (1) the mobile application of the same name and (2) the web at https://techsquare.com.bd/ Through portals and managed by the organization.

1.7 “Click” means a customer’s click on a hyperlink provided by the affiliate, which takes the customer directly to the channel (s).

1.8 “Commission” means the word given in clause 3.1 here

1.9 “Exemption from the commission” means that the term given in clause 3.2 here

1.13 “Hyperlink” means a link authorized by the organization, to the channel (or a specific product listing in the channel) in the form of an exact URL, to be published by the affiliate in the affiliate’s account, which indicates the affiliate whenever a customer clicks on it.

1.14 “intellectual property rights” means all patent rights, copyright rights, mask work rights, moral rights, publicity rights, trademarks, trade dress and service mark rights, wishes, trade secret rights, and other intellectual property rights which may exist now or later. . Under the laws of any state, country, region or other jurisdiction, and therefore all applications and registrations, renewals and extensions come into existence.

1.15 “Invoice” means the monthly invoice issued by the organization on behalf of the affiliate which specifies the commissions accrued to the affiliate in the previous calendar month, minus any applicable deductions.

1.16 “Net sales” means the sales revenue received by the company for the sale of any product to the customer which includes (1) the customer’s click of a hyperlink; And/or (2) input of a voucher code when checking out the channel; And where such sales are not directly or indirectly due to commission discounts; Subtract all relevant applied discounts (either through voucher codes or otherwise applied by the seller or company at checkout).

1.17 “Product” means any product (s) listed for sale by third-party vendors on the organization’s channel.

1.18 “Promotion” means the word given in Clause 2.1 here will be a charge that is refunded to a customer’s payment card (whether a debit, credit or charge card) after the customer successfully debates an item in their card’s account statement or in the transaction report with that customer’s bank.

1.19 “Return and Refund Policy” refers to the applicable company policies which govern the return and return of goods by the customers in the relevant channels under the Return and Refund Policy of Bangladesh.

1.20 “Term” means the word given here in Clause 11.1

1.21 “Territory” means any geographical region of the world.

1.22 “VAT” means value added tax.

2. Appointment:

2.1 The Company appoints the Affiliate as its Channel Promotion for the Territory, where the affiliate’s followers, subscribers, and/or anyone visiting the Affiliate’s Website (s) and/or Social Media Accounts (s) will conduct promotions for the Channels. It also publishes advertising content for affiliate accounts to encourage them to visit and use the channels (“Promotions”).

2.2 The affiliate shall conduct the promotion of the channel to the customers in the territory only, otherwise authorized by the organization.

2.3 Channels within the Territory will be covered exclusively by the Affiliate, and are free to hire other affiliates to provide similar promotion services with the Territory of the Organization.

3. Compensation

3.1 In order to discharge the responsibilities of the affiliate and as good and valuable consideration, the organization will pay the affiliate, a commission on net sales in the region will be specified in writing and will be notified by the organization. Commission including VAT, (where applicable) subject to deduction and deduction of all applicable taxes (including limitation tax and VAT). The rate (s) applicable to the Commission may be revised at any time at the discretion of the organization, subject to prior written notice to the Affiliate for such change.

3.2 The parties hereby agree, acknowledge, and confirm that the commission will not be payable against the net sale of any product against which (a) there was a chargeback; (b) which were part of a transaction against which any fraudulent activity was suspected or found by the organization, (c) where the order was canceled by the customer after placing the transaction; (d) where the customer has purchased the product for the purpose of resale; And (e) where the Order relates to the conduct of the Affiliate with any prohibited action referred to herein in paragraph 7.6.1-7.6.15

3.3 Commission payments will be issued together with the invoice and will be published on the 7th day of each calendar month of the term, for the commission accrued on behalf of the affiliate in the previous calendar month. The commission against the net sale of a product will be credited to the affiliate in the calendar month that the refund/return window of a purchased product has expired for its respective customer, in accordance with the return and refund policy, and the condition that there is no commission discount as happened against the product. The commission against the invoice will be paid by the payment company to the affiliate within 15 (fifteen) days from the date of issue of the invoice (subject to the provisions of clause 3.3.2 here). Commission payment will be made in Bangladeshi Taka (BDT).

3.3.1 The parties hereby agree, acknowledge and confirm that once an invoice has been issued, the Affiliate may not, for any reason, request any change in the content or form of such invoice. If the affiliate wants to compete on the content of the invoice, they can do so to challenge any perceived inconsistency under sections 3.5.1 and 3.5.2 (if applicable) here.

