Start 14-Day Free Trial
Terms Directory
    Add a header to begin generating the table of contents
    Scroll to Top

    edoro Enterprise Partner Program Terms and Conditions

    edoro Enterprise Partner Program Agreement

    This Marketing Partner Program Agreement (the “Agreement”) is made and entered into by and between edoro, Inc. (“edoro”, “we”, “us”, or “our”), and you (“Partner”, “you”, or “your”), the party submitting an application to become an edoro partner.
    By accepting this Agreement, you represent that you have read, understood, and agree to be bound by its terms.

    1. Definitions

    • “Partner”: means the individual or entity participating in the Program.
    • “Program”: means the edoro Enterprise Partner Program.
    • “Partner Portal”: means the online platform provided by edoro for Partners to access resources, register leads, and track performance.
    • “Customer”: means an authorized user of the edoro Products who has completed a Qualified Purchase.
    • “Qualified Purchase”: means the purchase of an annual enterprise subscription to edoro Products by a new Customer who was referred by the Partner through a registered Lead or a valid Referral Link.
    • “Net Revenue”: means the initial and recurring subscription fees actually paid to edoro by a Customer for a Qualified Purchase, less taxes, implementation or setup fees, consulting fees, discounts, and refunds.
    • “Commission”: means an authorized user of the edoro Products who has completed a Qualified Purchase.means the fee payable to the Partner as described in Section 4 of this Agreement.
    • “Customer”: means an authorized user of the edoro Products who has completed a Qualified Purchase.
    • “Customer”: means an authorized user of the edoro Products who has completed a Qualified Purchase.
    • “Customer”: means an authorized user of the edoro Products who has completed a Qualified Purchase.

    2. Enrollment and Partner Obligations

    • 2.1. Enrollment : To enroll in the Program, you must complete the application form. We reserve the right to accept or reject any application at our sole discretion.
    • 2.2. Compliance with Laws : You shall comply with all applicable laws, regulations, and ordinances, including but not limited to those related to email marketing (e.g., CAN-SPAM Act), advertising, and data privacy. You must clearly and conspicuously disclose your "material connection" to edoro in all promotions, as required by the Federal Trade Commission (FTC).
    • 2.3. Prohibited Activities: You shall not engage in any deceptive, misleading, illegal, or unethical marketing activities. This includes, but is not limited to:
    • Using unsolicited email (spam) to promote edoro.
    • Bidding on "edoro" or any variations of our brand name as keywords in any paid search advertising platform (e.g., Google Ads, Bing Ads).
    • Using our brand name in your domain names or social media profile names.
    • Placing referral links on any website that contain obscene, hateful, or illegal content.
    • Offering unofficial discounts, coupons, or kickbacks to prospects.
    • 2.4. Brand Representation : You are granted a limited, non-exclusive, revocable license to use edoro's logos and trademarks, as provided in the Partner Portal, solely for the purpose of promoting edoro Products under the terms of this Agreement. You agree to adhere to our brand guidelines.

    3. Lead Registration

    • 3.1. Process: To claim ownership of a sales opportunity, the Partner must register the Lead through the Partner Portal prior to the Lead making direct contact with edoro. The registration must include, at a minimum, the company name, contact person, email address, and phone number of the prospect.
    • 3.2. First-to-Register Rule : edoro will accept Leads on a "first-to-register" basis. If a Lead has already been registered by another Partner or is already an active prospect in edoro's sales database, the new registration will be rejected.
    • 3.3. Protection Period : Once a Lead is registered and accepted, the Partner will have exclusive rights to that Lead for a period of one (1) year from the date of registration (the "Protection Period"). During this period, edoro's direct sales team will not proactively solicit the Registered Lead.
    • 3.4. Inbound Conversion : If a Registered Lead contacts edoro directly to make a Qualified Purchase during the Protection Period, the originating Partner will still be entitled to the applicable commission, provided the Partner has maintained reasonable contact with the Lead.
    • 3.5. Lead Registration Limit: To ensure focused engagement and high-quality lead management, each Partner may register a maximum of one hundred (100) new leads through the Partner Portal per calendar quarter. edoro may, in its sole discretion, grant exceptions to this limit following a direct discussion with the Partner to review their pipeline, conversion rates, and engagement strategy. Partners wishing to request an exception must contact the Partner Manager.
    • 3.6. Lead Registration Exception : In exceptional cases where a Partner does not register a lead in the Partner Portal to maintain client confidentiality, an alternative attribution method is available. Upon request, edoro will provide the Partner with a unique "Partner Token". The Partner must ensure their customer enters this token into the designated field during the payment process. A commission will only be attributed if the payment is successfully completed using the correct Partner Token.
    • 3.6.1. Assumption of Risk : By choosing not to register a lead in the Partner Portal, the Partner acknowledges and accepts the risk that the lead may contact edoro directly or be registered by another Partner. In such cases, the "First-to-Register Rule" (Section 3.2) will apply, and edoro will not be responsible for any resulting lost commission opportunity.
    • 3.6.2. Proof of Referral: If the Partner Token is not used correctly, the sale will not be attributed to the Partner. The Partner may request manual attribution by providing indisputable, time-stamped documentation proving their direct role in the sale. The decision to grant manual attribution rests solely with edoro.

