Terms & Conditions
This Referral Agreement (“Agreement”) is entered into between Brewbay Innovations Private Limited, a company incorporated under the laws of India, with its registered office at No.39, Sanjay Building no. 3, Ground Floor, Rahul Mittal Industrial Premises CS, Sir MV Road, Marol Naka, Mumbai, Maharashtra, India - 400059 (“abCoffee”, “we”, or “our”), and all eligible referrers (“You” or “Your” or “Yourself” or “Referrers”). This Agreement outlines the terms and conditions governing the referral programme operated by abCoffee (“Referral Programme”) in relation to the Subscription Cards (defined below) offered by abCoffee. By clicking on “I Agree”, You acknowledge that You have read and understood the Referral Programme and agree to enter into a binding agreement between abCoffee and Yourself. This Agreement shall commence on the date You accept the terms hereunder and concludes in accordance with Clause 7 (“Term”)
1. What is abCoffee’s Referral Programme?
The Referral Programme is a reward-based system in which eligible Referrers, i.e. content creators, influencers, and other partners who qualify the eligibility criteria specified in this Agreement, are permitted to promote our products that are available in stores and online (“Company Products”) in accordance with the terms of this Agreement. Based on Your representations and undertakings hereunder, abCoffee hereby engages You as a non-exclusive independent contractor under this Referral Programme, to promote the Company Products and services and refer potential customers to abCoffee.
2. Qualification- You hereby undertake and declare that:
- You are 18 (Eighteen) years of age or above and are legally permitted to enter intothis Agreement;
- You are a passionate reviewer, vlogger, content creator or curator who would like to refer Your audience to the Subscription Cards;
- You have the requisite licences, registrations, permits and authorisations to carry out the activities listed in this Agreement;
- You are registered as a sole proprietorship concern, or a partnership or a private limited company, and
- You have Your own invoicing and billing mechanisms to be able to raise an invoice in favour of abCoffee under this Referral Programme.
- You have an active social media profile on either of these platforms: Facebook, Instagram, X (formerly Twitter). YouTube or LinkedIn (“Permitted Platforms”).
- Your social media profile on the Permitted Platforms is publicly accessible and has at least 500 organic followers.
3. Engagementand Process
3.1 On-goingcompliance:
It is hereby clarified that Your continued participation in the Referral Programme is contingent upon maintaining the eligibility criteria outlined in Clause 2.abCoffee reserves the right, at its sole discretion, to restrict or deny Your access to the benefits of the Referral Programme, or to suspend or withhold any payments due to You, should there be reasonable grounds to suspect non-compliance with the eligibility requirements or any other terms of this Agreement.
3.2 On-boarding:
In order to onboard the Referral Programme, You will be required to share Your information on abCoffee’s website, which will be governed by our Privacy Policy. Please read our Privacy Policy prior to submitting any information on the abCoffee website or abCoffee App. Subject to acceptance of Your on-boarding form, a unique referral code will be generated (“Referral Code”) and sent to Your registered email address. Your application must include the exact URL of Your social media page. Please note that generic links such as “facebook.com” or “instagram.com” will not be accepted.
3.3 Referral Code: In order to avail the benefits of the Referral Programme:
- Your social media audience is required to purchase a Subscription Card on the abCoffee mobile application (“abCoffee App”).
- You will direct Your social media audience to the abCoffee by adding a closed purchase link for the Subscription Card, on the content You post on the Permitted Platform.
- Your audience is required to use Your Referral Code to purchase a Subscription Card on the abCoffee App. The use of the Referral Code will grant the customer a discount of Rs. 100/- on the MRP of the Subscription Card.
- You will receive a promotional toolkit via email, which will include the abCoffee logo, subscription card description, and creatives to use in Your campaigns. Please note, the use of abCoffee’s intellectual property is governed by our website Terms of Use and applicable laws (both domestic and international). Any misuse or alleged misuse, whether directly or indirectly, of abCoffee’s intellectual property rights, including but not limited to the abCoffee logo, material, creatives, colours, description or any other material related to the Referral Programme, shall be deemed as material breach of this Agreement, whereby abCoffee shall immediately revoke the limited license granted to you to use its intellectual property, and terminate this Agreement. abCoffee reserves the right to seek injunctive relief for any such misuse or alleged misuse, in addition to the rights and remedies available to abCoffee under law and equity.
