Partnership Agreement
PARTNERSHIP AGREEMENT
June 7, 2023
This Partnership Agreement is entered into between LLC “WORKSECTION” (43951196) (hereinafter referred to as the “Company”), and the user (individual or legal entity or individual entrepreneur or self-employed person (except stateless persons and individuals under 18 years of age)) (hereinafter referred to as the “Partner”), collectively referred to as the “Parties,” and individually as a “Party,” for the following:
From the moment of submitting an application to join the Partner program and checking the box: “You confirm your agreement with the terms of the Partner program” and pressing the “Join” button, it is considered that the Partner has read and agrees to all the terms of the Partnership Agreement.
The Participant acknowledges that his/her participation in the Company’s Partner Program is possible only if the conditions and terms set forth below are met, and acknowledges the Company’s right to reject or accept his/her application to participate in the Company’s Partner Program at its discretion.
By registering for the Partner Program, you confirm that you have understood and read this agreement and agree to comply with it. To start registering for the Partner Program, you must submit an application to participate by filling out the registration form through the Company’s website.
The Company will review your application and notify you of acceptance or rejection. We reserve the right to accept or reject your application solely at our discretion.
Depending on the outcome of your application, the actual agreement will take effect between you and the Company. If we reject your application, you will not be able to participate in the Company’s Partner Program.
1. TERMS AND DEFINITIONS
In order to avoid inconsistency and ensure uniform interpretation, the Parties have agreed on the following definitions:
Software “Worksection” or Software - an online service installed and operating on the Company’s server, located on the website https://worksection.com/ and representing a system for managing tasks and projects that allows planning and accounting for the economic activity of the organisation and its optimization. The property rights to the Software, including as an object of intellectual property right, belong to the Company. The functional capabilities and instructions for using the Software “Worksection” are posted on the Site.
Site or Website — a collection of data, electronic (digital) information, other objects of copyright and (or) related rights, etc. connected with each other and structured within the address of the website https://worksection.com/ (.org, .net, .eu, .ua, .ru) and (or) the account of the owner of this website, access to which is made through the address of the Internet, and consists of a domain name, records of directories, and (or) a numerical address under the Internet protocol.
Partner — a legal entity, entrepreneur or individual who has joined the program as a Partner.
Partner Program — a form of business cooperation between the Company and the Partner.
Application — an application for joining the Partner Agreement, drawn up by the Partner in electronic form on the Worksection website and confirming the Partner’s accession to the Agreement as a whole. Partner — a person who has entered into an agreement with the Company, has the status of a Partner, and has fully accepted the terms of the Company’s Partner Agreement (hereinafter — the Agreement).
User Agreement — an agreement concluded between the Company and the Partner, which provides for the rights, powers, and limitations of end-user use of the software, the terms of which are unconditionally accepted by the User during the installation of the software (Article 634 of the Civil Code of Ukraine (hereinafter — CCU)).
End user — a legal entity, entrepreneur or individual who is engaged by the Partner for the purpose of using the Software.
Territory — the territory where the Partner has the right to distribute the Software to End Users.
Partner’s Cabinet — a separate web page where the Partner can track reward accruals for the End Users attracted.
Partner’s Cabinet — a separate web page where the Partner can track reward accruals for the End Users attracted.
2. SUBJECT OF THE AGREEMENT
2.1. The Agreement regulates the legal relations that arise between the Company and the Partner in connection with the supply of software to the End User, providing him access to the online service on the terms of a non-exclusive Licence to use the “Worksection” software with the assistance of the Partner. The non-exclusive licence does not exclude the possibility for the Company to use the intellectual property rights object in the sphere limited by this agreement and issue licences to other persons to use this object in the specified sphere;
2.2. The Partner undertakes to provide the Company with services for searching, attracting and consulting new clients for the use of the Software, and the Company undertakes to accept and pay for the provided services, in accordance with the terms specified in Annex No. 1 to this Agreement;
2.3. The Territory covered by the Partner is indicated in the application for accession to the Partnership Agreement.
3. PROCEDURE FOR ENTERING INTO AGREEMENT
3.1. The Partner sends a request (fills out a form on the Company’s website) in electronic form, and after its approval by the Company, this Agreement enters into force.
