Introduction
This Affiliate Program Agreement ("Agreement") is intended to outline the
terms and conditions for participation in the Zoho Affiliate Program
("Affiliate Program") and is a legally binding contract with you or the
company you represent ("You" or "Your"). By signing up, you agree to be
bound by this Agreement in case of your appointment by Zoho. If you do not
agree to be bound by the terms of this Agreement, do not proceed with the
electronic sign up process.
Contracting Entity and Choice of Law
If you are a resident of the United States or Canada, your relationship is
with Zoho Corporation and this Agreement shall be governed by and
interpreted in all respects by the laws of the State of California, without
reference to its conflict of laws' principles and you agree to submit to the
personal jurisdiction of the courts in the Northern District of California.
If you are a resident of any of the member states of the European Union,
your relationship is with Zoho Corporation B.V. and this Agreement shall be
governed by and interpreted in all respects by the laws of the Netherlands
without reference to its conflict of laws' principles and you agree to
submit to the personal jurisdiction of the courts in Amsterdam. If you are a
resident of India, your relationship is with Zoho Corporation Private
Limited and this Agreement shall be governed by and interpreted in all
respects by the laws of the Republic of India without reference to its
conflict of laws' principles and you agree to submit to the personal
jurisdiction of the courts in Chennai, India. If you are a resident of
Australia or New Zealand, your relationship is with Zoho Corporation Pty Ltd
and this Agreement shall be governed by and interpreted in all respects by
the laws in New South Wales without reference to its conflict of laws'
principles and you agree to submit to the personal jurisdiction of the
courts in New South Wales. If you are a resident of China, your relationship
is with
Zoho (Beijing) Technology Co., Ltd. and this Agreement shall
be governed by and interpreted in all respects by the laws of the China
without reference to its conflict of laws' principles and you agree to
submit to the personal jurisdiction of the courts in China. If you are a
resident of any other country, this Agreement shall be governed by and
interpreted in all respects by the laws of the Republic of Singapore without
reference to conflict of laws' principles and you agree to submit to the
personal jurisdiction of the courts in Singapore.
Appointment
Your appointment as an "Affiliate" for one or more Zoho services that are
designated to you by a Zoho representative ("Designated Zoho Service") will
be subject to review of the information provided by you during sign up and
will be at Zoho's sole and absolute discretion.
Prospective Customer Registration
Upon appointment, an account will be created for you in the Zoho Reseller
Store for the purpose of registering prospective customers and for the
purpose of managing the referral fees earned by you through this Affiliate
Program. In addition, you can embed the Zoho sign-up link on your website
using the unique URL provided in your account so that interested persons can
directly sign-up for Designated Zoho Services from your website and such
persons are automatically registered as a prospective customer in your
account.
You shall register a person as a prospective customer only if
you reasonably believe that such person is interested in using the
Designated Zoho Service.
Referral Fee
In the event a potential customer registered by you purchases a Designated
Zoho Service paid subscription plan within a period of three months from the
date of registration, you will be entitled to a referral fee ("Referral
Fee") on such initial purchase and subsequent eligible purchases of the same
product by the customer ("Eligible Transactions") as specified in the
confirmation e-mail sent to you by the affiliate team at Zoho.
Payment of Referral Fee
Referral Fee will accrue only upon completion of ninety (90) days from the
date of purchase of the paid subscription plan by the customer. For monthly
referrals, you will be paid the Referral Fee for each month that your
referral stays with Zoho. For annual referrals, you will be paid the
Referral Fee for one year on the 91st day itself. You will not be entitled
to Referral Fee in case the customer cancels the subscription or downgrades
to a free subscription plan and claims a refund of the subscription fee
before the completion of ninety (90) days from the date of purchase of the
paid subscription plan by the customer. Referral Fee earned by you will be
paid out only if the unpaid Referral Fee reflected in your account accrues
to $100. If the unpaid Referral Fee reflected in your account equals or
exceeds $100 on or before the 15th of a month, you will receive an email on
the 15th of such month asking you to process your Referral Fee. Payment will
be made through PayPal, wire transfer or any other method chosen by Zoho in
its sole discretion.
You will be responsible for payment of all taxes,
duties, and charges levied on the Referral Fee, and you shall indemnify,
defend and hold Zoho harmless from and against any claims arising out or
relating to non-payment of applicable taxes, duties, and charges.
Partner Conduct
You agree to conduct yourself in a responsible, professional, and appropriate
manner while dealing with prospective customers. You also agree not to make
any representation or warranty with respect to the Designated Zoho Services
to the prospective customers other than those representations and warranties
contained in the Zoho Terms of Service.
Embargoed countries
Various US agencies have restrictions in place that regulate or ban all trade
with certain countries. Zoho doesn't allow the sale of subscription of
Designated Zoho Services to these countries.
Zoho does not allow any
organization, business or individual to have or register Zoho accounts while
based in these countries:
- Cuba
- Iran
- North Korea
- Syria
- Sudan
We make every effort to ensure that the list of countries mentioned above is
accurate. If you have any questions, kindly contact us at affiliates@zohocorp.com.
Term and Termination
This Agreement will commence as of the date you receive an email from Zoho
confirming your appointment as an "Affiliate" and shall continue until
terminated by either party in accordance with the provisions contained in
this Agreement.
- Termination without Cause: Either party may terminate this Agreement at
any time, for any reason, by giving thirty (30) days' notice through
email at affiliates@zohocorp.com.
- Termination for Cause: Your failure to comply with any of the terms of
this Agreement may result in a warning or immediate termination of this
Agreement by Zoho.
- Termination for Discontinuation of the Affiliate Program: Zoho reserves
the right to discontinue the Affiliate Program. In the event Zoho
decides to discontinue the Affiliate Program, you will be provided with
thirty (30) days' notice through email.
Effect of Termination
In the event of termination of this Agreement without Cause by you or for
Cause by Zoho, Zoho will pay you any outstanding Referral Fee accrued as of
the date of such termination.
In the event of termination of this
Agreement without cause by Zoho or discontinuation of the Affiliate Program,
you will continue to receive Referral Fee for all Eligible Transactions (as
stated in 'Payment of referral fee' clause) in respect of
all customers who have converted to a paid subscription plan before the end
of the thirty day notice period.
Except as specifically stated above,
termination of the Agreement will end all rights and responsibilities of
both parties set out in this Agreement, any email communication or any web
page relating to the Affiliate Program. You must immediately remove all
references to Zoho from your website, including any Zoho Sign-up Box
embedded in your website.
Disclaimers
THE AFFILIATE PROGRAM AND THE DESIGNATED ZOHO SERVICES ARE PROVIDED "AS IS".
ZOHO DOES NOT MAKE ANY REPRESENTATION OR WARRANTY OF ANY KIND, WHETHER
EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE WITH RESPECT TO THE AFFILIATE
PROGRAM OR THE DESIGNATED ZOHO SERVICES. EXCEPT TO THE EXTENT PROHIBITED BY
APPLICABLE LAW, ZOHO DISCLAIMS ALL WARRANTIES WITH RESPECT TO THE AFFILIATE
PROGRAM AND THE DESIGNATED ZOHO SERVICES INCLUDING ANY IMPLIED WARRANTIES OF
MERCHANTABILITY, QUIET ENJOYMENT, NON-INFRINGEMENT, AND FITNESS FOR A
PARTICULAR PURPOSE. ZOHO WILL NOT BE RESPONSIBLE FOR ANY COMPENSATION,
REIMBURSEMENT, OR DAMAGES ARISING IN CONNECTION WITH TERMINATION OF THIS
AGREEMENT OR YOUR PARTICIPATION IN THE AFFILIATE PROGRAM.
Limitation of liability
ZOHO WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL,
INCIDENTAL, INDIRECT, PUNITIVE OR EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR
DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERRUPTION, OR
LOSS OF BUSINESS INFORMATION ARISING OUT OF THIS AGREEMENT OR FOR ANY CLAIM
BY ANY OTHER PARTY EVEN IF ZOHO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES. ZOHO'S ENTIRE LIABILITY WITH RESPECT TO THIS AGREEMENT AND THE
AFFILIATE PROGRAM UNDER THIS AGREEMENT SHALL NOT EXCEED THE REFERRAL FEE
PAID OR PAYABLE TO YOU UNDER THIS AGREEMENT.
Changes to the Terms of this Agreement
You understand that Zoho may modify the terms of this Agreement from time to
time. However, you will be provided notice of such changes through an
announcement or by electronic mail. Upon being informed of such changes, you
may either terminate this Agreement within fifteen days and cease
participating in the Affiliate Program or accept the changes and continue to
participate in the Affiliate Program. Your continued participation in the
Affiliate Program after fifteen days from the date of notice of any such
changes shall constitute your consent to such changes.
Relationship of Parties
The relationship between you and Zoho is non-exclusive. This Agreement shall
not be construed as creating a partnership, joint venture, agency or any
other relationship. You are not authorized to enter into any contract or to
assume any obligation on behalf of Zoho. Neither is Zoho authorized to enter
into any contract or to assume any obligation on your behalf.
