Quoter Partner Program Terms of Service

Quoter Partner Program Terms of Service

This Partnership Referral Program Agreement (“Agreement”) is between Quoter Software Inc., a Canadian company located at 3200-1021 Hastings Street West, Vancouver BC, V6E 0C3, (“Quoter”) and you, and/or your company, organization, or other entity coming into this Agreement (“Partner”). This Agreement provides governance for Quoter’s Partnership Referral Program (“the Program”). Together, Quoter and the Partner will be referred to as the “Parties”.

Please take care to read this document thoroughly, as you may not participate in the program if you do not accept this agreement. We go into detail here on limitation of liability, intellectual property rights, and other legal matters. If you are participating in the Program on behalf of an organization or other legal entity, we assume that you represent the organization or other legal entity with authority to bind such entity to the terms of this agreement. 

If you are interested in enrolling for Quoter’s Partnership Referral Program, or if you have any questions, please contact partners@quoter.com. It’s important to us that our Terms and Conditions are clear and easy to understand. 

Partner Program Summary  

Quoter Software Inc. is the company behind Quoter, a proposal and quoting software designed to empower B2B leaders to configure, price, quote, and get paid faster. With dozens of time-saving integrations and user-friendly features, Quoter has impacted organizations of all sizes by helping to streamline workflows and increase revenue. 

As a Partner, you are motivated to promote Quoter’s Services (defined below), to prospective Customers (defined below), and refer prospective Customers to Quoter for a referral commission, per the terms of this Agreement. 

Customers are defined as end-users who subscribe to Quoter’s Services. 

Services are defined as Quoter’s subscription-based platform offerings. 

This Agreement outlines the Terms and Conditions under which Partners who agree to may participate in the Program. 

Program Description and Commissions paid to Affiliate Partners
Partners who accept this Agreement and participate in the Partner Program (https://www.quoter.com/partners) are paid out commissions on the 13th of every month. Commissions are earned when a person signs up for any Quoter plan (Basic, Standard, Pro, Enterprise) via a trackable link issued for approved Affiliate Partners. Conversion attribution is valid up to 90 days from the last click on a referral link. We use PartnerStack as our platform vendor to track, manage and pay commissions to Affiliate Partners. Payments are made via Stripe or Paypal and are configured by the Affiliate Partner in their account settings. The commission structure may vary, but all Affiliate Partners start earning 20% for 12 months on paid referrals unless otherwise stated.

Program Term
This Agreement begins on the date the Partner commits in writing to the Program and will carry forward unless otherwise terminated based on the conditions outlined under the paragraph titled “Termination Clause”.

Partner Representation
By entering into this Agreement, both Parties acknowledge their authorization to do so, and agree to comply with all laws, regulations, and rules that are applicable, and verify that they will not infringe or violate any third-party rights in carrying out its rights and commitments under this Agreement.

The Partner also represents and warrants the following:
(i) The Partner has all consents, permissions, and licenses required to carry out its commitments under This Agreement.
(ii) The Partner shall not make representations or warranties related to the Services unless expressly permitted in this Agreement and Quoter’s Terms of Services, and will not seek to modify or expand such representations and warranties.
(iii) The Partner will act ethically and only refer legitimate new Customers to Quoter. The Partner shall not “self-refer”; affiliate fees are not granted for Customers represented as the Partner or its organization, entity, or company. 

(iv) The Partner will not attempt to mirror or duplicate the Quoter website with the goal of leading prospective Customers to it as a representation of Quoter. The Partner’s website shall not give the impression of being Quoter.
(v) The Partner shall not participate or instigate fraudulent, abusive, or otherwise harmful behavior or activity within its website or the Program.
(vi) The Partner shall not use content, ad copy, or other forms of media other than what is explicitly provided by Quoter. If the Partner would like to use their own content, ad copy, or other forms of media, permission must be granted by Quoter in writing before it is used.
(vii) The Partner will not use spam (unsolicited) email tactics in relation to the commitments of the Program. 