3.3.2 The institution reserves the right to withhold any commission payment under an invoice, where the total commission outstanding and payable under such invoices is less than Rs. 2500 (only Rs. 2500). In such an event, the organization will bear the commission accrued on the invoice of the next calendar month and will pay it only after the total commission of the next invoice exceeds Rs. 2500 (twenty-five hundred).

3.4 The relevant invoice of the organization shall mention any deduction made against the Commission. The organization will be entitled to deduct from the commission for the following reasons:

3.4.1 Adjusting any erroneous additional calculation of arrears of commission on previous invoice

3.4.2 For commissions paid against the previous invoice, for a product against which the commission exemption under section 3.2 (b), (c), (e), or (f) occurred after the issuance of the relevant invoice (or if the organization concerned)

3.4.3 for any applicable withholding tax (including VAT if applicable) that the organization must withhold in accordance with the law;

3.4.4 for commissions that are associated with any breach of obligation or representation authorized under this Agreement;

3.4.5 For any processing fee and / or bank charge by the organization in transferring the relevant commission payment to the affiliate;

3.4.6 For any reason, set-off any amount arrears of the organization from the affiliate.

3.5 Provide the affiliate with access to a dashboard on the organization’s channel, which will allow the affiliate to view (a) historical data on how many times they have visited the channel by clicking on the hyperlink; (B) the number of orders placed by customers as a result of the promotion; (C) how much sales revenue was generated to calculate net sales; And (d) customer conversion rate.

3.5.1 The Affiliate may compromise the invoice against the data on this Dashboard, and if the Affiliate finds an inconsistency that indicates a potential error in the calculation of the commission on the invoice, the Affiliate will be entitled to raise a dispute, within 30 (thirty) days of issuing the Invoice with notice.

3.5.2 Where an affiliate raises a dispute under clause 3.5.1, the organization will investigate the dispute to determine whether there is any qualification for the final dispute and if so, adjust the commissions payable on behalf of the organization on the following invoices. There is no qualification in the event that the dispute will be resolved on behalf of the organization. As a result of such investigation, the calculation of the commission of the organization will be final and final for the determination of disputes raised under clause 3.5.1.

4. Promotion and order tracking

4.1 In fulfilling its obligations under the agreement, the Affiliate Channel shall not cite any price, terms, conditions, deals, offers, competitions, promotions, or lotteries for any product, unless expressly specified in writing. Any pricing, terms, deals, offers, contests, campaigns, and lotteries for the products will be immediately and effectively established by the organization only.

4.2 Keep records of net sales, commissions and commission discounts of all products of the organization. The parties further agree, acknowledge and confirm.

4.2.1 Tracking and reporting of channel orders, clicks and product sales through channel hyperlinks and voucher codes administered by the organization, through which a cookie is dropped into the client’s browser to track affiliates and transactions. Which is used to track transactions generated from Device ID channels.

4.2.2 The organization gives credit to the affiliate for selling the product, if the affiliate is in the last position of the click chain before the customer buys that product.

4.2.3 Cookies omitted for the purpose of tracking product orders by customers under Clause 4.2.1 will be valid and will be available for 7 days thereafter.

4.3 All orders for any product in the channel are subject to acceptance or rejection by the authorized officer of the organization for approval at the home office of the organization and the credit department of the organization. The Company will not be obliged to accept any order from the Customer and may reject such order on full and full consideration without any liability to the Affiliate for such refusal.

5. Company and affiliate relationships

5.1 Nothing in this Agreement shall constitute an affiliate of the organization as a partner, joint venture, employee or agent or both parties shall have any authority to bind the other in any matter, the purpose of which is that each independent contractor shall be solely responsible for his own actions.

5.2 The organization and the affiliate agree that during the term of the contract, and for any 01 (one) year after its renewal and termination of the contract, neither party will hire or employ or attempt to hire any employee from the other party. Another or an independent representative under an agreement with another party without prior written approval. Both parties agree that the loss of such employee or independent representative will result in irreparable damage and provide the other party with a right to seek compensation and an injunction to enforce its right in the equity court or other appropriate authority.

6. Confidential information

6.1 Unless otherwise stated in the Agreement, all information exchanged during the Agreement (“Confidential Information”) shall be considered confidential between the parties and shall not be disclosed to any unauthorized person or used by any recipient other than the purpose to which it relates. . Any authorized disclosure to another person (s) will be subject to the same conditions as the confidentiality contained in this section. The parties hereby agree to provide confidential information only to employees who must have access to it for the purposes of this Agreement and to such employees to the extent permitted by law.

6.2 If, for the purposes of this Agreement, a party discloses any confidential information to its employees, it will notify such employees of the confidential nature and will make all necessary efforts and take all precautions to bind such employees to keep confidential information strictly confidential.

