ChannelPartners

CHANNEL PARTNERS TERMS & CONDITIONS

Last Modified September 1, 2020

  1. Definitions
    1. “REIBLADE Channel Partner” means a company or individual authorized by REIBLADE to market and promote the REIBLADE software platform.
    2. “Marketing Channel Partner Program” means our marketing Channel Partner program as described in this Agreement.
    3. “Channel Partner Lead” means a Customer prospect who clicks on the Channel Partner Link that We have made available to You via the Channel Partner Tool.
    4. “Channel Partner Link” means the unique tracking link You place on Your site or promote through other channels.
    5. “Channel Partner Policies” means the policies applicable to Channel Partners which We may make available to You from time to time.
    6. “Channel Partner Tool” means the tool that We make available to You upon Your acceptance into the Channel Partner Program and for You to use in order to participate in the Channel Partner Program.
    7. “Agreement” means this Marketing Channel Partner Program Agreement and all materials referred or linked to in here.
    8. “Commission” means an amount paid to a Channel Partner for a Customer Transaction. Commission rates are determined by REIBLADE and the Super Channel Partner.
    9. “Customer” means the authorized actual user of the REIBLADE Products who has purchased the REIBLADE products after being a Channel Partner Lead.
    10. “Customer Transactions” means those transactions by Channel Partner Leads that are eligible for Commission pursuant to the ‘Customer Transactions’ section of this Agreement.
    11. “Customer Data” means all information that Customer submits or collects via the REIBLADE Products and all materials that Customer provides or posts, uploads, inputs or submits for public display through the REIBLADE Products.
    12. “REIBLADE Content” means all information, data, text, messages, software, sound, music, video, photographs, graphics, images, and tags that We incorporate into our services.
    13. “REIBLADE Products” means both the Subscription Service and Other Products.
    14. “Program Policies Page” means the landing page:
  1. “Other Products” means those products and services that We offer, which are not included in the Subscription Service (as detailed below); and, for the purposes of this Agreement, Other Products include all future products developed by REIBLADE and any implementation, customization, training, consulting, additional support or other professional services, or fees for third-party products or services.
  2. “Subscription Service” means our web-based real estate investment software that is subscribed to, and developed, operated, and maintained by us, accessible via http://www.Reiblade.com or another designated URL, and add-on products and services to our software.
  3. “Recurring Subscription” means recurring payments, typically monthly or yearly based on the subscription plan selected by the Customer.
  4. “Channel Manager” the person or organization designated as the lead authorized REIBLADE Channel Partner to market the Channel Partner program, review Channel Partner applications, sign up and approve new Channel Partners, negotiate Channel Partner terms and manage the REIBLADE Channel Partner program.
  5. “Percentage” the percentage of sales revenue as defined
  6. ” We “, “us”, “our”, and “REIBLADE” means REIBLADE, LLC
  7. “You” and “Channel Partner” means the party, other than REIBLADE, entering into this Agreement and participating in the Channel Partner Program.
  1. Non-Exclusivity – This Agreement does not create an exclusive agreement between You and Us. Both You and We will have the right to recommend similar products and services of third parties and to work with other parties in connection with the design, sale, installation, implementation and use of similar services and products of third parties.
  2. Channel Partner Acceptance – You have received this agreement because REIBLADE has determined that you are eligible to become an REIBLADE channel partner.
  3. Channel Partner Requirements – REIBLADE requires that all Channel Partners:
    1. are current REIBLADE licensed subscribers for a minimum of 99 door or greater
    2. are knowledgeable and competent with the functionality and best practices of REIBLADE
  4. Customer Transactions: Channel Partner Program Limits – Each accepted Channel Partner Lead will expire according to the information provided on the Program Policies Page from the date the Channel Partner Lead clicked on the Channel Partner Link that was made available by You. We will pay You Commission for each new Customer who completes a Customer Transaction after clicking on a Channel Partner Lead made available by You provided You remain eligible to receive Commission pursuant to the terms of this Agreement. The start of the Customer’s subscription is determined by the date of the first purchase of the Subscription Service by the Customer.  You will receive a Commission payment for that Customer Transaction regardless of any additional purchases made by that Customer during their Subscription Service.  Commission payments are defined in the section 10 titled “Commission Amount.”
  5. Eligibility
    1. To be eligible for Commission
      1. a Channel Partner Lead must be accepted and valid in accordance with the ‘Acceptance and Validity’ section,
      2. a Customer Transaction must have occurred
  • Customer must remain a Customer sixty (60) days plus the number of days until the end of that calendar month in order to be eligible for a Commission. For example, a Customer who makes a purchase on the 15th of March must remain a Customer until the 31st of May in order to be eligible for a Commission.
  1. All transactions must occur on a Reiblade.com domain. Any transactions occurring on international domains (.fr, .jp, .de, etc.) will not be eligible for Commission.
  1. You are not eligible to receive Commission or any other compensation from Us based on transactions for Other Products or if:
    1. such compensation is disallowed or limited by federal, state or local law or regulation in the United States or the laws or regulations of Your jurisdiction,
    2. the applicable Customer objects to or prohibits such compensation or excludes such compensation from its payments to Us or REIBLADE Channel Partners,
  • the Customer has paid or will pay such commissions, referral fees, or other compensation directly to You,
  1. the Commission payment has been obtained by fraudulent means, misuse of the Channel Partner Link, in violation of any Channel Partner Program Policies that We make available to You, misuse of the Channel Partner Tool or by any other means that We deem to breach the spirit of the Marketing Channel Partner Program. In competitive situations with other Channel Partners, We may elect to provide the Commission to the Channel Partner that We deem to be the most eligible for Commission, at our discretion.
  1. We may discontinue Commission payments should any of the eligibility criteria set forth in this subsection fail to be met at any time.
  1. Acceptance and Validity
    1. You will only be eligible for a Commission payment for any Customer Transactions that derived from Channel Partner Leads generated by the Channel Partner Link that We make available to You and are accepted by REIBLADE. a Channel Partner Lead will be considered valid and accepted if, in our reasonable determination:
      1. it is a new potential Customer of ours, and
      2. is not, at the time of submission or sixty (60) days prior, one of our pre-existing Customers, or involved in our active sales process.
    2. Notwithstanding the foregoing, We may choose not to accept a Channel Partner Lead in our reasonable discretion. If a Channel Partner Lead does not purchase the Subscription Service within the time period described on the Program Policies Page of their first click on the Channel Partner Link, You will not be eligible for a Commission payment, even if the Channel Partner Lead decides to purchase after the time period has expired. a Channel Partner Lead is not considered valid if it’s first click on the Channel Partner Link is after this Agreement has expired or terminated.
  2. Engagement with Prospects – Once We have received the Channel Partner Lead information, We may elect to engage with the prospect directly, regardless of whether or not the Channel Partner Lead is valid. If a Channel Partner Lead is not valid then We may choose to maintain it in our database, and We may choose to engage with such Channel Partner Lead. Any engagement between REIBLADE and a Channel Partner Lead will be at REIBLADE’s discretion.
  3. Commission and Payment
    1. Requirements for Payment; Forfeiture. In order to receive payment under this Agreement, You must have:
      1. agreed to the terms of this Agreement
      2. completed all required REIBLADE documentation
  • have a valid and up-to-date PayPal account or provide valid bank account information (iv) completed any and all required tax documentation in order for REIBLADE to process any payments that may be owed to You.
  1. Notwithstanding the foregoing or anything to the contrary in this Agreement, if any of the requirements set forth in section 5(a)(i-iv) remain outstanding for six (6) months immediately following the close of a Customer Transaction, then Your right to receive Commission arising from any and all Customer Transactions with the associated Customer will be forever forfeited (each, a “Forfeited Transaction”). We will have no obligation to pay You Commission associated with a Forfeited Transaction. Once You comply with all of the requirements in section 5(a)(i-iv), then You will be eligible to receive Commission on Customer Transactions, as long as these Customer Transactions do not involve the same Customer associated with a Forfeited Transaction.
  1. Commission Payment
    1. We , or the REIBLADE Channel Manager, will pay the Commission amount due to You within fifteen (15) days after the end of each calendar month for any Commission amounts that You become eligible for according to the Eligibility section above and only for payments received by REIBLADE minus any accrued debits against commission. Reasons for Debits against commission may include, but are not limited to the:
      1. Refunds to Customer: For any reason that may result in a Customer refund, the amount of Debit will be calculated based on the applicable commission percentage against the amount refunded.
      2. Transfer of Commission to Another Affiliate: Subsequent to the payment of a commission, REIBLADE may determine that the commission was earned by a different Channel Partner.  In this case, the commission about will be debited from one Channel Partner and paid to another Channel Partner.
  • Determination of Ineligibility: If subsequent to the payment of a commission, REIBLADE determines the Channel Partner to be ineligible for that commission, REIBLADE may debit the commission from that Channel Partner.  
  1. REIBLADE will determine the currency in which We pay the Commission, as well as the applicable conversion rate. We will not pay more than one Commission payment or other similar referral fee on any given Customer Transaction (unless We choose to in our discretion). Taxes. You are responsible for payment of all taxes applicable to the Commission. All amounts payable by Us to You are subject to offset by Us against any amounts owed by You to Us. Commission Amounts. We reserve the right to alter or change the Commission amount.
  1. Commission Amount – Your Commission amount is calculated as follows:
    1. Recurring Subscription Sales: You will receive a percentage of each Customer subscription payment as specified in the attached Channel Partner Terms Sheet for each Customer whose subscription is paid continuously without cancelation through the first three (3) years from the date of the Customer subscription inception. Commissions are paid as a percentage of the amount received by REIBLADE and paid to You by the 15th of the Calendar month following that date We receive the Customer payment.  If the client upgrades their account resulting in increased subscription revenue, then:
      1. If due to Your efforts, (the Customer upgrades to a higher dollar level subscription plan by clicking on Your Channel Partner link), then You will receive commission calculated as a percentage of the increased amount.
      2. If the Customer upgrades their subscription level on their own without having clicked on Your Channel Partner link prior to upgrading, You will continue to receive the commission percentage based on the original subscription level.
    2. If for any reason, the Customer downgrades their subscription resulting in a reduced subscription revenue, You will receive a commission percentage based on the reduced amount.
  1. Trademarks
    1. During the term of this Agreement, in the event that We make our trademark available to You, You may use our trademark as long as You follow the usage requirements in this section. You must: (i) only use the images of our trademark that We make available to You, without altering them in any way; (ii) only use our trademarks in connection with the Channel Partner Program and this Agreement; and (iii) immediately comply if We request that You discontinue use.  You must not: (i) use our trademark in a misleading or disparaging way; (ii) use our trademark in a way that implies We endorse, sponsor or approve of Your services or products; or (iii) use our trademark in violation of applicable law or in connection with an obscene, indecent, or unlawful topic or material.
  2. Proprietary Rights
    1. REIBLADE’s Proprietary Rights. No license to any software is granted by this Agreement. The REIBLADE Products are protected by intellectual property laws. The REIBLADE Products belong to and are the property of Us or our licensors (if any). We retain all ownership rights in the REIBLADE Products. You agree not to copy, rent, lease, sell, distribute, or create derivative works based on the REIBLADE Content, or the REIBLADE Products in whole or in part, by any means, except as expressly authorized in writing by Us. REIBLADE, REIBLADE.COM, the REIBLADE logos, and other marks that We use from time to time are our trademarks and You may not use them without our prior written permission, except as otherwise set forth in this Agreement.
    2. We encourage all Customers and Channel Partners to comment on the REIBLADE Products, provide suggestions for improving them, and vote on suggestions they like. You agree that all such comments and suggestions will be non-confidential and that We own all rights to use and incorporate them into the REIBLADE Products at the sole discretion of REIBLADE without any obligation and without payment to You or any other party.
    3. Customer’s Proprietary Rights. As between You and Customer, Customer retains the right to access and use the Customer portal associated with the REIBLADE Products. For the avoidance of doubt, Customer will own and retain all rights to the Customer Data.
  3. Confidentiality
    1. As used herein, “Confidential Information” means all confidential information disclosed by a party (“Disclosing Party”) to the other party (“Receiving Party”), (i) whether orally or in writing, that is designated as confidential, and (ii) REIBLADE Customer and prospect information, whether or not otherwise designated as confidential. Confidential Information does not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party or (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party. The Receiving Party shall: (i) protect the confidentiality of the Confidential Information of the Disclosing Party using the same degree of care that it uses with its own confidential information, but in no event less than reasonable care, (ii) not use any Confidential Information of the Disclosing Party for any purpose outside the scope of this Agreement, (iii) not disclose Confidential Information of the Disclosing Party to any third party, and (iv) limit access to Confidential Information of the Disclosing Party to its employees, contractors and agents. The Receiving Party may disclose Confidential Information of the Disclosing Party if required to do so under any federal, state, or local law, statute, rule or regulation, subpoena or legal process.
  1. Opt Out, Unsubscribing, and Privacy – You will comply promptly with all opt out, unsubscribe, “do not call” and “do not send” requests. For the duration of this Agreement, You will establish and maintain systems and procedures appropriate to effectuate all opt out, unsubscribe, “do not call” and “do not send” requests.  You agree to and will comply with all regional and national laws regarding data Privacy Compliance regulations. 
  2. Term and Termination
    1. Term: This Agreement will apply for as long as You participate in the Channel Partner Program, or until terminated by REIBLADE.
    2. Termination Without Cause: Both You and We may terminate this Agreement on fifteen (15) days written notice to the other party.
    3. Termination for Agreement Changes: If We update or replace the terms of this Agreement, You may terminate this Agreement on five (5) days written notice to us, provided that You send Us written notice within ten (10) days after We send You notice of the change.
    4. Termination for Cause: We may terminate this Agreement: (i) upon thirty (30) days’ notice to You of a material breach if such breach remains uncured at the expiration of such period, (ii) upon fifteen (15) days’ notice to You of non-payment of any amount due to Us if such amount remains unpaid at the expiration of such period, (iii) immediately, if You become the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors, (iv) immediately, if You breach the terms applicable to Your subscription with Us (if You have one), including if You default on Your payment obligations to Us or our Affiliate, or (v) immediately, if We determine that You are acting, or have acted, in a way that has or may negatively reflect on or affect us, our prospects, or our Customers.
    5. Effects of Expiration/Termination: Expiration of this Agreement, and termination of this Agreement: (i) without cause by us,(ii) by You with cause, (iii) by You according to the ‘Termination for Agreement Changes’ section, shall not affect our obligation to pay You a Commission, so long as the related payment by the Customer Transaction is recognized by Us within thirty (30) days after the date of such termination or expiration. We will not pay You fees on Customer Transactions recognized by Us after thirty (30) days after the date of such termination or expiration set out above.  Provided however, in the event of termination without cause by You, or for cause by us, our obligation to pay and Your right to receive any Commission will terminate upon the date of such termination, regardless of whether You would have otherwise been eligible to receive Commission prior to the date of termination. Except as expressly set forth in this section, You are not eligible to receive a Commission payment after expiration or termination of this Agreement. Upon termination or expiration, You will immediately discontinue all use of our trademark and references to this Channel Partner Program from Your website(s) and other collateral. For the avoidance of doubt, termination or expiration of this Agreement shall not cause a Customer’s subscription agreement to be terminated.
  1. Channel Partner Representations and Warranties – You represent and warrant that: (i) You have all sufficient rights and permissions to participate in the Channel Partner Program and to provision REIBLADE with Channel Partner Lead’s for our use in sales and marketing efforts or as otherwise set forth in this Agreement, (ii) Your participation in this Channel Partner Program will not conflict with any of Your existing agreements or arrangements; and (iii) You own or have sufficient rights to use and to grant to Us our right to use the Channel Partner Marks. You further represent and warrant that: (i) You will ensure that You are compliant with any trade or regulatory requirements that may apply to Your participation in the Channel Partner Program (for example, by clearly stating You are a REIBLADE Channel Partner on any website(s) You own where You make a Channel Partner Link available); (ii) You will accurately provide a list of all websites and domains You own where You intend to use Channel Partner Links to generate Channel Partner Leads; (iii) You will not purchase ads that direct to Your site(s) or through a Channel Partner Link that could be considered as competing with REIBLADE’s own advertising, including, but not limited to, our branded keywords; (iv) You will not participate in cookie stuffing or pop-ups, false or misleading links are strictly prohibited; (v) You will not attempt to mask the referring URL information; (vi) You will not use Your own Channel Partner Link to purchase REIBLADE products for Yourself.
  2. Indemnification – You will indemnify, defend and hold Us harmless, at Your expense, against any third-party claim, suit, action, or proceeding (each, an “Action”) brought against Us (and our officers, directors, employees, agents, service providers, licensors, and Channel Partners) by a third party not Affiliated with Us to the extent that such Action is based upon or arises out of (a) Your participation in the Channel Partner Program, (b) our use of the prospect data You provided us, (c) Your noncompliance with or breach of this Agreement, (d) Your use of the Channel Partner Marks. We will: notify You in writing within thirty (30) days of our becoming aware of any such claim; give You sole control of the defense or settlement of such a claim; and provide You (at Your expense) with any and all information and assistance reasonably requested by You to handle the defense or settlement of the claim. You shall not accept any settlement that (i) imposes an obligation on us; (ii) requires Us to make an admission; or (iii) imposes liability not covered by these indemnifications or places restrictions on Us without our prior written consent.
  3. Disclaimers; Limitations of Liability
    1. Disclaimer of Warranties. WE AND OUR AFFILIATED COMPANIES AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, SECURITY OR ACCURACY OF THE REIBLADE PRODUCTS, REIBLADE CONTENT, THE CHANNEL PARTNER PROGRAM OR THE CHANNEL PARTNER TOOL FOR ANY PURPOSE. APPLICATION PROGRAMMING INTERFACES (APIs) MAY NOT BE AVAILABLE AT ALL TIMES. TO THE EXTENT PERMITTED BY LAW, THE REIBLADE PRODUCTS ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND. WE DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND WITH REGARD TO THE REIBLADE PRODUCTS INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
    2. No Indirect Damages. TO THE EXTENT PERMITTED BY LAW, IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS OR BUSINESS OPPORTUNITIES.
    3. Limitation of Liability. IF, NOTWITHSTANDING THE OTHER TERMS OF THIS AGREEMENT, WE ARE DETERMINED TO HAVE ANY LIABILITY TO YOU OR ANY THIRD PARTY, THE PARTIES AGREE THAT OUR AGGREGATE LIABILITY WILL BE LIMITED TO THE TOTAL COMMISSION AMOUNTS YOU HAVE ACTUALLY EARNED FOR THE RELATED CUSTOMER TRANSACTIONS IN THE TWELVE MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO A CLAIM.
    4. Cookie Duration. COOKIES USED AS PART OF THIS CHANNEL PARTNER PROGRAM HAVE A 90 DAY DURATION. IF A POTENTIAL CUSTOMER CLEARS THEIR COOKIES DURING THIS PERIOD, REIBLADE SHALL NOT BE LIABLE FOR ANY COMMISSIONS THAT MAY HAVE BEEN OWED TO YOU.
  4. Non-Solicitation – You agree not to intentionally solicit for employment any of our employees, agents, or contractors during the term of this Agreement and for a period of twelve (12) months following the termination or expiration of this Agreement. Both You and We acknowledge that (i) any newspaper or other public solicitation not directed specifically to such person shall not be deemed to be a solicitation for purposes of this provision, and (ii) this provision is not intended to limit the mobility of either our employees or contractors.
  5. General
    1. Amendment; No Waiver. We may update and change any part or all of this Agreement, including by replacing it in its entirety. If We update or change this Agreement, the updated Agreement will be made available to You and We will let You know by email. The updated Agreement will become effective and binding on the next business day after We have notified You. When We change this Agreement, the “Last Modified” date above will be updated to reflect the date of the most recent version. We encourage You to review this Agreement periodically. If You don’t agree to the update, change or replacement, You can choose to terminate as We describe above. No delay in exercising any right or remedy or failure to object will be a waiver of such right or remedy or any other right or remedy. A waiver on one occasion will not be a waiver of any right or remedy on any future occasion.
    2. Applicable Law. This Agreement shall be governed by the laws of the State of Arizona, without regard to the conflict of laws provisions thereof. In the event either of Us initiates an action in connection with this Agreement or any other dispute between the parties, the exclusive venue and jurisdiction of such action shall be in the state and federal courts in Phoenix, AZ.
    3. Force Majeure. Neither party will be responsible for failure or delay of performance if caused by: an act of war, hostility, or sabotage; act of God; electrical, internet, or telecommunication outage that is not caused by the obligated party; government restrictions; or other event outside the reasonable control of the obligated party. Each party will use reasonable efforts to mitigate the effect of a force majeure event.
    4. Actions Permitted. Except for actions for nonpayment or breach of a party’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than one (1) year after the cause of action has accrued.
    5. Relationship of the Parties. Both You and We agree that no joint venture, partnership, employment, or agency relationship exists between You and Us as a result of this Agreement.
    6. Compliance with Applicable Laws. You shall comply, and shall ensure that any third parties performing sales or referral activities on Your behalf comply, with all applicable foreign and domestic laws (including without limitation export laws and laws applicable to sending of unsolicited email), governmental regulations, ordinances, and judicial administrative orders. You shall not engage in any deceptive, misleading, illegal or unethical marketing activities, or activities that otherwise may be detrimental to us, our Customers, or to the public. Export laws and regulations of the United States and any other relevant local export laws and regulations may apply to the REIBLADE Products. You will comply with the sanctions programs administered by the Office of Foreign Assets Control (OFAC) of the US Department of the Treasury.  You will not directly or indirectly export, re-export, or transfer the REIBLADE Products to prohibited countries or individuals or permit use of the REIBLADE Products by prohibited countries or individuals.
    7. Severability. If any part of this Agreement is determined to be invalid or unenforceable by applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of this Agreement will continue in effect.
    8. Notice will be sent to the contact address set forth herein (as such may be changed by notice given to the other party) and will be deemed delivered as of the date of actual receipt.
      1. To REIBLADE 5104 E Van Buren St #3115 Phoenix, AZ 85008
      2. We may give electronic notices specific to You by email to Your e-mail address(es) on record in our account information for You. We may give notice to You by telephone calls to the telephone numbers on record in our account information for You.
    9. Entire Agreement. This Agreement is the entire agreement between Us for the Channel Partner Program and supersedes all other proposals and agreements, whether electronic, oral or written, between Us. We object to and reject any additional or different terms proposed by You, including those contained in Your purchase order, acceptance or website. Our obligations are not contingent on the delivery of any future functionality or features of the REIBLADE Products or dependent on any oral or written public comments made by Us regarding future functionality or features of the REIBLADE Products. It is the express wish of both You and Us that this Agreement and all related documents be drawn up in English. We might make versions of this Agreement available in languages other than English. If We do, the English version of this Agreement will govern our relationship and the translated version is provided for convenience only and will not be interpreted to modify the English version of this Agreement.
    10. You will not assign or transfer this Agreement, including any assignment or transfer by reason of merger, reorganization, sale of all or substantially all of its assets, change of control or operation of law, without our prior written consent. We may assign this Agreement to any Channel Partner or in the event of merger, reorganization, sale of all or substantially all of our assets, change of control or operation of law.
    11. No Third Party Beneficiaries. Nothing in this Agreement, express or implied, is intended to or shall confer upon any person or entity (other than the parties hereto) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.
    12. Program Policies. We may change the Program Policies from time to time. Your participation in the Channel Partner Program is subject to the Program Policies, which are incorporated herein by reference
    13. No Licenses. We grant to You only the rights and licenses expressly stated in this Agreement, and You receive no other rights or licenses with respect to us, the REIBLADE Products, our trademarks, or any other property or right of ours.
    14. Sales by REIBLADE. This Agreement shall in no way limit our right to sell the REIBLADE Products, directly or indirectly, to any current or prospective Customers.
    15. Each party represents and warrants to the other that it has full power and authority to enter into this Agreement and that it is binding upon such party and enforceable in accordance with its terms.
    16. The following sections shall survive the expiration or termination of this Agreement: ‘Commission and Payment’, ‘Proprietary Rights’, ‘Confidentiality’, ‘Effects of Termination/Expiration’, ‘Indemnification’, ‘Disclaimers; Limitation of Liability’, ‘Non-Solicitation’ and ‘General’.

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