(viii) The Partner shall not create, host, or disperse content, ad copy, or other forms of media that contains adult material, gambling, weapons, pornography, violence, drugs, alcohol, sensitive social and political issues including race, minority rights, abortion laws, sexual orientation, or any content that is inflammatory, hateful, abusive, threatening, profane, harassing, or discriminatory.
(ix) The Partner shall not manipulate or hide the original source of a redirected link in relation to the commitments of the Program. All links will point to the quoter.com domain exclusively.

The Parties’ Relationship
Partners who accept this Agreement and participate in the Program do so as independent contractors of Quoter. In accepting this Agreement, Partners shall not construe to manufacture any association, joint venture, employee or agency relationship, or or partnership for any purpose with Quoter. Partners don’t have authority (and shall not exert or fabricate authority) to make representations or agreements on Quoter’s behalf. It’s the responsibility of each Party to pay for its own expenses and costs related to this Agreement. 

Termination Clause
This Agreement can be terminated by either Party (Partner or Quoter), with 30 days written notice to the other party. Quoter may also at any time terminate this Agreement if the Partner breaches the terms and conditions of this Agreement. If Quoter terminates this Agreement, there is a one-month (30 day) period starting from the date of termination where Quoter will provide referral fees to the terminated Partner (where new Customers are acquired via referral by that Partner previous to the date of termination).
 

Limitation of Liability
Under no circumstances is Quoter liable to Partner or any associated third party, including their respective employees, insurers, agents, representatives, officers, licensors, and service providers, for any loss of profits or cost of procurement of substitute goods & services, as well as any indirect, incidental, or special damages whatsoever (including foreseeable or unforeseeable business interruption, business information loss, damage for profit loss, or otherwise). Quoter’s aggregate liability to Partner under this Agreement is limited to the total amount of commission owed to the Partner within the last year (12 months) immediately prior to the claim(s) generating such liability. Quoter is not responsible for and has no liability for the acts or omissions of the Stripe payment provider platform. 

Intellectual Property Rights
Unless expressly permitted prior in writing by Quoter, the Partner shall not and is not permitted to: (i) use the Quoter trademark, name, logo, or other Intellectual Property (defined below), including anything under the Quoter licensed materials, and misspellings or variations of Quoter and its related services terms, (ii) engage in any activities that could confuse initial interest in Quoter, and (iii) use Quoter’s name and/or related Intellectual Property in a domain name or in keyword bidding on online ad platforms, or in any search advertising (code, metatags, keywords, search terms), on any search platform (including Bing and Google). 

“Intellectual Property” refers to trademarks, logos, trade secrets, copyrights, trade names, know-how, proprietary information, methods, procedures, apparatuses, creations, ideas, inventions, trade dress, moral rights, registrations, privacy rights, improvements, works of authorship, extensions, publicity rights, formulas, and methodologies. 

Any use of Quoter and its related Intellectual Property outside of the expressly permitted terms may subject the Partner to the claims for damages as such breaches shall constitute unlawful infringement, and the Partner may be obligated to pay Quoter’s legal fees related to any action or proceeding in which Quoter seeks to pursue its rights under this Agreement or in relation to its Intellectual Property and/or Intellectual Property Rights.

Confidentiality
Over the course of this Agreement, it may be required for either Party to share confidential and/or proprietary information with the other Party, which could include non-public industry knowledge and trade secrets. At no time will either Party share confidential information with other third parties. The Partner will not at any time use confidential information to their or a third party’s benefit. This section remains in effect and in full force even in the event of termination of this Agreement.

Governing Law & Jurisdiction
This Agreement shall be governed by and interpreted in accordance with the laws of Canada, notwithstanding the actual residence of the Parties. Any disputes, actions, proceedings, claims, litigations, or causes of action arising out of or in connection to this Agreement shall be brought to the jurisdiction of the courts of Vancouver, British Columbia.