6.3 During and after the term of this Agreement, if any confidential information is obtained by any party under this Agreement or on the basis of this Agreement, it shall be maintained in the strictest confidence and trust.

6.4 The following disclosures of confidential information of the other party shall not be deemed to be authorized and shall not violate any privacy obligation under this section 6:

1. Compliance with mandatory provisions of applicable law or any recognized jurisdiction;
2. The information is in the public domain except in violation of this section;
3. For the purpose of any arbitration or legal process arising out of this Agreement; And
4. To any government authority at their request.

6.5 Confidentiality and restricted use obligations will continue to exist after the termination of this Agreement and will continue after the termination or expiration of this Agreement.

7. Affiliate responsibilities and restrictions

7.1 The Affiliate shall ensure that all independent representatives, staff, and staff involved in the performance of the Affiliate’s obligations under this Agreement have the necessary access to any of the tools and facilities required to enable the Affiliate to perform its obligations under it. Agreement (and the organization will not be liable for the same payment). The affiliate will diligently dedicate his time and effort towards selling the product.

7.2 The Affiliate shall perform all of its obligations under this Agreement, in its own name and as it sees fit. The Affiliate shall bear all costs of its office and activities and shall be responsible for the work and expenses of its staff/employees/representatives.

7.3 The Affiliate, the Company’s defaulting person, shall not receive instructions or guarantees regarding the product policy or accept allowances for such product policy.

7.4 Comply with affiliate organization policies and communicate with customers.

7.5 The Affiliate represents, warrants and contracts that:

7.5.1 It has full corporate power and authority to enter into this Agreement;

7.5.2 By entering into and executing this Agreement, it shall not violate any contractual obligation owed to a third party or organization under any other Agreement, or in violation of any term or provision of any judgment or decree it is a party or by which it is bound. , Or under any contractual or legal obligation which would disregard any obligation of the Affiliate under this Agreement;

7.5.3 The effectiveness of the Affiliate’s promotion of the channels required under this Agreement does not and will not infringe any applicable laws, rules or regulations or any third party intellectual property rights;

7.5.4 It will not use any confidential information or trade secrets or the intellectual property of another person or entity under this Agreement without the appropriate license, authorization, permission or consent;

7.5.5 It specializes in the promotion of the channels and the professional call required to perform the responsibilities and obligations here;

7.5.6 It shall perform the promotion of the Channels and be in accordance with the applicable law and generally recognized internationally by professionals in the same discipline for the same opportunities, complexities and time constraints.

7.6 Affiliate, under no circumstances, may do any of the following:

7.6.1 Display any link, content, or other organization-related content on any website or application that contains any pornographic, hate-related, graphic, violent, or illegal content, or any material that promotes discrimination on the basis of race, ethnicity, or gender. Religion, nationality, disability, sexual orientation or age;

7.6.2 Using the term “TechSquare”, “TechSquare.com.bd”, “Shop”, “shop.com” for any search engine placement / optimization / marketing or any change in the word “TechSquare” or “Shop” or Misspell

7.6.3 displays any organization-related content on any website that in any way insults the organization, its affiliates or their products or services or infringes any intellectual property or other rights of the organization.

7.6.4 Duplicate, copy, reverse-engineer, edit, modify, trim, or alter the organization’s cookies and / or tracking links in any way.

7.6.5 Reason, encourage or approve of any transaction with the organization which is not in good faith.

7.6.6 Conduct any activity related to the promotion of the channel which is in any way unethical and / or illegal and / or designed to mislead the customers.

7.6.7 In the judgment of the organization, the business (and / or the affiliate business, partners and related enterprises of the company) may be badly reflected or otherwise disregard or devalue the reputation or goodwill of the organization or engage in any activity which may cause confusion among the customers.

7.6.8 Any intellectual property of the organization or its affiliates, or a variant or misspelling of such intellectual property, any domain name, subdomain name, or any username, group name, email address, or social network identifier, or unauthorized inclusion (Or any of its forms or misspellings), use and / or distort intellectual property rights in any way.

7.6.9 Use it to update the content of any organization or to create a database of affiliate’s own business listing information or to create an email list for the affiliate’s own (or third party) commercial purposes.

7.6.10 Create, publish or sell any data or metrics about the content of the organization or perform any statistical analysis.

7.6.11 Involves cookie stuffing or fraudulent activity.

7.6.12 Reason for downloading or installing any software on a customer’s system without the prior positive consent of that customer.

7.6.13 Do not set a cookie unless the ad content is in visible use on that affiliate account and allows the customer to click on it explicitly and consciously. Affiliate Layer, add-ons, iFrames, pop-ups, pop-unders, site-unders, will not automatically use redirected ads that automatically redirect the customer to advertiser’s website (such as clicks, touches), cookies, draws without customer engagement or action. Technology, misleading advertising that results in misleading clicks that display the expected content, will not be allowed and is strictly prohibited.