General
This Agreement constitutes the entire agreement between You and Zoho, and
supersedes all prior communications, understandings and agreements. You may
not assign this Agreement, by operation of law or otherwise, without Zoho's
prior written consent. You agree not to register any trademarks that are
confusingly similar to Zoho's trademarks. Similarly, you agree not to
register or use any internet domain names that are confusingly similar to
Zoho's trademarks. Zoho's failure to enforce your strict performance of any
provision of this Agreement will not constitute a waiver of Zoho's right to
enforce such provision or any other provision of this Agreement
subsequently. If any part of this Agreement is found invalid or
unenforceable, the remainder shall be interpreted so as to reasonably effect
the intention of both parties.
Introduction
This Referral Program Agreement ("Agreement") is intended to outline the
terms and conditions for participation in the Zoho Referral Program
("Referral Program") and is a legally binding contract between you or the
company you represent ("You" or "Your") and Zoho Corporation Private Limited
("Zoho"). By signing up, you agree to be bound by this Agreement in case of
your appointment by Zoho. If you do not agree to be bound by the terms of
this Agreement, do not proceed with the electronic sign up process.
Appointment
Your appointment as a "Partner" for one or more Zoho Services that are
designated to you by a Zoho partner representative ("Designated Zoho
Service") will be subject to review of the information provided by you
during sign up and will be at Zoho's sole and absolute discretion.
Prospective Customer Registration
Upon appointment, an account will be created for you in the Zoho Reseller
Store for the purpose of registering prospective customers and for the
purpose of managing the referral fees earned by you through this Referral
Program. In addition, you can also register prospective customers by sending
an email to partner- support@zohocorp.com
with the required details or you can embed a Zoho Sign-up Box on your
website using the code provided in your account so that interested persons
can directly sign-up for Zoho Services from your website and such persons
are automatically registered as a prospective customer in your account.
You shall register a person as a prospective customer only if you reasonably
believe that such person is interested in using the Designated Zoho Service.
You shall not abuse the prospective customer registration process through en
masse registrations. Registration of prospective customers will be subject
to review by Zoho.
Referral Fee
In the event a potential customer registered by you purchases a Designated
Zoho Service paid subscription plan within a period of three months form the
date of registration, you will be entitled to a referral fee ("Referral
Fee") on such initial purchase and subsequent eligible purchases by the
customer ("Eligible Transactions") as specified in the confirmation e-mail
sent to you by the partner team at Zoho.
Payment of Referral Fee
Referral Fee will accrue only upon completion of forty five (45) days from
the date of purchase of the paid subscription plan by the customer. You will
not be entitled to Referral Fee in case the customer cancels the
subscription or downgrades to a free subscription plan and claims a refund
of the subscription fee. Referral Fee earned by you will be paid out only if
the unpaid Referral Fee reflected in your account accrues to $100. If the
unpaid Referral Fee reflected in your account equals or exceeds $100 on or
before the 15th of a month, you will receive an email on the 15th of such
month asking you to process your Referral Fee. Payment will be made through
PayPal, wire transfer or any other method chosen by Zoho in its sole
discretion.
You will be responsible for payment of all taxes, duties, and charges levied
on the Referral Fee, and you shall indemnify, defend and hold Zoho harmless
from and against any claims arising out or relating to non-payment of
applicable taxes, duties, and charges.
Partner Conduct
You agree to conduct yourself in a responsible, professional, and appropriate
manner while dealing with prospective customers. You also agree not to make
any representation or warranty with respect to the Designated Zoho Services
to the prospective customers other than those representations and warranties
contained in the Zoho Terms of Service.
Embargoed countries
Various US agencies have restrictions in place that regulate or ban all trade
with certain countries. Zoho doesn't allow the sale of subscription of Zoho
Services to these countries.
Zoho does not allow any organization, business or individual to have or
register Zoho accounts while based in these countries:
- Cuba
- Iran
- North Korea
- Syria
- Sudan
We make every effort to ensure that the list of countries mentioned above is
accurate. If you have any questions, kindly contact us at legal@zohocorp.com
Term and Termination
This Agreement will commence as of the date you receive an email from Zoho
confirming your appointment as a "Partner" and shall continue until
terminated by either party in accordance with the provisions contained in
this Agreement.
- Termination without Cause: Either party may terminate this Agreement at
any time, for any reason, by giving thirty (30) days' notice through
email.