3.2. The Agreement is concluded in the form of the Partner’s accession to the Agreement as a whole in accordance with CCU.
3.3. The Company has the right at its discretion to refuse to confirm and conclude the Agreement without giving reasons. In the event that the Company has not approved the Partner’s application within the specified period, it is considered that the Company has refused to conclude the agreement.
3.4. The parties have agreed to conclude the Agreement using information and telecommunication systems. The Agreement is considered concluded and mandatory for performance by the Parties from the date of approval of the corresponding Partner’s application.
3.5. An individual or a legal entity or individual entrepreneur or self-employed person who registered in the system using the Partner’s referral link or indicated the Partner’s ID is considered an End User attracted by the Partner.
4. TYPES OF PARTNER STATUS IN THE PARTNER PROGRAM
4.1. The list of partner levels, payments for them, and the conditions for obtaining them are described in Appendix No. 1.
5. REMUNERATION AND PAYMENT PROCEDURE
5.1. For the provision of services by the Partner, subject to compliance with the provisions of this Agreement, the Company pays a remuneration to the Partner. The procedure and amount of remuneration are specified in Annex No. 1;
5.2. The remuneration of the Partner is calculated depending on the volume of funds deposited by the End User and is reflected in the Partner’s Personal Account;
5.3. The remuneration of the Partner is paid 31 days after payment by the End User attracted to the use of the software by the Partner;
5.4. Unless otherwise provided, each Party independently bears all expenses and costs arising in connection with the performance of its obligations;
5.5. Remuneration is not paid for Clients who register after the date of termination of the Agreement. We reserve the right to delay your final payment for up to 60 days for accurate commission calculations;
5.6. The minimum amount of funds that a Partner can withdraw for payment is equivalent to 50 US dollars;
5.7. The Partner accepts and agrees that for the purposes of the Agreement, in particular, for determining the list of Clients attracted by the Partner, as well as for determining the amount of remuneration of the Partner, only the statistics data of the Company presented in the Partner’s Personal Account are used.
5.8. Payments to Partners are made only through the Paypal payment system, unless other options have been agreed upon separately. Communication is carried out through the contact details specified by the Referral Partner in his profile in the Partner Cabinet. The Partner is solely responsible for covering the payment system commission, if applicable.
5.9. The Company reserves the right to change the size of your commission payments in case of fraud detection, payment returns, automatic clicks or automatic registrations during registration or payment.
5.10. The Company reserves the right to change the size of commission payments by changing them in the partner agreement and notifying Partners by email. Any changes to the Payments take effect immediately upon publication on the Company’s website.
6. RIGHTS AND OBLIGATIONS OF THE PARTIES
The Partner has the right to:
6.1. Organise the search and consultation of potential End Users within the defined territory. Advertising and marketing events to attract End Consumers may be carried out after agreement with the Company;
The Partner has the right to:
6.1. Organise the search and consultation of potential End Users within the defined territory. Advertising and marketing events to attract End Consumers may be carried out after agreement with the Company;
6.2. Use the Company’s trade name and trademarks exclusively for the purpose of attracting potential clients to the Partner’s and Company’s activities;
6.3. Receive a reward in accordance with the provisions of the Agreement;
6.4. The parties undertake to ensure the confidentiality of information and all information received in connection with the Agreement, throughout the term of the Agreement and for 3 (three) years from the date of its termination;
6.5. Terminate the Agreement and end relations with the Company in accordance with the provisions of the Agreement. The Company may unilaterally revoke the Affiliate Agreement without prior agreement with the Partner. In this case, the Company notifies the Partner by sending an email about the termination of the Agreement and cooperation as a whole and pays the Partner the remaining unpaid reward if it exists and is reflected in the account in the Partner’s account of the respective Partner.
The partner is obliged:
6.6. Properly provide services for search, attraction, and retention of Customers for the Company.
6.7. Coordinate with the Company any information posted about the Software Product and the Company.
6.7. Coordinate with the Company any information posted about the Software Product and the Company.
6.8. Not use the Company’s intellectual property without proper authorization, and not create conditions or facilitate the infringement of its intellectual property rights.
6.9. Provide the Company with up-to-date and properly certified copies of documents confirming the status of the business entity and determining the taxpayer status, as required.
6.10. Not transfer Advertisements to third parties, subcontractors, or agents without the Company’s permission. To obtain permission, the Company must clearly identify the third party (including the name of the company, physical
address, and website address). Such permission is at the sole discretion of the Company, and the Partner may be denied permission for any reason or without reason at any time.
Company has the right to:
6.11. Control the actions carried out by the Partner for the purpose of searching and attracting End Consumers; 6.12. Verify the accuracy of information about Customers attracted by the Partner;
6.13. Request information and documents from the Partner confirming its status as a business entity and its tax payer status;
6.14. Suspend the Agreement with the Partner in case of violation of the terms of the Agreement until they are rectified;
6.15. Terminate the Agreement unilaterally in accordance with the terms of this Agreement.
6.16. Make changes to the Agreement and its Appendices by notifying the Partner 14 (fourteen) days in advance by sending an email to the email address specified in Appendix No. 1 to this Agreement. If the Partner does not provide comments within this period, it is considered that the Partner accepts all the mentioned changes.
The Company’s obliged:
6.17. Maintain records of information necessary to determine the list of End Users engaged by the Partner, the amount of remuneration payable to the Partner, and provide the Partner with access to this information through the Partner’s Account;
6.18. Pay for services provided by the Partner in a proper and timely manner, in accordance with the terms and conditions set forth in Section 6 of this Agreement;
6.19. Notify the Partner and not pay the Partner any remuneration in the event of the Partner bringing a new End User who is already in the Company’s database.
7. CONFIDENTIALITY
7.1. Any information related to this Agreement, any information transmitted by the Parties to each other, or information that became available to the Party as a result of the Agreement shall be commercial secrets and confidential, except for information stated to be non-confidential.
7.2. The Parties undertake not to disclose any confidential information related to the Agreement.
7.3. The Parties undertake not to use any information obtained under the Agreement in order to cause harm to the Company and/or to obtain any advantage.
7.4. The Parties shall be liable for damages incurred as a result of disclosure of information in accordance with the current legislation of Ukraine;
7.5. The Parties undertake not to transfer confidential information to third parties, not to publish or otherwise disclose such information without the prior written consent of the other Party, as well as to take all possible measures to protect the information received from disclosure.
8. DISCLAIMER ON PERSONAL DATA PROTECTION
8.1. In compliance with the requirements of the Law of Ukraine “On Protection of Personal Data”, each of the Parties to this Agreement guarantees that when transferring personal data of its representatives and/or employees, hereinafter referred to as PD subjects, to the other Party in the course of cooperation, the respective Party has obtained an unambiguous and unconditional consent for processing and transfer of personal data that are transmitted to the other Party, from the responsible PD subjects, for an unlimited period of time;
8.2. In the event of a violation of the requirements of the legislation on personal data protection by one of the Parties, the other Party shall not be liable for such violation. The guilty party undertakes to compensate the other Party for any direct damages caused as a result of the guilty party’s actions (or inaction). Such damages include fines, financial and any other sanctions, other monetary claims that were justified and brought against the Party for a breach of the terms of this Agreement and the requirements of the current legislation of Ukraine, as a result of the actions (or inaction) of the guilty Party.
9. PROCEDURE FOR AMENDMENT AND TERMINATION
9.1. The Agreement may be terminated at the initiative of either Party by sending a written notice to the other Party no later than 31 (thirty one) days prior to the anticipated termination date.
9.2. The Company has the right to unilaterally terminate the Agreement by sending the Buyer a corresponding written notice with a ten-day notice period and indicating the date of termination of the Agreement.