    4. Commission and Payment

    • 4.1. Commission Structure : For Qualified Purchases made by a Registered Lead sourced entirely by the Partner, the commission structure is calculated based on account longevity:
    • 4.1.1. Contract Years 1 through 3 : The Partner will receive a commission of twenty percent (20%) of the Net Revenue received from the Customer's initial annual contract and for the subsequent first and second annual renewals.
    • 4.1.2. Contract Year 4 and Onward (Lifetime) : Starting from the Customer's third annual renewal (the commencement of contract year 4) and for each subsequent successful annual renewal thereafter, the Partner will receive a lifetime commission of ten percent (10%) of the Net Revenue.
    • 4.2. Direct Customer Payments : All payments for Qualified Purchases must be made directly from the end customer to edoro through its designated payment systems. edoro will not accept or process payments for customer subscriptions that are routed indirectly through a Partner.
    • 4.3. Exclusions : No commission will be paid on implementation fees, training fees, consulting services, taxes, or any other fees outside of the core annual enterprise subscription Net Revenue. Commissions are not paid on self-referrals.
    • 4.4. Validation and Payment : Commissions are considered earned only after a sixty (60) day validation period following the Customer's payment to edoro, to account for any potential cancellations or refunds. Validated commissions will be paid on a Net-30 basis (approximately 30 days after the end of the month in which the commission was validated).
    • 4.5. Payment Method : Payments will be made via PayPal or direct bank transfer, as selected by the Partner in the Partner Portal. A minimum payout threshold of $100 USD applies. Partners are responsible for any transaction fees and for providing accurate payment information and required tax documentation (e.g., W-9 or W-8BEN forms).
    • 4.6. Currency : All financial figures referenced in this Agreement, including but not limited to Net Revenue, subscription fees, and commission payments, are denominated in United States Dollars (USD). All payments made to the Partner under this Agreement will be processed in USD. The Partner is solely responsible for any currency conversion fees or fluctuations.
    • 4.7. Commission on Plan Modifications : Commissions are subject to adjustment based on changes to a customer's subscription plan as follows:
    • 4.7.1. Upgrades: If a customer sourced by a partner upgrades their plan or adds additional seats/licenses during their contract term, the partner will receive a pro-rated commission for the incremental Net Revenue generated by the upgrade for the remainder of that contract term based on the applicable active tier rate (20% or 10%).
    • 4.7.2. Downgrades : If a customer downgrades their plan or reduces seats/licenses mid-term or upon renewal, the commission will be recalculated based on the new, lower Net Revenue and the partner will receive a lowered pro-rated commission. edoro reserves the right to re-evaluate or terminate commission eligibility case-by-case if an enterprise contract falls below standard internal thresholds.
    • 4.8. Commission Clawback and Adjustments : In the event that a Customer, for whom a commission has already been paid to the Partner, receives a full or partial refund, credit, or chargeback for their subscription fee at any time, edoro reserves the right to reclaim the corresponding commission amount (the "Clawback Amount"). The Clawback Amount will be calculated based on the refunded sum. edoro may, in its sole discretion, deduct the Clawback Amount from any future commission payments owed to the Partner. This clause applies regardless of whether the initial 60-day validation period has passed.
    • 4.9. Lifetime Commission Policy : Lifetime commission is strictly contingent upon the customer maintaining an active, uninterrupted paid enterprise subscription. If a customer cancels their subscription and later restarts a new subscription agreement with edoro, the lifetime commission structure from the original referral is voided. The restarted subscription will not be eligible for recurring lifetime commission under the original terms.

