This Reseller Agreement ("Agreement") is entered into by and between Company and Reseller as of the date Reseller clicks "I Agree," signs electronically, activates a reseller account, submits onboarding information, receives access credentials, or otherwise participates in this Reseller Program ("Effective Date").
Company includes Clevertone Inc., Vekser LLC, and their affiliated entities, subsidiaries, DBAs, platforms, successors, and assigns (collectively, the "Company").
Reseller means the individual, consultant, independent contractor, agency, business entity, operator, partner, or organization participating in the Reseller Program.
By activating a reseller account or participating in the Reseller Program, Reseller agrees to be bound by this Agreement and all applicable platform policies, pricing schedules, commission schedules, reseller materials, order forms, invoices, and program documentation.
Company:
Vekser LLC, together with its affiliated entities, including Clevertone Inc. and Trelegate as applicable under the services provided ("Company"), with principal offices at:
Vekser LLCClient:
The individual or entity accepting this Agreement, together with any authorized representatives, operators, property owners, managers, brokers, agents, or affiliated entities using the platform under Client's account ("Client").
Company and Client may each be referred to herein as a "Party" and collectively as the "Parties."
Company provides a reseller platform through which approved Resellers may:
Participation in the Reseller Program does not create any ownership interest in Company, its software, intellectual property, customers, workforce, pricing models, or business operations.
Reseller participation may include:
Reseller promotes Company services under Company branding and receives commissions for approved sales.
Reseller markets services under its own brand while utilizing Company infrastructure and service delivery.
Company may approve customized pricing, territories, commission structures, or operational arrangements through separate written agreements.
Company reserves the right to classify, reclassify, approve, reject, suspend, or terminate any reseller relationship at its sole discretion.
Company may provide:
Access remains a revocable license and may be modified, suspended, restricted, or terminated at any time. Reseller receives no ownership rights in the platform.
Company may modify available billing models, payout schedules, commission structures, or operational requirements prospectively.
Where applicable:
Commission schedules may be modified prospectively upon notice.
Reseller is solely responsible for:
Reseller shall not make guarantees, warranties, pricing commitments, service promises, performance claims, or legal representations on behalf of Company without written authorization.
Reseller acknowledges that:
Nothing in this Agreement grants ownership of End Clients to Reseller.
Company Confidential Information includes:
Reseller Confidential Information includes:
Both parties agree to maintain confidentiality for five (5) years following termination and indefinitely for trade secrets.
During the Agreement and for two (2) years following termination, Reseller shall not:
Likewise, Company shall not knowingly solicit Reseller employees solely for the purpose of circumventing the reseller relationship.
Company retains all ownership rights in:
No ownership transfers to Reseller.
White-label participation:
Company retains ownership of all underlying systems.
Reseller shall maintain all licenses, permits, registrations, certifications, and regulatory approvals required for its activities under this Agreement. Where required by law, Reseller may utilize a qualifying agent or licensed representative, which shall remain solely under Reseller's responsibility.
Reseller is solely responsible for compliance with all applicable laws and regulations and shall indemnify Company against any claims, fines, penalties, or liabilities arising from Reseller's non-compliance. Failure to comply with this Section constitutes a material breach of this Agreement.
Company does not guarantee:
Past performance does not guarantee future results.
Reseller shall comply with:
Reseller is solely responsible for compliance with communications sent to prospects or clients.
Company may immediately suspend or terminate access for:
Termination does not eliminate outstanding obligations.
To the maximum extent permitted by applicable law, Company's total liability arising out of or relating to this Agreement, the Reseller Program, the platform, commissions, referrals, End Clients, or any products or services provided hereunder shall not exceed the total commissions paid to Reseller or fees paid by Reseller to Company during the three (3) months immediately preceding the event giving rise to the claim.
In no event shall Company be liable for any indirect, incidental, consequential, special, exemplary, punitive, or lost-profit damages, or for any loss of business, revenue, commissions, clients, opportunities, goodwill, data, or anticipated savings, whether arising in contract, tort, negligence, strict liability, or otherwise, even if advised of the possibility of such damages.
Reseller indemnifies Company for:
Neither Party shall be liable for delay or nonperformance due to events beyond reasonable control, including natural disasters, weather events, governmental actions, epidemics, platform outages, utility failures, labor disruptions, war, civil disorder, or similar events.
The Parties are independent contractors. This Agreement creates:
This Agreement shall be governed by the laws of the State of Florida. Venue shall lie exclusively in Broward County, Florida.
Company may update these Reseller Terms prospectively. Continued participation constitutes acceptance.
This Agreement, together with any applicable order form, pricing summary, invoice, checkout summary, or written service approval incorporated by reference, constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes prior discussions or understandings on that subject matter.
By clicking "I Agree," activating a reseller account, accessing the reseller dashboard, onboarding clients, receiving commissions, or participating in the Reseller Program, Reseller acknowledges that it has read, understood, and agreed to these Terms & Conditions and all incorporated policies.