Reseller Agreement

1. Introduction

This agreement governs the relationship between ApexSkills Academy Pvt. Ltd. ("Company") and the individual or entity ("Reseller") who purchases the Reseller Storefront License. By purchasing the license and operating a storefront, you agree to these terms.

2. License Grant

Upon payment of the one-time fee of ₹4,999, the Company grants the Reseller a non-exclusive, non-transferable, revocable license to operate a branded storefront on the ApexSkills platform for the lifetime of the program.

3. Storefront & Subdomain

The Reseller receives a unique subdomain (e.g., yourusername.apexskills.in) to host their store. The Company reserves the right to reclaim subdomains that violate these terms, infringe on third-party rights, or remain inactive for extended periods.

4. Course Catalog & Content

The Reseller may select courses from the ApexSkills catalog to offer on their storefront. All course content, including videos, quizzes, and materials, remains the intellectual property of the Company. The Reseller does not create, modify, or download course content.

5. Pricing

The Reseller sets the retail prices for courses offered on their storefront, subject to platform limits. Prices cannot be set below the base cost of the course and cannot exceed four times (4x) the base cost. All displayed prices must be in Indian Rupees (INR).

6. Platform Fee

The Company charges a platform fee of 7% on the markup (calculated as the retail price set by the Reseller minus the base cost of the course). Additionally, a 2% payment gateway fee is charged on the total transaction amount. These fees are deducted prior to settlement.

7. Customer Payments

All customer payments are processed directly through the Company's payment infrastructure. The Reseller does not directly collect, process, or handle payments from customers.

8. Settlement & Payouts

Settlements are calculated per order as follows: Markup minus the 7% platform fee and the 2% gateway fee. Settlement funds are held for 7 calendar days after the purchase date to account for the customer refund window. After this hold period, the funds move to the Reseller's available balance. The minimum payout threshold is ₹500. Payouts are made via UPI or bank transfer to the Reseller's verified account.

9. Customer Refunds

Customer refund requests are handled exclusively by the Company according to our Refund Policy (3-day window, maximum 15% course usage). If a customer refund is approved, the corresponding settlement amount will be reversed from the Reseller's balance.

10. Taxes

The Reseller is responsible for reporting and paying their own income and applicable taxes. The Company may collect and remit GST on platform fees as required by law. The Company does not provide tax advice.

11. Branding

The Reseller may customize their storefront with their own store name, tagline, and accent color. However, the Reseller must not misrepresent the store as an official ApexSkills property or corporate entity. The store footer must display the standard platform disclosure notice indicating it is powered by ApexSkills.

12. Prohibited Conduct

The Reseller must not engage in the following activities:

• Making income guarantees or false claims regarding courses.
• Misrepresenting the nature of the relationship with ApexSkills.
• Framing the reseller program as an investment opportunity, MLM, or franchise.
• Collecting customer data outside the platform infrastructure.
• Manipulating orders for settlement farming or fraud.
• Creating duplicate or automated storefronts.

13. Customer Support

The Company handles all post-sale customer support, including course delivery, technical issues, platform access, and refund processing. The Reseller is responsible for their own marketing efforts and pre-sale communication with prospective buyers.

14. Suspension & Termination

The Company may suspend or terminate a Reseller store for violations of these terms, fraudulent activity, extended inactivity, or to comply with legal requirements. In the event of termination, the store access will be revoked, and the initial ₹4,999 license fee will not be refunded. Any pending settlements for legitimate, non-refunded orders will still be processed.

15. Intellectual Property

All course content, platform code, platform branding, and trademarks are the exclusive property of the Company. The Reseller has no ownership claim or rights over any platform assets beyond the limited license granted to operate the storefront.

16. Limitation of Liability

The Company is not liable for the Reseller's marketing decisions, tax obligations, business expenses, or disputes with third parties. To the maximum extent permitted by law, the Company's liability is limited to the fees paid by the Reseller in the three months preceding the claim.

17. Changes to Terms

The Company may update this agreement periodically. Material changes will be communicated to the Reseller via email. Continued operation of the storefront after such notice constitutes acceptance of the updated terms.

18. Governing Law

This agreement is governed by the laws of India. Any disputes arising from this agreement shall be subject to the exclusive jurisdiction of the courts in Bengaluru, Karnataka, India.

19. Contact

For questions or concerns regarding this agreement or the reseller program, please contact us at support@apexskills.academy.