Partnership Agreement
This Partnership Agreement is entered into by and between the following parties:
A company or individual involved in the development and sale of their software (hereafter referred to as "Licensor") and GipsyTeam, represented by the company:
- Company name: SX8 OÜ
- Register no.: 16400718
- Operating address: Pae tn 25-47 Tallinn Harjumaa 11414, Estonia
- Phone number: +372 51999989
- Email address: shop@gipsyteam.com
Hereinafter referred to as "Partner", collectively referred to as "Parties".
1. SUBJECT OF THE AGREEMENT
1.1. The Licensor assigns, and the Partner assumes, the responsibilities of distribution, sales, pre-sales, and after-sales service on the website https://shop.gipsyteam.com/ of the Licensor's software product, hereinafter referred to as "Product," which is an original development of the Licensor.
1.2. The Partner agrees to fulfill the obligations under this Agreement using the resources and tools available on the website https://shop.gipsyteam.com/.
2. PARTNER'S OBLIGATIONS
The Partner shall:
2.1. List the Product on the website https://shop.gipsyteam.com/.
2.2. Sell the Product at prices agreed with the Licensor.
2.3. Register all purchasers of the Product.
2.4. Provide the Licensor with authorized information about the customers of the Product and issued licenses.
2.5. Assist the Licensor in preventing unauthorized copying of the Product by end users.
2.6. Not produce, without the Licensor's sanction, partial or complete copies of the Product or its components (instructions, descriptions), nor publish instructions and descriptions.
3. LICENSOR'S OBLIGATIONS
The Licensor shall:
3.1. Deliver Product sets to the Partner for sales within the agreed timeframes and upon operational requests, with a maximum delivery time of 24 hours.
3.2. Provide promotional and technical material samples, assist in advertising placement, and include the Partner and its details in corporate advertising materials.
3.3. Promptly inform about technical changes, current product versions, or pricing policy.
3.4. Provide the Partner with information about software products, inform about new versions, new pricing and organizational conditions of distribution, and sales promotions.
4. PRODUCT COST
The cost of the Product for the end user is set by the Licensor. The Partner purchases the Product from the Licensor at a discount of 30% off the Product's price.
5. PAYMENT TERMS
The Partner shall pay the Licensor monthly for all licenses ordered by the Partner at the beginning of each month within 10 working days using the following methods: credit card, bank transfer, Skrill, Luxon.
6. PRODUCT DELIVERY TERMS
6.1. The Partner receives orders and payments from customers on the website https://shop.gipsyteam.com/ and provides the necessary data to the Licensor. The Licensor grants access to the Product to the customer within 48 hours from receiving the order data.
6.2. When distributing the Product through any channels, the software must include technical means of copyright protection, preventing the resale of copies of the same item multiple times.
6.3. Purchase is conditional upon the user's prepayment of the full Product cost.
6.4. The Product is paid for using a credit card or online payment system: Stripe, Luxon, or Coinremitter.
6.5. The purchaser is granted a non-exclusive right to use and display the Product on one computer (on a computer system with one processing unit located in one place) as long as the terms of this Agreement are met.
6.6. All rights to the Product not expressly granted in this contract belong to the Licensor.
6.7. The Product itself and the accompanying documentation are not subject to unauthorized copying by the Licensor.
Unauthorized copying of modified or combined versions of the Product and documentation and/or copying of the Product and/or documentation as part of another software and hardware or technical product is not permitted.
6.8. The Licensor reserves the right to change prices, which must be communicated to the Partner in advance. Changes in the price list are made unilaterally by the Licensor and apply to newly placed orders.
7. LIABILITY OF PARTIES
In case of non-fulfillment or improper fulfillment of this Agreement, the Parties are liable in accordance with Estonian legislation.
8. DURATION OF THE AGREEMENT
8.1. This Agreement becomes effective upon the Licensor's receipt of confirmation from the Partner about readiness to cooperate and familiarity with the terms of this Agreement.
8.2. This Agreement is valid indefinitely unless terminated by either party as specified below.
8.3. This Agreement may be terminated by any Party after all mutual settlements under this Agreement have been conducted, with the initiator informing the other Party no later than 30 (thirty) calendar days in advance.
8.4. In case one Party fails to fulfill or improperly fulfills its obligations under this Agreement, the other Party reserves the right to terminate this Agreement from the date of identifying the violation and to compensate the other Party for documented losses in accordance with the legislation of Estonia.
8.5. In case of cessation of activity or liquidation of one of the Parties, the procedure for termination of this Agreement is determined in accordance with the legislation of Estonia.
9. FORCE MAJEURE
Neither Party shall be responsible for the failure or delay in fulfilling its obligations under the Agreement if such failure or delay is caused by force majeure circumstances beyond the reasonable control of the Parties, including fire, flood, earthquake, epidemic, war, military actions, IP address blocking by state bodies of any state, or other actions of state bodies related to the blocking of the Internet infrastructure and other circumstances that can be considered force majeure under applicable law. The deadlines for fulfilling obligations under this Agreement are postponed for the duration of such circumstances.
