Boomer offers a “Reseller Program” (“Program”) to encourage the Reseller through use of Boomer Marketing App, to offer Services to merchants who are not utilizing, or who are not in the process of applying for the use of, the Services.
The Reseller is hereby granted non-exclusive permission to participate in the Program pursuant to the terms of this Agreement and any other terms from time to time stipulated by Boomer. The Reseller agrees to participate in the Program as provided herein and as otherwise instructed by Boomer. This Agreement is not exclusive to the Reseller, and Boomer reserves the unrestricted right to sell, license, market and distribute the Services or the Program to others or to grant to others the right to participate in the Services or the Program.
The Reseller agrees to comply with all the terms and conditions of this Agreement and the Program. Boomer will pay Reseller a fee (“Reseller Fee”) for each merchant that purchases the Services directly referred to Boomer (“Merchant”) provided, that said Merchant, was not previously nor is currently in the process of, acquiring Boomer Services, and whose application Boomer has accepted. Boomer reserves the absolute right in its sole discretion to deny the Services to any Merchant.
The Reseller agrees to conduct appropriate preliminary procedures before offering services to their customers and assist in the collection of Subscription feed and fulfilment of other process steps as may be required.
The Reseller will electronically review and confirm the number of Customers to whom the services were rendered using Boomer Marketing App. subject however, to the following conditions:
The Reseller must guarantee the authenticity and due execution of the services as per the process;
In the event that the electronic confirmation submitted by the Reseller to Boomer are later deemed invalid and unenforceable, Reseller shall defend, indemnify and hold harmless Boomer, at no cost to the latter, from and against any and all claims, demands, liabilities, losses, costs and/or expenses including reasonable attorney’s fees, arising out of Boomer’s use of and reliance on the electronic documents submitted by the Reseller.”
The Business Presence on Boomer Platform will be property of the Business owner.
The Reseller acknowledges that Boomer will review service fulfilment of each Merchant in accordance with Boomer’s policies to ensure that each Merchant shall meet Boomer’s requirement to utilize the Services.
The amount of the Reseller Fee payable to the Reseller will be as described in Schedule B for each new Merchant to Boomer and accepted by Boomer for the Services. The Reseller Fee of any new Merchant will start to be paid to the Reseller after all applicable Subscription fees for the services are received by Boomer from the Reseller.
In order to be eligible for Reseller Fee, Reseller must ensure that the payment for the subscription are made directly to Boomer and not through the app store (iphone) or play store (android phone). Details for the same would be shared by Boomer post signing of the agreement mutually.
Post receipt of the Payment Reseller would be issued a Voucher code for the specific service plan as per the duration required.
Reseller Fee to the Reseller shall be made within fifteen days (15 days) of the following calendar month for each month, post deduction of all the applicable taxes prevailing at that point in time.
Ownership of all intellectual property relating to Boomer, “Boomer Marketing”, “BrandPier”, the Services and the Program provided by Boomer shall belong to Boomer. The Reseller shall put the name of Boomer or its portal Boomer Marketing” or its hyperlinks on the website of the Reseller provided that such names and hyperlinks shall be removed from the website of the Reseller if so requested by Boomer during the term or after termination of this Agreement.
The Party hereto agrees to keep and procure to be kept confidential the terms of this Agreement and any information in whatever form obtained from the disclosing Party pursuant to this Agreement, whether or not designated as confidential (“Confidential Information”). Each Party undertakes not to make available or permit to be made available any Confidential Information to any third party unless it has obtained prior written approval from the disclosing Party or such information is already made known to the public or disclosure is required by law. Each Party further undertakes to disclose to its employees, officers or agents on a need-to- know basis and to use any Confidential Information only for purposes related to this Agreement.
Nothing in this Agreement shall constitute or shall be deemed to constitute a partnership between the Parties or constitute or to be deemed to constitute the Parties as agent of the other parties for any purpose whatsoever. No Party shall have authority or power to bind the other Parties or to contract in the name of or create a liability against the other Parties in any way and for any purpose.
Either Party may terminate this Agreement by one month’s prior written notice to the other Party Clause 9 shall service over the termination of this Agreement.
This Agreement shall be governed by and construed in accordance with the laws of India and the parties hereby irrevocably submit to the exclusive jurisdiction of the Hyderabad courts.