9.3. The expiration of the Agreement term and/or its termination does not affect the termination of Licence Agreements concluded with End Users during its term.
9.4. The termination of the Agreement term for any reason does not release the Parties from liability for the breach of the Agreement terms that arose during its term.
10. FORCE MAJEURE
10.1. In the event of force majeure circumstances, such as a state of emergency, war, blockade, fire, flood, earthquake, natural disasters, laws and other regulatory acts of the legislative and executive authorities, the terms of performance of obligations shall be postponed accordingly for the period during which such circumstances and/or their consequences will be in effect.
10.2. The Party for which it has become impossible to perform its obligations shall inform the other Party of the beginning and end of the force majeure circumstances, providing a certificate from the relevant state authority.
10.3. If force majeure circumstances last for more than three months, each Party has the right to refuse further performance of its obligations to which the force majeure circumstances apply, by an additional agreement to the Agreement or another document that is within the scope of the Agreement. In this case, neither Party shall have the right to compensate the other Party for any possible damages.
11. FINAL PROVISIONS
11.1. The parties acknowledge that documents transmitted in electronic form (including via email and the internet) and containing the necessary details have the same legal force (i.e., are authentic) as documents on paper, signed by the authorised persons indicated in the document and bearing the seal of the Party that signed the documents, except in cases where this contradicts the current legislation, business practices, and the provisions of the Agreement.
11.2. All methods of promoting the company’s products and services must comply with generally accepted norms and be legal methods of doing business, and must clearly comply with all legal norms of the country where the Partner operates. All information on the Company’s website is the property of the company, and the Partner has no right to obtain information from the Company’s website in any way — neither by using software methods nor technical methods — except for what is available to them under this Agreement.
11.3. The Partner has no right to register themselves in the Worksection service and earn money in this way. The Company uses various methods to detect such violations.
11.4. This Agreement may be unilaterally amended by the Company by posting its new version on the Internet on the Website, about which the Company sends a message to the Partner’s email address specified in the Partner’s account.
11.5. In all matters not regulated by the Agreement, the parties shall be governed by the current legislation of Ukraine.
11.6. In the event that any provision of the Agreement is deemed invalid or unenforceable by a court or other competent authority, this shall not affect the validity of the Agreement as a whole or any other provisions of the Agreement.
11.7. The parties undertake to make every effort to resolve disputes and disagreements that may arise as a result of or related to the Agreement, through negotiations.
11.8. Any notices under the Agreement may be sent by one party to the other party by email to the email addresses specified when applying to join the Partner Program.
11.9. All claims, inquiries, questions and other correspondence regarding the Partner Program should be sent by e‑mail to info@worksection.com
Appendix No.1
Levels of the Partner Program
The company offers different levels to its Partners, which are suitable for companies of any size and business model. We have three main partner levels.
Partner level |
Integrator (Partner Program) |
||
Badge |
Silver |
Golden |
Platinum |
Application |
Yes |
- |
- |
Contracts # |
- |
15 contracts |
35 contracts |
Compensation per contract |
15% forever* |
25% forever* |
35% forever* |
Demo account |
Yes** |
Yes** |
Yes** |
Billing |
by Worksection |
by Worksection |
by Worksection |
* — From each payment as long as the client pays for the services.
** — A demo account (5/5/1GB) is provided free of charge for the first year. There is no time limit, provided that there are at least 5 active linked accounts.
There are three levels of the Partner Program for Integrators:
Silver badge. The starting level for integrators. 15% of each payment is paid as long as the referred client pays for the service. No additional conditions and plans.
Golden badge. The next level for integrators, the transition occurs automatically after attracting 15 customers who have paid for the service. Payments from each new customer payment are increased to 25% without any time limit.
Platinum badge. The highest level for integrators, the transition will also take place automatically after attracting 35 customers who have paid for the service. Affiliate payments amount to 35% of each new customer payment with no time limit.
Increased remuneration starts to be paid from the sixteenth/thirty-sixth referred client and is applied to all subsequent clients referred by the Integrator. The increased reward applies only to new clients.