    5. Lead Ownership and Dispute Resolution

    • 5.1. Lead Attribution : A lead will be attributed to the first Partner who registers the lead through the Partner Portal, provided the lead is not already an existing customer or in an active sales cycle with edoro ("First-Touch Rule"). edoro's system of record shall be the definitive source for determining lead attribution and timing.
    • 5.2. Dispute Process : Should a Partner wish to dispute the attribution of a lead, the Partner must submit a written dispute to the edoro Partner Team within seven (7) business days of the lead registration or denial. The dispute must include detailed evidence supporting the Partner's claim, such as time-stamped email correspondence or meeting records demonstrating prior substantive engagement.
    • 5.3. Final Decision : edoro will review the submitted evidence and its own records. edoro's decision on lead attribution disputes is final and binding. Failure to dispute within the specified timeframe will constitute acceptance of edoro's initial attribution.

    6. Term and Termination

    • 6.1. Term: This Agreement will begin upon our acceptance of your Partner application and will continue for one year, automatically renewing for successive one-year terms unless terminated by either party.
    • 6.2. Termination : Either party may terminate this Agreement at any time, with or without cause, by giving the other party thirty (30) days of written notice. We may terminate this Agreement immediately upon notice if you breach any term of this Agreement, particularly those in Section 2.3.
    • 6.2.1. For any non-agreement breach, edoro will provide written notice to the Partner of the breach. If the Partner fails to cure the breach within fifteen (15) calendar days from the date of the notice, edoro may then terminate this Agreement immediately.
    • 6.3. Effect of Termination : Upon termination, your rights to use our trademarks and promote our products will cease. You will be eligible to receive commissions earned on Qualified Purchases made prior to the termination date, subject to the standard validation and payment schedule. No commissions will be earned on purchases or renewals occurring after the termination date.

    7. Confidentiality

    • 7.1. Definition : "Confidential Information" includes, but is not limited to, all non-public information disclosed by edoro to the Partner. This encompasses customer lists, lead data, business strategies, marketing plans, financial information, product roadmaps, evaluation thresholds, enterprise pricing, and the terms of this Agreement.
    • 7.2. Obligation: The Partner agrees not to use any Confidential Information for any purpose outside the scope of this Agreement. The Partner will not disclose any Confidential Information to any third party without edoro's prior written consent. The Partner agrees to take reasonable measures to protect the secrecy of and avoid disclosure of edoro's Confidential Information.
    • 7.3. Exceptions: This obligation shall not apply to information that is: (a) publicly known and made generally available through no action or inaction of the Partner; (b) already in the possession of the Partner at the time of disclosure without any confidentiality restrictions; or (c) required to be disclosed by law, provided the Partner gives edoro prompt written notice to allow for a protective order.

    8. General Provisions

    • 8.1. Relationship of the Parties : You and edoro are independent contractors. Nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties.
    • 8.2. Limitation of Liability : EDORO WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES (OR ANY LOSS OF REVENUE, PROFITS, OR DATA) ARISING IN CONNECTION WITH THIS AGREEMENT OR THE PROGRAM, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
    • 8.3. Indemnification : You agree to indemnify, defend, and hold harmless edoro and its employees, directors, and agents from and against any and all claims, liabilities, damages, losses, and expenses arising from your participation in the Program or your breach of this Agreement.
    • 8.4. Governing Law : This Agreement shall be governed by the laws of [Insert State/Country], without regard to its conflict of laws provisions. The exclusive venue for any action arising out of this Agreement shall be the [Insert City/Court Jurisdiction].
    • 8.5. Modification : We may modify any of the terms and conditions in this Agreement at any time in our sole discretion. We will provide notice of any changes by posting a new agreement on our site. If any modification is unacceptable to you, your only recourse is to terminate this Agreement. Your continued participation in the Program following the posting of a new agreement will constitute binding acceptance of the change.

    9. Survival

    The rights and obligations of the parties set forth in Sections 2.3 (Prohibited Activities), 4.8 (Commission Clawback and Adjustments), 6.3 (Effect of Termination), 8.2 (Limitation of Liability), 8.3 (Indemnification), 8.4 (Governing Law), 7 (Confidentiality), and 9 (Survival) shall survive the termination or expiration of this Agreement for any reason.