- Termination for Cause: Your failure to comply with any of the terms of
this Agreement may result in a warning or immediate termination of this
Agreement by Zoho.
- Termination for Discontinuation of the Referral Program: Zoho reserves
the right to discontinue the Referral Program. In the event Zoho decides
to discontinue the Referral Program, you will be provided with thirty
(30) days' notice through email.
Effect of Termination
In the event of termination of this Agreement without Cause by you or for
Cause by Zoho, Zoho will pay you any outstanding Referral Fee accrued as of
the date of such termination.
In the event of termination of this Agreement without cause by Zoho or
discontinuation of the Referral Program, you will continue to receive
Referral Fee for all Eligible Transactions for a period of one year in
respect of all customers who have converted to a paid subscription plan
before the end of the thirty day notice period.
Except as specifically stated above, termination of the Agreement will end
all rights and responsibilities of both parties set out in this Agreement,
any email communication or any web page relating to the Referral Program.
You must immediately remove all references to Zoho from your website,
including any Zoho Sign-up Box embedded in your website.
Disclaimers
THE REFERRAL PROGRAM AND THE DESIGNATED ZOHO SERVICES ARE PROVIDED "AS IS".
ZOHO DOES NOT MAKE ANY REPRESENTATION OR WARRANTY OF ANY KIND, WHETHER
EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE WITH RESPECT TO THE REFERRAL
PROGRAM OR THE DESIGNATED ZOHO SERVICES. EXCEPT TO THE EXTENT PROHIBITED BY
APPLICABLE LAW, ZOHO DISCLAIMS ALL WARRANTIES WITH RESPECT TO THE REFERRAL
PROGRAM AND THE DESIGNATED ZOHO SERVICES INCLUDING ANY IMPLIED WARRANTIES OF
MERCHANTABILITY, QUIET ENJOYMENT, NON-INFRINGEMENT, AND FITNESS FOR A
PARTICULAR PURPOSE. ZOHO WILL NOT BE RESPONSIBLE FOR ANY COMPENSATION,
REIMBURSEMENT, OR DAMAGES ARISING IN CONNECTION WITH TERMINATION OF THIS
AGREEMENT OR YOUR PARTICIPATION IN THE REFERRAL PROGRAM.
Limitation of liability
ZOHO WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL,
INCIDENTAL, INDIRECT, PUNITIVE OR EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR
DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERRUPTION, OR
LOSS OF BUSINESS INFORMATION ARISING OUT OF THIS AGREEMENT OR FOR ANY CLAIM
BY ANY OTHER PARTY EVEN IF ZOHO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES. ZOHO'S ENTIRE LIABILITY WITH RESPECT TO THIS AGREEMENT AND THE
REFERRAL PROGRAM UNDER THIS AGREEMENT SHALL NOT EXCEED THE REFERRAL FEE PAID
OR PAYABLE TO YOU UNDER THIS AGREEMENT.
Changes to the Terms of this Agreement
You understand that Zoho may modify the terms of this Agreement from time to
time. However, you will be provided notice of such changes through an
announcement or by electronic mail. Upon being informed of such changes, you
may either terminate this Agreement within fifteen days and cease
participating in the Referral Program or accept the changes and continue to
participate in the Referral Program. Your continued participation in the
Referral Program after fifteen days from the date of notice of any such
changes shall constitute your consent to such changes.
Relationship of Parties
The relationship between you and Zoho is non-exclusive. This Agreement shall
not be construed as creating a partnership, joint venture, agency or any
other relationship. You are not authorized to enter into any contract or to
assume any obligation on behalf of Zoho. Neither is Zoho authorized to enter
into any contract or to assume any obligation on your behalf.
General
This Agreement shall be construed, interpreted and governed by the laws of
the State of California exclusive of its conflict of law provisions. Any
dispute arising out of this Agreement will be subject to the exclusive
jurisdiction of courts in Northern California. This Agreement constitutes
the entire agreement between You and Zoho, and supersedes all prior
communications, understandings and agreements. You may not assign this
Agreement, by operation of law or otherwise, without Zoho's prior written
consent. You agree not to register any trademarks that are confusingly
similar to Zoho's trademarks. Similarly, you agree not to register or use
any internet domain names that are confusingly similar to Zoho's trademarks.
Zoho's failure to enforce your strict performance of any provision of this
Agreement will not constitute a waiver of Zoho's right to enforce such
provision or any other provision of this Agreement subsequently. If any part
of this Agreement is found invalid or unenforceable, the remainder shall be
interpreted so as to reasonably effect the intention of both parties.