7.6.14 Do not purchase any product from any channel through promotion, or using hyperlinks, or using any voucher code associated with the promotion under this Agreement. Further, no commission shall be payable on any net sales arising out of a breach of this section 7.6.14, and any such breach shall constitute a breach of an element of this Agreement.

7.6.15 No product, business and / or reseller shall purchase from any channel through promotion, whether intentionally or through negligence (whether directly or indirectly) (i.e. any third party who similarly purchases a product for the purpose of resale). . In addition, no commission shall be payable on any net sales arising out of a breach of this section 7.6.15 and any such breach shall constitute a breach of an element of this Agreement.

8. Limitation of responsibilities and liabilities of the organization.

8.1 The organization will be solely responsible for ensuring the display and delivery of the product and the vendors listed on the channel will be responsible for the design, development, production, and performance of their products and the protection of its trade. Name The overall liability of the organization to the affiliate under this agreement shall not exceed the amount of total commission paid to the affiliate in the previous 06 (six) months of such claim, contract, tort or otherwise.

8.2 The Company shall, under no circumstances, be liable for any interruptions, unavailability, problems, downtime or delays in the operation of its channels, nor does the Company guarantee, represent or warrant that the channels shall operate for free.

8.3 The organization shall not, under any circumstances, be liable to the affiliate for any special, incidental, incidental, punitive, exemplary, or indirect cost or loss, including but not limited to the costs of the case, installation and removal, or loss, data, production, profit. Or business opportunities.

9. Intellectual Property Rights

The parties hereby agree, acknowledge and ensure that the organization and its licensors retain the intellectual property rights, titles and interests of the channel and advertising content and all related content. Logos and names are trademarks of the organization and are registered with certain jurisdictions. All other product names, brand names, symbols, logos and symbols on the channel may be trademarks of their respective owners. Except as expressly stated in this Agreement, Nothing in the Agreement grants or licenses or ownership to any third party, subject to the intellectual property rights of the Company or any third party, be it Estapel, Implication or otherwise.

10. Compensation.

The Affiliate shall indemnify, protect and hold the harmless organization, and its directors, officers, employees, agents and agents (each a “compensating party”) with any and all claims, damages, liabilities, costs, damages and costs (including, but not limited to) Not limited to, reasonable attorneys’ fees and all related costs and expenses) arising out of or relating to any claim, lawsuit, proceedings, claim, or action taken by an affiliate or a third party against any indemnified party: (a) publication and / or any unauthorized Use of advertising materials in any way, or distorting them or any part thereof; (B) the failure of the affiliate to comply with the agreement; (C) the affiliate’s failure to comply with applicable laws (s) and / or regulations (s); (d) Affiliate negligence, intentional misconduct, or fraud; And (e) the amount of defamation, defamation, breach of privacy, unfair competition, or breach of intellectual property rights or accusations made by affiliates.

11. Expiration and expiration.

11.1 This Agreement will be fully effective and the Affiliate Agreement will be effective upon acceptance in the manner described herein and will remain valid and valid unless otherwise terminated in accordance with this Agreement (“Term”).

11.2 Upon termination of this Agreement, a final accounting will be done between the parties. The organization will maintain an accurate set of books and records related to the commission due to the affiliate upon termination of this Agreement. Upon completion, the company will be entitled to withhold the commissions accumulated for a reasonable period of time after the commissions are due and due, so that all similar commission discounts are calculated before the commission is paid.

11.3 Upon termination of this Agreement, the Company is entitled to receive commission on all orders sought before the expiration / expiration date (which is not refunded later) whenever it receives, invoices or transmits such orders. Within thirty (30) days of completion, the Affiliate will return all advertising content, as well as any other property held by the Affiliate Holder.

11.4 This Agreement may be terminated only for the following reasons:

11.4.1 Incidentally either party will file for bankruptcy or file a voluntary petition for bankruptcy, or be declared bankrupt in an unintentional proceeding, or file for a scheme under a bankruptcy law, or hand over its matters to a person. If the recipient enters into a combination for the benefit of the creditors, or based on his insufficient credit position or performs any other work, the other part of the agreement may immediately terminate the agreement with written notice of termination to the other party. .

11.4.2 If either party materially violates its obligations and obligations under this Agreement, the other party may terminate this Agreement with 7 days’ written notice to the other party set forth in front of the material violation based on termination. However, upon receipt of such notice, the receiving party will have 7 days to rectify the alleged violation. If such breach is remedied, the termination notice will be revoked and the agreement will continue.