Sales Partner Agreement

When signing up as a Sales Partner for uQualio, you accept our  Terms and Conditions of Use, Privacy and Cookies Policy, Commercial Terms, and the following terms: 

1. All Sales partners are required to comply with the following:

• Have a valid uQualio tutorial certification 
• Create at least 6 new paid uQualio customer accounts per year
• Maintain uQualio values (incl. items from terms and conditions on suitable content etc.)
• Have a local tax id and can invoice uQualio when the commission is due
• Complete the following within one month of establishing an Affiliate Account: Add at least 3 free trial accounts. Add uQualio information and links on your homepage. Give us information to make a listing on the website if relevant.
• Follow uQualio on social media, incl. liking and sharing our blog posts on social media and similar forums when relevant.
• Register an account on uQualio so you can get your reference number  
• Register your bank account with an IBAN code and SWIFT code
• On request submit copies of legal documentation such as copies of business registrations, passports, identity cards, etc. to confirm your registrations and identity. If we do not receive the requested information, then we cannot pay any commission due to local and global financial regulations ‘Knowing Your Customer’.
• Keep your email address updated as the Primary Contact of your partner account. This is our main means of communication and where we send any information about payments, changes to our affiliate program, etc.
• Assume and complete any and all tax-related liabilities, as uQualio cannot be held responsible for your tax compliance.

2. A customer is considered as an active and valid account of the Sales Partner after they have made a subscription – that means not from the beginning of a free trial period of 14 days, and a Freemium is also not considered a signed-up new customer.

If the prospect fails to convert from a Lead to a Customer having a paid subscription within the free trial period or in the Freemium period, it is no longer considered an active and valid account of the Sales Partner.

3. For leads leading to a contract, the fee shall be:

• calculated as thirty percent (25 %) of the subscription fee paid by the customer,

• payable to the Sales Partner for the duration of the period (up to 3 years that the customer renews the subscription.

4. uQualio shall pay the compensation due to the Sales Partner on a quarterly basis when the commission due exceeds EUR 1.000 or on a yearly basis if the commission accumulated is less than EUR 1.000. If the payment by the Customer has been refunded or a dialogue of refund is in progress, it will not be part of the calculated compensation. If the subscription fee is only partly refunded, the compensation will be calculated based on the payment after the deduction of the refund. uQualio has the right to deduct any outstanding payments from the Partner before the compensation is paid.

5. In order to solicit sales, the Sales Partner shall not make promises or issue any representation or warranty either expressed or implied pertaining to the goods or services offered by uQualio unless authorized in writing by uQualio to do so.

6. The Sales Partner may make use of uQualio’s trademarks for the sole purpose of promoting uQualio’s goods or services. Any such use shall be in accordance with uQualio’s trademark policies. It is expressly understood that this sales partner agreement does not grant the Sales Partner any interest in uQualio’s trademarks or any other intellectual property rights.

7. The relationship between the parties shall at all times be that of independent contractors. No employment, partnership, or joint venture relationship is formed by this agreement, and at no time may the Sales Partner position itself as affiliated to uQualio, except as an independent sales partner.

In view of this independent relationship the Sales Partner shall not enter into any agreements on behalf of uQualio, shall make no warranty either expressed or implied on behalf of uQualio, and shall not incur any expenses on behalf of uQualio.

8. This agreement does not grant exclusive rights to the Sales Partner to act as a sales partner on behalf of uQualio and the Sales Partner shall have no rights under any other agreements entered into by uQualio with other Sales Partners.

9. The Sales Partner agrees not to disclose any confidential information pertaining to uQualio’s goods or services nor that of prospective or existing customers to any third party.

The Sales Partner may do follow-up inquiries with its referred customers to confirm their purchase and to gather feedback about their experience with uQualio’s goods or services as supplied.

10. Either party may terminate this agreement at any time by giving the other party ten (10) days prior written notice.

Payment of fees will continue in accordance with section 2, unless the Sales Partner has gone bankrupt or has gone out of business, in such case payment of the sales partner fee ends immediately.

11. Each party shall indemnify, defend and hold the other party (and any other relation to the other party) harmless against any and all claims of whatsoever nature arising from misrepresentation, default, misconduct, failure to perform, or any other act related to this agreement.

12. These terms are construed under the laws of Denmark with effect from the date where the Sales Partner has accepted them and constitutes the whole agreement between the parties. Any exceptions or changes must be confirmed in writing and signed by two uQualio directors.

February 2023