- abCoffee has authorised the use of 2 Subscription Cards which abCoffee customers use to purchase Company Products on the abCoffee App, abCoffee’s website or at any of the physical authorised retail stores of abCoffee. These are:
(i)The Prime Card priced (MRP) at Rs. 1299.00 (Indian Rupees One Thousand Two Hundred and Ninety-Nine); and (ii) The Limitless Card priced (MRP) at Rs. 2299.00 (India Rupees Two Thousand Two Hundred and Ninety-Nine). - You are not permitted to disclose the particulars of the Referral Code with potential clients/ customers.
- You are prohibited from publicly disclosing or distributing Your Referral Code through any other mass communication channels apart from the Permitted Platforms, including but not limited to other social media platforms, public forums, or advertising mediums.
- You are required to carefully curate Your content to ensure that the Referral Code targets individual customers and maintains the integrity of the Referral Programme.
- The privacy and use of Your Referral Code is Your sole responsibility and liability. You are liable for any unauthorized use or disclosure of Your Referral Code.
- The Referral Code is non-transferable under all circumstances. It is intended solely for Your use in accordance with this Agreement.
- Any misuse or unauthorised use of the Referral Code constitutes material breach of this Agreement. Such actions may result in immediate termination of Your participation in the Referral Programme and forfeiture of any pending Referral Fee (defined below).
4. Referral Fee: Shall mean the monetary compensation payable by abCoffee to You.
4.1 Eligibility: Your eligibility to earn Referral Fee for a transaction is contingent on the following conditions being met:
- The referred customer must use Your Referral Code at the time of purchase of a Subscription Card. The Referral Code cannot be used on any unauthorised website or platform or retail outlet.
- abCoffee having generated an invoice that corresponds with the use of Your Referral Code for a particular transaction.
- The transaction must be successfully completed and not cancelled or refunded during the applicable return period.
- The referred customer must be a first-time purchaser of a Subscription Card.
- The sale must be completed, and abCoffee must be in receipt of the full payment with respect to the sale.
4.2 The Referral Fee shall be calculated in the following manner:
Card Name
Commission
Prime
8% of the card MRP
Limitless
12% of the card MRP
Additionalbenefits:
Onsale of more than 10 Prime Cards in a month
An additional one-time fee of Rs. 500.
On sale of more than 5 Limitless cards in a month
An additional one-time fee of Rs. 500.
On sale of 100 Subscription Cards in a quarter
A one-time gift voucher worth Rs. 5000.
- Net Value of Sale excludes taxes and shipping charges, any charges for return, exchange or cancelation.
- You agree, acknowledge and understand that abCoffee reserves the right to modify the MRP of a Subscription Card and the computation of the Referral Fee, at its sole discretion, and such modification will be notified to You.
- Referral Fee shall always be calculated on the MRP of the Subscription Card as at the time of the sale of such Subscription Card.
- Once a sale of Subscription Card is successful (and there abCoffee does not receive any refund request for the same), this will be recorded as a successful transaction and You will be notified by WhatsApp on Your registered mobile number. To clarify further, the same of Subscription Card should be directly attributed to Your Referral Code, as determined by abCoffee in its sole discretion. In case of return or cancelation of the Subscription Card, You shall not be eligible for any Referral Fee.
- It is further clarified that Referral Code cannot be used twice for the same Subscription Card being subject to return or exchange, and that no Referral Fee shall be earned on any Subscription Card that is returned, cancelled or exchanged.
4.3 Payment terms:
- Subject to Your eligibility and abCoffee’s computation of Your Referral Fee based on successful transactions that correspond to the use of Your Referral Code in accordance with this Agreement, Referral Fee shall be paid in the first week of the subsequent month.
- Referral Fee during return period: Provided that if a particular sale has occurred in one month but the return period extends to another month, such sale shall be counted for the subsequent month, for the purposes of computing Referral Fee.
- Referral Fee will be paid into Your designated bank account, subject to deduction of applicable taxes. abCoffee reserves the right to reverse commissions in cases of chargebacks, refunds, or fraudulent transactions.
- You agree to waive all claims against abCoffee with respect to the computation of Your Referral Fee and subsequent monthly payments.
4.4 abCoffee reserves the right to reject or modify any claim for Referral Fee where:
- There is duplication, fraud, or misuse of Your Referral Code, by You, Your referred customer or any third party.
- The referred customer has previously transacted with abCoffee with respect to Subscription Cards.
5. Subscription Cards:
- The use of Subscription Cards shall be governed by separate terms and conditions published by acCoffee.
- In this light, You are requested to redirect all queries, questions, comments, clarifications that Your social media audience may have regarding the Subscription Cards, to abCoffee’s customer support who will be happy to resolve these directly with Your social media audience.
- You are prohibited from stating any facts or information (misleading or otherwise) regarding the Subscription Cards, including our customer’s / Your social media audience’s use of the Subscription Cards.
6. Representations and Warranties
6.1 The representations made to abCoffee with respect to Your eligibility for the Referral Programme are true, accurate and not misleading.
6.2 You shall promote the Subscription Cards in a professional manner and shall not make any false or misleading statements with respect to abCoffee, Subscription Cards, or Company Products.
6.3 You shall not make claims of any additional discounts, offers or promotions to any client, customer, or third party, without prior written permission of abCoffee.
6.4 You are fully and solely responsible and liable for the compliance of all applicable laws, regulations, rules, ordinances, guidelines, notices etc. in respect to Your social media activity, Your business, and Your actions/omissions on or off the digital space. You shall not associate abCoffee, this Referral Programme, the Subscription Cards, Company Products or anything to do with abCoffee or its directors/ founders, with any illegal, immoral or derogatory activity, whether directly or indirectly.
6.5 You shall keep all customer related information, pricing details, and any commission related information as confidential and shall not disclose any such information to any third party. You fully understand, acknowledge and agree that abCoffee shall not be held liable for any claims from clients, customers or third parties, for any loss incurred or damage suffered by them, by the use of the Referral Code, their engagement with You (in any capacity), or for any other reason whatsoever. You agree to fully indemnify and hold harmless abCoffee and its directors, shareholders, officers, employees, representatives, staff from and against any claims arising out of this Agreement or the Referral Programme. Any complaints from clients, customers or third parties with respect to the Referral Programme or Your engagement with them, shall be directly handled by You, provided always that abCoffee reserves the right to seek information, details or documentation from You regarding any third-party claim against abCoffee, or any complaints regarding the Referral Programme.
7. Termination: This Agreement may be terminated by abCoffee in writing, in its sole discretion:
7.1 For breach of this Agreement, without any prior notice. In this case abCoffee shall, in its sole discretion choose to withhold the Referral Fee accrued and payable to You for that month; or
7.2 In the event of discontinuation of the Referral Programme, by providing 7 (Seven) days’ prior written notice via publication on the Platform. In this case, any accrued Referral Fee shall be paid to You within 60 (Sixty) days, from the date You raise the invoice on abCoffee.
7.3 You may choose to withdraw from the Referral Programme at any time, for convenience, by writing to us at marketing@abCoffee.in. However, for clarity, please note that any payments of the Referral Fee shall be subject to the terms of this Agreement following termination of this Agreement for any reason whatsoever.
8. Governing Law and Jurisdiction:
This Agreement shall be governed by the laws of India and any disputes arising out of or in connection with this Agreement shall be settled by the courts at Mumbai, Maharashtra.
9. Miscellaneous:
9.1 abCoffee reserves the right to amend the terms of this Referral Programme at any time during the Term and it is Your responsibility and liability to review these terms regularly during the Term.
9.2 This Agreement does not create a partnership, joint venture, agency, or employment relationship. You shall act as an independent contractor and shall not bind abCoffee in any manner.
9.3 Both parties are free to take additional business engagements. You may engage in other business activities, as long as such activities do not result in harm to the business interests of abCoffee through misuse of any confidential information of abCoffee and its customers.
9.4 You shall not assign Your rights and obligations under this Agreement to any third party without the prior written permission of abCoffee.
9.5 For any queries or clarifications regarding the Referral Programme, subject to Clauses 5 and 6.5, please write to us on marketing@abCoffee.in.
BY CLICKING “I AGREE,” YOU CONFIRM YOUR ELIGIBILITY TO PARTICIPATE IN THIS REFERRAL PROGRAM AND AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT.