All-Stars Reseller Agreement
Please read the CYBERTEAMS ALL-STARS RESELLER AGREEMENT below. This Agreement is made as of the date listed below, by and between CyberTeams, Inc., a Maryland corporation with its principal place of business at 5714-B Industry Lane, Frederick, Maryland 21704 USA (the "Company") and you the Reseller, of rights to resell the Company's software, referred to herein as the "Products." Specific rights are defined in Section 2 (Scope of Agreement).
- If you agree with the terms of this AGREEMENT, click AGREE. You will be taken to the All-Stars Reseller Registration page.
- If you do not agree with the terms of the AGREEMENT, click DISAGREE. Note that if you do not agree, you may not register for the All-Stars Reseller program.
UPON ACCEPTANCE OF THIS CYBERTEAMS ALL-STARS RESELLER AGREEMENT (THE "AGREEMENT"), CYBERTEAMS DESIGNATES REQUESTER AS A RESELLER CANDIDATE, AND UPON CONFIRMATION OF ACCEPTANCE WILL ALLOW RESELLER TO MARKET ITS PRODUCTS AS INDICATED IN THE FOLLOWING:
For good and valuable consideration received by each party from the other, including entry into this Agreement and the covenants hereof, the parties AGREE:
The Company designates Reseller as a non-exclusive reseller for the Products using physical media or on the Internet and World Wide Web. Reseller may not sell the Products via electronic download except from Reseller's own corporate web site. Reseller may not offer the Products on an online store, on America Online, CompuServe, or the Microsoft Network.
This grant does not include any right to make and/or sell variations or derivative works of the Products. Sole ownership of copyrights and other intellectual and proprietary rights to the Products shall remain in the Company. Reseller accepts the grant, in the limited scope provided herein, and agrees to use its best efforts to communicate the features, benefits, pricing, and availability of the Products to potential customers in reseller's ordinary course of business.
Completion of this agreement allows Reseller to provide Products to Reseller's customers in two (2) ways.
a) When Reseller does NOT bundle Products within a bid for other services that Reseller is providing under a larger unit of work (Project), Reseller may sell Products at the Suggested Retail Price (SRP) published on the Company's web site. Company will reimburse reseller for an amount equal to the Resellers earned discount based on the plan selected and discount rate in effect for the volume of sales the Reseller has made within the current Agreement year-to-date.
b) Reseller may BUNDLE Products within an agreement for larger units of work (Project) Reseller is providing to Reseller's customer, only IF the value of the Project exceeds the SRP published on the Company's web site. If Reseller chooses to disclose the price paid for the Company's Products, Reseller MUST disclose the full SRP without referencing any discounts earned/received from the Company as a result of the sale.
If Reseller's customer chooses to pay the Company directly, Reseller MUST disclose the SRP so that Company can invoice and receive payment for Products included in the Project. Reseller may elect NOT to disclose specific pricing, but MUST disclose Product use within the Project delivered to Reseller's customer.
If Reseller is purchasing Products for a Project wherein the Product price is not disclosed, Reseller must issue a purchase order to the Company showing the SRP and discount earned, so that the Company can invoice and receive payment directly from the Reseller.
Individualized training is made available periodically at Company's training facilities. Travel, meals, and lodging costs for attending individualized training courses are the responsibility of the Reseller.
Completion of this agreement entitles Reseller to All-Stars Membership, for an annual fee as determined by program level (Silver, $495; Gold $695; Platinum $995 in US Dollars). The Addendum to this agreement describes the benefits of each program.
To give authorized Resellers a competitive edge, Company agrees to provide sales and marketing information regarding new product releases at least 60 days prior to commercial release.
The Company recognizes the importance of high quality, on-time technical support. Up to 3 members of Reseller's technical staff will get access to the Company's e-mail support system and for US participants, access to the 1-888 telephone support hotline.
Pre-Release Product Information
Technical Support
Certification Technical staff is defined as those employees involved in consulting, application development and testing, system installation, integration and/or migration, technical training or technical support to Reseller's clients. Reseller will receive designated discounts, based on committed sales volumes, off the Suggested Retail Price as published on Company’s web site at time of sale. These discounts can either be applied at time of purchase (lowering the purchase price) when Reseller pays the Company directly, or received as rebates paid to Reseller against the SRP when the invoice is paid to Company directly by Reseller’s customer. Company will pay Reseller for discounts against individual sales within 5 business days following notice by Company’s bank that funds have been deposited for that sale. Pricing decisions are made at the sole discretion of the Company. Reseller will be given advance notice of any price changes. ALL payment for Products and Services by Reseller and by Reseller’s customers, and refunds to Reseller by the Company shall be made in U.S. Funds via check or other mutually agreed upon electronic payment methods. Local currency prices may vary between time of order and time of payment based on fluctuations in the currency exchange rate. The payment obligations stated in this Section 3 are exclusive of any federal, state, municipal or other governmental taxes, duties, excise taxes or tariffs now or hereafter imposed on the sale of the Products. Any such taxes applied will be added to and itemized on Company’s invoices when they are rendered. Reseller does not have authority to sign any licensing, reselling or any agreements of any nature with other companies relating to the Company's Products.
Reseller may use the copyrights and trademarks of the Company and its products in connection with the advertising of the Products. CyberTeams® and WebSite Director® are registered trademarks of the Company. Nothing herein shall grant Reseller any right, title or interest in the Company's trademarks.
This Agreement shall be considered to continue for a period of twelve (12) months or until such time that either party terminates the Agreement for any reason. Upon expiration of this Agreement, it shall be automatically extended for an additional year pending receipt of payment from Reseller. Either party may terminate the Agreement for any reason by giving 30 days notice to the other party. Initial notice may be delivered via mail, phone, or e-mail. Notification of record must be made via Postal Service to the address of record for the other party as specified in this document. Termination or expiration of this Agreement shall not relieve Reseller of its then accrued payment obligation under this Agreement.
The parties hereto are independent contractors and neither party is an employee, agent, partner or joint venture of the other. Neither party shall have the right to bind the other to any agreement with a third party or to incur any obligation or liability on behalf of the other party.
Participation in the Company's training program is mandatory for at least one sales and one technical individual within Reseller's organization.
- Grant and Best Efforts:
- Scope of Agreement:
- Price & Payments:
- Probationary Period:
- Copyrights & Trademarks:
- Warranty & Indemnification:
- Expiration & Termination:
- Relationship of Parties: