Asora Introducer Terms & Conditions

Please read these Introducer Terms & Conditions carefully.

These Introducer Terms & Conditions (“Terms”) are a contract between Asora Technologies Ltd (“Asora”), a company registered in Ireland, having its principal office at 90 Harcourt Street, Dublin, Ireland, and you (“Introducer”). You may be an individual or a firm. If you apply on behalf of a firm, “Introducer” means that firm and you confirm you are authorised to bind it.

By submitting an application to become an Introducer and confirming that you accept these Terms, you offer to enter into this contract. Asora accepts that offer by approving your application. The date of Asora’s approval is the Effective Date.

Until Asora approves your application, you have no right to introduce Prospects under these Terms and no right to commission.

1. Purpose

These Terms set out the terms under which the Introducer will introduce potential customers (“Prospects”) to Asora in exchange for a payment if the introduction results in a new customer contract for Asora’s Software-as-a-Service (“SaaS”) platform.

For the avoidance of doubt, Asora shall have sole discretion as to whether to enter into discussions or agreements with any Prospect introduced by the Introducer.

These Terms are non-exclusive, and Asora may enter into similar arrangements with other introducers or partners.

2. Introductions and Eligibility

The Introducer may introduce Prospects to Asora by providing contact details or facilitating an introduction meeting or call.

An introduction will qualify for payment only if:

• The Prospect was not already known to Asora or in active discussions with Asora at the time of introduction; and
• The Prospect signs a paid SaaS subscription agreement with Asora within six (6) months of the introduction.

3. Payment Terms

Asora shall pay the Introducer a one-time commission equal to twenty percent (20%) of the net first-year software subscription revenue actually received by Asora from the Customer.

For the purposes of this clause:

• “Net revenue” means revenue received by Asora from the Customer excluding taxes, implementation, setup, or service fees.

The commission shall be earned only when Asora has received full payment from the Customer.

Payment will be made within thirty (30) days of receipt of such payment.

If a Customer terminates or cancels its subscription within the first year or receives a refund, the corresponding portion of the commission shall be credited against future commission payments due to the Introducer.

The Introducer shall be solely responsible for any applicable taxes or similar charges arising from the commission.

No further payments shall be due for renewals, expansions, or subsequent years.

4. No Authority or Agency

The Introducer acts solely as an independent introducer and not as an agent, employee, or representative of Asora. The Introducer shall not make any representation or warranty concerning Asora or its services without Asora’s prior written consent, nor shall the Introducer have any authority to bind Asora in any way.

5. Confidentiality and Compliance

The Introducer shall keep confidential all non-public information received from Asora or Prospects in connection with these Terms and shall use such information solely for the purpose of performing under these Terms.

The Introducer shall comply with all applicable data protection and privacy laws. The obligations of confidentiality shall survive for a period of three (3) years following termination of these Terms.

6. Term and Termination

These Terms shall commence on the Effective Date and continue until terminated by either party.

Either party may terminate these Terms:

• Upon thirty (30) days’ written notice for convenience; or
• Immediately upon written notice if the other party commits a material breach or engages in misconduct.

Introductions made prior to termination shall remain eligible for commission in accordance with Clause 3.

7. Miscellaneous

Independent Contractor: Nothing in these Terms creates a partnership, joint venture, or employment relationship between the parties.

Assignment: The Introducer may not assign these Terms without Asora’s prior written consent.

Entire Agreement: These Terms constitute the entire understanding between the parties and supersede all prior discussions or agreements.

Amendments: Any amendment must be agreed in writing by both parties.

Acceptance: You accept these Terms by submitting the application form and checking the acceptance box. Asora accepts by approving your application. No wet-ink or separate electronic signature is required.

Governing Law and Jurisdiction: These Terms shall be governed by and construed in accordance with the laws of Ireland, and the parties submit to the exclusive jurisdiction of the Irish courts.