This agreement (“Referral Agreement”) is between you and Mobile Guardian Limited (“Company”):
- Purpose. Mobile Guardian is in the business of cloud-based Software-as-a-Service, Mobile Device Management, Classroom Management and web-filtering. Mobile Guardian is desirous to receive referrals of potential customers who may wish to use Mobile Guardian’s products and services.
- Referral Arrangement. You are referring a potential customer (“referred customer”) to Mobile Guardian. A referred customer may be a government, district, school, company or individual depending on the solution being considered.
- Referral Consent. You confirm that you have spoken to the referred customer contact person provided by you and you attest that they have confirmed their consent, on behalf of themselves and their organisation, to be contacted by Mobile Guardian for the purposes of discussing Mobile Guardian’s products and services.
- Term. This agreement will start on the date when the referral is received (the “effective date”) and continue to be in effect for up to six (6) months (“referral validity period”) from the effective date. There can be no extension to the referral validity period without the prior written consent of the Company.
- Compensation. Mobile Guardian shall pay you 10% of the first year’s license billings for a successful referral, where such a successful referral is defined as a referred customer that becomes a paying customer of Mobile Guardian before the end of the referral validity period. Mobile Guardian shall pay you within ninety (90) days from the receipt of funds from the customer. Such payment shall be made to a valid bank account in your name.
- Minimum Referral Size. The first year’s license billings for a successfully referred customer must be in excess of one thousand (1000) US dollars to qualify for compensation under this agreement.
- Duplicate Customer. In the event that Mobile Guardian, its respective affiliates, officers, agents, employees, permitted successors or assigns have, prior to the effective date, already engaged with the referred customer, the Company will notify you within thirty (30) days of the effective date to confirm if this referral does not qualify for compensation under this agreement. In the event where both you and Mobile Guardian have engaged in parallel with the same opportunity, Mobile Guardian may, at its sole discretion and in good faith, offer compensation, but this may be at a reduced rate.
- Confidentiality. You will not share any information regarding this agreement or the referred customer with any other party at any time. This section remains in full force and effect even after termination of the Agreement by its natural termination.
- Termination. This Agreement will terminate at the end of the referral validity period.
- Representations and Warranties. You represent that you are fully authorised to enter into this Agreement. The performance and obligations of either Party will not violate or infringe upon the rights of any third party or violate any other agreement between the Parties, individually, and any other person, organisation or business or any law or governmental regulation.
- Assignability. You may not assign this agreement or your rights contained herein to a third party without the prior written consent of the Company.
- Indemnity. You agree to indemnify and hold harmless Mobile Guardian, its respective affiliates, officers, agents, employees, and permitted successors and assigns against any and all claims, losses, damages, liabilities, penalties, punitive damages, expenses, reasonable legal fees and costs of any kind or amount whatsoever, which result from the negligence of or breach of this Agreement by the indemnifying party, its respective successors and assigns that occurs in connection with this Agreement. This section remains in full force and effect even after termination of the Agreement.
- Limitation of Liability. Under no circumstances shall either party be liable to the other party or any third party for any damages resulting from any part of this agreement such as, but not limited to, loss of revenue or anticipated profit or lost business, costs of delay or failure of delivery, which are not related to or the direct result of a party’s negligence or breach.
- Severability. In the event any provision of this Agreement is deemed invalid or unenforceable, in whole or in part, that part shall be severed from the remainder of the Agreement and all other provisions should continue in full force and effect as valid and enforceable.
- Waiver. The failure by either party to exercise any right, power or privilege under the terms of this Agreement will not be construed as a waiver of any subsequent or further exercise of that right, power or privilege or the exercise of any other right, power or privilege.
- Legal Fees. In the event of a dispute resulting in legal action, the successful party will be entitled to its legal fees, including, but not limited to its attorneys’ fees.
- Legal and Binding Agreement. This Agreement is legal and binding between the Parties as stated above. This Agreement may be entered into and is legal and binding under English law. The Parties each represent that they have the authority to enter into this Agreement.
- Governing Law and Jurisdiction. The Parties agree that this Agreement shall be governed by the laws of England and Wales.
- Entire Agreement. The Parties acknowledge and agree that this Agreement represents the entire agreement between the Parties. In the event that the Parties desire to change, add, or otherwise modify any terms, they shall do so in writing to be signed by both parties.
You are restricted from;
- Pledging or purporting to pledge our credit in any way, or bind us in any manner to any obligation or undertaking including to any terms of a warranty (whether related to workmanship, materials, quality, durability, or fitness for any purpose) without our prior written consent;
- Signing or accepting agreements on our behalf or altering our prices or terms to the referred customer;
- Representing our products or services or any part as having different characteristics from those described by us in their relevant literature, nor give any guarantee or warranty in respect of our products or services
By clicking submit, you agree to the terms and conditions set forth above.