SALES PARTNERSHIP AGREEMENT.

This Sales Partnership Agreement (hereinafter referred to as the “Agreement”) is made and entered on this ____ day of _____ 2021 (the “Effective Date”), between Enterprises Software Solutions (ESS) LLC, Contact Info: __________ (hereinafter referred to as the “Reseller“), and Aadya Security INC, Contact Info: ____________ (herein referred to as the “Company”).

NOW THEREOF, in consideration of the mutual covenants and promises made by the Parties hereto, the Parties covenant and agree as follows:

  • TERM.

The initial term of this Agreement shall be indefinite commencing on the Effective Date herein, or either party or until either party opts out of the partnership.

  • SCOPE.
    1. The Reseller shall provide referral services for the Company’s platform.
    2. The Reseller shall pay a one-time per referral (non-recurring) 10%, percentage open to negotiation and change by the Parties. Payment shall be made within 30 days from the Effective Date herein.
    3. The Parties obligations shall include:
  1. The Reseller shall resell subscription to the Company’s platform to end-users.
  2. ____________________________________________________________.
  3. ____________________________________________________________.
  4. ____________________________________________________________.
  • TERMINATION/CANCELLATION.

Parties agree that either Party can cancel/terminate the Agreement at any given time, provided that the intending Party provides the other Party a 30 Day Written Notice on the cancel/termination. 

  • LIABILITY/INDEMNIFICATION.

The Reseller shall not be held liable for any claims and or third party suits brought by end-users for services provided by the Company. The Company shall, at its own expense, defend and indemnify the Reseller against any and all such claims. The Reseller shall defend and indemnify the Company against any claims brought by end-users if such claims are as a result of the Reseller’s violation of any of the terms herein.

  • CONFIDENTIALITY/NON-COMPETE.

The Parties agree to keep the business/partnership concept confidential and/or that disclosure of any details of the business concept or any other details about the management of the business and/or this Agreement will ONLY happen when and how needed, upon written consent of each Parties herein. The Parties agree that they shall do everything necessary in their personal capacity and as a team to always maintain the confidentiality of the business. Each Partners shall not use the said information without prior written consent of the other partner except;

  • The information is required by law.
  • The information is already in the public domain.
  • INDEPENDENT CONTRACTOR.

The Reseller shall be retained as an independent contractor.  The Reseller shall be fully responsible for payment of their own income taxes on all compensation earned under this Agreement.  The Company shall not withhold or pay any income tax, social security tax, or any other payroll taxes on the Contractor’s behalf during the term of this Agreement.

  • ASSIGNMENT/FORCE MAJEURE/WAIVER.
    1. The Reseller shall not assign their obligations or subcontract their services without prior written notice and/or consent from the Company.
    2. The failure on the part of either Party to perform their obligation under this Agreement will not be considered as default if such failure is the result of natural calamities, acts or God, Covid-19, extreme adverse disasters and circumstances beyond the control of the parties.
    3. The waiver by either party of any breach or failure to enforce any of the terms of this Agreement at any time shall not in any way affect, limit, or waive such Party’s right thereafter to enforce and compel strict compliance with every term and condition of this Agreement.
  • DISPUTE RESOLUTION.

In the event of disputes arising about the execution of this Agreement and/or performance of obligations stated herein, the Parties shall solve such issues through a mediation process.

  • MODIFICATION.

This Agreement contains the entire Agreement between the Partners relating to the subject matter hereof and supersedes any and all prior agreements or understandings, written or oral, between the parties related to the subject matter hereof.  No modification of this Agreement shall be valid unless made in writing and signed by both Partners hereto. 

  • GOVERNING LAW AND JURISDICTION.

This Agreement shall be governed by and construed in accordance with the laws of the State of Arizona, USA. Exclusive jurisdiction and venue shall be in Arizona, USA. 

IN WITNESS WHEREOF, this Agreement has been executed by the parties as of the Effective Date:

RESELLER: _____________            ________________________                 ___________

                        (SIGNATURE)                  (NAME)                                                (DATE)

COMPANY: _____________         ___________________________                  ___________

                        (SIGNATURE)                           (NAME)                                    (DATE)

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