Legal Entity (as mentioned on the 'Publisher Onboarding Form' under the head "Legal Entity Name") of the FIRST PART
Legal Entity Name (as mentioned on the Publisher Onboarding Form under the head "Legal Entity Name"
including other details), (hereinafter referred to as "Legal Entity") which expression shall include its successors,
nominees, agents and permitted assigns; and
Flickstree of the SECOND PART
FLICKSTREE PRODUCTIONS PRIVATE LIMITED, with CIN U74999MH2014PTC257147,
a private limited company incorporated under the Companies Act,
2013 and having its registered office at Unit no. 814/815, Kailas Business Park, Vikhroli West,
Mumbai 400070 Maharashtra, India (hereinafter referred to as "Flickstree")
Please read the Terms carefully, as they form the entire agreement between Legal Entity and Flickstree
THE PARTIES HERETO AGREE AS FOLLOWS:
Legal Entity wants to become affiliate Publisher of Flickstree, where Legal Entity shall promote Flickstree campaigns across their apps and websites.
Legal Entity from time to time may also upload their own campaigns on Flickstree, with mutual consent, to promote these campaigns across Flickstree's publisher network, including Legal Entity platform.
Legal Entity shall run the content of Flickstree on their mobile application to improve the engagement of Legal Entity users (if need be).
Legal Entity assigns Flickstree non-exclusive marketing and promotion rights across their mobile application for Flickstree campaigns.
Flickstree can promote, modify or transform any of the marketing materials, that it may seem fit during the tenure of this agreement for Legal Entity campaigns.
Flickstree can list any campaign for marketing purposes on Legal Entity mobile application.
Legal Entity allows Flickstree to monetise Legal Entity users for various campaigns as per campaign objectives.
Campaign delivery is defined as final sale to their users, or campaign objective met per campaign, as the case maybe.
Payment Settlement of all users of Legal Entity who shall deliver Flickstree campaigns, will be handled by Legal Entity directly.
Legal Entity (publisher) delivering various listed campaigns on it's platform through Flickstree technology - Legal Entity would get pay outs as mentioned against each campaign on the Publisher Dashboard, under "Live Campaigns" Section, provided by Flickstree.
Payouts would be made based on payment cycles as available in the Flickstree dashboard. Flickstree reserves the right, at it's sole discretion to change the pay-out period without informing the Legal Entity .
If Legal Entity choose to drive these campaigns through their users or influencers using Flickstree technology, they would get commissions as per pay-outs defined for influencers in the dashboard, which will be deducted from the Publisher commission. Payment Settlement of all users of Legal Entity who shall deliver Flickstree campaigns will be handled by Legal Entity directly.
Legal Entity and Flickstree shall keep confidential, the contents of the agreement,
support and other sensitive information exchanged or received during the term of the agreement.
Both Legal Entity and Flickstree shall take all reasonable measures to protect the secrecy of and
avoid disclosure or use of any confidential information of the other Party in order to prevent it
from falling into the public domain or the possession of persons other than authorized by such Party.
Both Legal Entity and Flickstree shall indemnify, defend and hold harmless each other from and against
any and all damages, losses, liabilities, obligations, claims of any kind, interest, costs, taxes or expenses
(including without limitation, reasonable attorney's fees and expenses) suffered or incurred, directly
(excluding any consequential losses) by any Indemnified Party as a result of any failure to perform or
breach of any provision or term of this Agreement.
TERM AND TERMINATION
The term of this Agreement shall be valid till 24 months starting from the date of onboarding.
Either party may terminate this agreement by giving a notice of 30 days (thirty days only) in
writing to the other party. Additionally, Flickstree reserves the right to terminate this
agreement without any notice to the Legal Entity , at it's sole discretion.
The decision of termination would be binding on the Legal Entity .
CONSEQUENCES OF TERMINATION
In the event of termination of the Agreement for any reason:
Flickstree shall within 45 days of termination, clear all the dues as per commercial clause 2.
No Partnership: Nothing in this Agreement shall create or deemed to have created
a partnership between Legal Entity and Flickstree and none of them shall have the power or
authority to enter any agreement on behalf of the other or otherwise.
Legally Binding: Unless otherwise indicated the obligations in this Agreement shall be legally binding.
In the event of any dispute between Flickstree and Legal Entity , both the parties shall use their best
endeavours to resolve the dispute through amicable negotiations. If no settlement is reached, it shall
be referred to the Governing Body of Flickstree, for arbitration, whose decision shall be final and binding.
Severability: If any provision of this Agreement or the application thereof to any person or circumstance
shall be invalid or unenforceable to any extent, the remainder of this Agreement and the application of
such provision to persons or circumstances other than those as to which it is held invalid or unenforceable
shall not be affected thereby, and each provision of this Agreement shall be valid and enforceable to the
fullest extent permitted by applicable law. Any invalid or unenforceable provision of this Agreement shall
be replaced with a provision, which is valid and enforceable and most nearly reflects the original intent of the unenforceable provisions.
Notices: All notices required or permitted hereunder shall be in writing and shall be deemed effectively given:
Upon personal delivery to the party to be notified,
When sent, if sent by electronic mail or facsimile during normal business hours of the recipient,
and if not during normal business hours of the recipient, then on the recipient's next business day,
Five(5) calendar days after having been sent by registered or certified mail, return receipt requested, postage prepaid, or
One (1) business day after deposit with a nationally recognized overnight courier, freight prepaid specifying next business day delivery, with written verification of receipt.
All communications shall be sent to the other party hereto at such party's address hereinafter set forth on the signature page hereof,
or at such other address as such party may designate by ten (10) days advance written notice to the other party hereto.
Successors and Assigns: Except as otherwise provided in this Agreement, this Agreement,
and the rights and obligations of the parties hereunder,
will be binding upon and inure to the benefit of their respective successors and assigns.
Entire Agreement: This Agreement constitutes the entire agreement between the parties with respect
to the subject matter hereof and supersedes and merges all prior agreements or understandings,
whether written or oral. This Agreement may not be amended, modified or revoked, in whole or in part,
except by an agreement in writing signed by each of the parties hereto.
Severability: If one or more provisions of this Agreement are held to be unenforceable under applicable law,
the parties agree to renegotiate such provision in good faith. In the event that the parties cannot reach a
mutually agreeable and enforceable replacement for such provision, then (i) such provision shall be excluded from this Agreement,
(ii) the balance of this Agreement shall be interpreted as if such provision were so excluded and (iii) the balance of this Agreement
shall be enforceable in accordance with its terms.
Waiver: Legal Entity hereby waives any and all rights of action against Flickstree, so far as is permissible by
law resulting from any negligent act, error or omission by Flickstree and including without limitation any act
related or offered to Legal Entity by Flickstree or its Affiliates, partners, directors, agents, employees,
controlling persons or mentors.
Counterparts: This Agreement may be executed in two or more counterparts, each of which shall be deemed an original,
but all of which together shall constitute one and the same instrument. This Agreement may also be executed and delivered by facsimile signature,
PDF or any electronic signature complying with Indian laws.
Use of Services: You must follow any guidelines or policies associated with the use of the Services.
You must not misuse or interfere with the Services or try to access them using a method other than the
interface and the instructions that we provide. You may use the Services only as permitted by law.
Unless otherwise expressly stated, you may not access or reuse the Services, or any portion thereof,
for any commercial purpose. Without our express written consent, you may not (a) use any automated means
to access the Platform or collect any information from the Platform (including without limitation robots,
spiders or scripts), or (b) frame the Platform (or any part thereof), place pop-up windows over the Platform
(or any part thereof) pages, or otherwise affect the display of part or area of the Platform.