1. Partnership Overview
1.1. This Agreement is entered into by and between IT Agency ("Agency") and the independent representative ("Partner").
1.2. The purpose of this partnership is to promote and acquire clients for the Agency's services.
1.3. This partnership is non-exclusive and may be terminated by either party with thirty (30) days prior written notice.
2. Revenue Sharing & Compensation
2.1. Partner shall receive fifty percent (50%) of net revenue for each client they directly refer to the Agency.
2.2. Net revenue is defined as total client payments minus applicable taxes and transaction fees.
2.3. Payouts shall be made within fifteen (15) days following the receipt of payment from the client.
2.4. Payment details and transaction history will be made available to the Partner upon request.
3. Partner Obligations
3.1. Partner shall act in a professional and ethical manner when representing the Agency.
3.2. Partner shall not misrepresent the services, pricing, or capabilities of the Agency.
3.3. Partner agrees to keep all client and internal Agency information strictly confidential.
4. Agency Commitments
4.1. The Agency shall provide the Partner with relevant marketing materials, onboarding resources, and operational support.
4.2. The Agency retains full responsibility for project delivery, contracts, and legal compliance.
4.3. The Agency will notify the Partner of any major changes in services or pricing structures.
5. Intellectual Property & Branding
5.1. All intellectual property, software, documentation, and deliverables remain the sole property of the Agency.
5.2. Partner may use Agency logos, pitch decks, and other marketing assets strictly for promotion purposes, subject to approval.
5.3. Any misuse of branding will result in immediate termination of the partnership.
6. Confidentiality
6.1. Both parties agree to maintain strict confidentiality regarding proprietary, financial, and client-related information.
6.2. This clause shall remain in effect for two (2) years following termination of the Agreement.
7. Term & Termination
7.1. This Agreement shall commence on the Effective Date and shall remain in effect until terminated by either party.
7.2. Either party may terminate this Agreement with thirty (30) days' written notice without cause.
7.3. Upon termination, any outstanding commissions due shall be paid within the next billing cycle.
8. Dispute Resolution
8.1. Any disputes arising out of or related to this Agreement shall be resolved amicably through good-faith negotiations.
8.2. If unresolved, disputes shall be submitted to binding arbitration in the jurisdiction of the Agency's headquarters.
9. Governing Law
9.1. This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction where the Agency is registered.
10. Entire Agreement
10.1. This document constitutes the entire agreement between the parties and supersedes any prior written or oral agreements.
10.2. Any amendments must be in writing and signed by both parties.