The Socinova Reseller Agreement as presented describes the terms and conditions you (the Reseller) must adhere to when reselling the services of Socinova (the Company). By agreeing to resell Socinova services, you are agreeing to be legally bound by our terms and conditions, as outlined in this Reseller Agreement. The Reseller Agreement will become effective on the date you confirm your intention to act as a Socinova Reseller.1. Reseller Authority and Appointment
1.1 As in accordance with this Reseller Agreement, the Company will appoint the Reseller to promote and encourage sales of Socinova products, as outlined in any correspondence and documents provided by the Company. The Company maintains the right to update or amend services at any time, effective at the time the Reseller is informed via email or alternative means.
1.2 The Reseller will have the authority to perform tasks and actions in accordance with this Reseller Agreement while offering Socinova services. The Reseller does not have the authority to act on behalf of the Company. The Company will not be held liable for any actions or representations made by the Reseller, unless otherwise stated.
1.3 Unless otherwise stated, the Reseller does not hold any intellectual property rights to any services, logos, content or other intellectual property owned by the Company. The Reseller must acknowledge the fact the Company maintains the sole right and interest of all relative intellectual property.2. Reseller Obligations
2.1 The Reseller will need to register with valid, legally accurate information. Additionally, the Reseller must ensure that all details – including contact information, are kept accurate and up to date at all times.
2.2 The Reseller must strive to promote and generate orders of Socinova services.
2.3 The Reseller must inform the Company of any new customers that are obtained, outlined with any supporting documents and web pages that may be applicable. The Company reserves the right to decline any custom request generated by the Reseller.
2.4 The Reseller must only use honest and ethical promotion tactics and must conduct themselves professionally at all times while representing the Company. This includes abiding by all Company policies.
2.5 The Reseller may not claim any warranty or guarantee in relation to the Services, and must not use any representations or statements other than those already outlined by the Company.
2.6 The Reseller must not become associated with any multi-level marketing (MLM) programs or tactics in relation to the Company or Services – unless with prior agreement and permission from the Company.3. Company Obligations
3.1 The Company will provide the Reseller with Services to sell on to the Reseller’s customers, on the condition that the Reseller is in compliances with Company policies and the terms of the Reseller Agreement.
3.2 The Company will provide customers with Services in accordance with its own policies and this Agreement. The Company holds the right to deny services to any individual or business that has not complied with these policies. All Company policies remain the decision of the Company and may change at any time.4. Payment Information
4.1 The Reseller takes full responsibility for any costs or expenses incurred by the implementation of Reseller obligations, as outlined in this agreement.
4.2 Any setup costs or fees for Services requested by the Reseller will be due in full in advance of the Services being provided by the Company.
4.3 The Reseller will complete the sale on behalf of the customer by carrying out the Reseller order process via the Company. If the Reseller does not pay, or if their payment method is declined, the Services will not be provided until such time as the Reseller can complete the payment.
4.4 The Company does not issue refunds of any Reseller fees for any reason, with the exception of a material breach of the Reseller Agreement by the Company.5 Contractors
5.1 Both the Company and the Reseller will function independently as contractors. Neither party may direct or control the actions of the other, nor must they be construed as any type of co-owners, partners or joint venturers. All obligations relating to the Reseller’s business – including financial – are the sole responsibility of the Reseller.
5.2 The Reseller must understand that they are not an employee of the Company and must not be treated as such in relation to federal, state or local tax purposes. The Reseller is solely responsible for any taxes or fees that may be applicable to the business.
5.3 The Reseller does not have the authority to accept customer orders or enter into contracts (either oral or written) on behalf of the Company. The Reseller must not represent or claim that his or her services are endorsed by the Company, without obtaining prior written permission.6. Privacy
All and any information obtained by the Company from the Reseller and vice versa in relation to the Reseller Agreement and subsequent activities must be considered proprietary information and kept confidential at all times. This includes information regarding the Services, pricing, promotion, business and any other subject matter described by either party.7. Non-Solicitation Terms
During the period of the Reseller Agreement and for 12 months after its termination, the Company will not solicit business from the Reseller, the Reseller’s customers or the Reseller’s prospects, regardless of whether the Company performed work for these parties. The exception is with authorisation directly from the Reseller.8. Warranty
8.1 The Reseller agrees to represent and warrant that the Reseller has the right to enter into the Reseller Agreement and perform its obligations. By agreeing to these terms, the Reseller is stating that performing the obligations of the Reseller Agreement does not conflict with any other contracts or agreements in which the Reseller is bound.
8.2 The Company explicitly disclaims all warranties regarding the Reseller Agreement and the related services provided by the Reseller, without limitations on the product, service, performance for fitness for purpose.9. Compensation and Indemity
The Reseller will compensate the Company and its customers or related third parties for any expenses or liabilities that may occur as a result of any breach on behalf of the Reseller. The Reseller holds harmless the Company and its related third parties in such an event.10. Liability Limitations
The Company will not be liable to any Reseller claiming any loss of profit or damages in connection to the Reseller Agreement, regardless of whether the Company has previously been informed of the possibility of these damages occurring. The Company’s liability shall not exceed the amount paid to the Company by the Reseller for the Services. These limitations are a part of the Reseller Agreement as it currently stands.11. Termination of the Agreement
11.1 The Reseller Agreement will come into effect as soon as a contract is outlined between the Company and the Reseller and will continue until otherwise terminated. The Agreement may be terminated by either party upon a 30-day notice in writing. In the event of a breach of the Agreement, the Agreement may be terminated with 10-days of written notice, or immediately.
11.2 Should the Reseller Agreement be terminated, the Reseller must immediately cease their use of and access to all Company information and products, including proprietary information, Services and marketing materials. Any remaining information in physical format must be returned to the company, while digital copies must be removed. Neither the Company nor the Reseller will be liable to the other when terminating the Reseller Agreement.12. Miscellaneous
This Agreement was last modified on May 19, 2017.