1. Agreement Term
This Agreement is valid for a term of one (1) year from the date of signature by both parties, unless terminated earlier in accordance with the terms set forth herein.
2. Program Confidentiality
The Ambassador agrees to maintain the confidentiality of all proprietary information related to the mConsent Ambassador Program and mConsent software. This obligation extends for a period of two (2) years following the expiration or termination of this Agreement. The Ambassador shall not disclose, publish, or disseminate any confidential information to any third party without the prior written consent of mConsent, a subsidiary of SRS Web Solutions Inc. Confidential information includes but is not limited to business strategies, customer information, data, pricing details, and technical processes.
3. Payment Terms
a. Referral Payments: The Ambassador will receive a predetermined fee for each successful referral, defined as a referral resulting in a confirmed demo presentation or a completed purchase of mConsent software by a new client. Details and amounts of such fees will be specified in the attached Schedule A.
b. Bonus Payments: Performance-based bonuses will be awarded for achieving specific milestones, with details and criteria outlined in the attached Schedule B.
c. Payment Schedule: All payments will be made quarterly, within 30 days following the end of each quarter.
d. Method of Payment: Payments will be made via check, PayPal, or Zelle, as chosen by the Ambassador.
e. Tax Responsibility: The Ambassador is solely responsible for all tax obligations arising from payments received under this program.
4. Ownership of Content
All content created by the Ambassador as part of the program activities, including but not limited to videos, testimonials, case studies, and promotional materials, will be the exclusive property of mConsent, a subsidiary of SRS Web Solutions Inc. The Ambassador grants mConsent an unlimited, perpetual license to use, reproduce, modify, and display the content in all media for marketing, promotional, and commercial purposes. This includes the use of the Ambassador’s image, voice, and likeness as part of such content.
5. Termination
a. Termination for Convenience: Either party may terminate this agreement at any time with thirty (30) days written notice to the other party.
b. Immediate Termination: mConsent reserves the right to terminate this agreement immediately upon any breach of confidentiality or any other violation of these terms and conditions by the Ambassador.
6. Representations and Warranties
The Ambassador represents and warrants that they have the authority and capacity to enter into this Agreement and that their participation in the mConsent Ambassador Program does not and will not violate any agreement between the Ambassador and any third party.
7. Indemnification
The Ambassador agrees to indemnify, defend, and hold harmless mConsent, a subsidiary of SRS Web Solutions Inc, and its directors, officers, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with the Ambassador’s participation in the mConsent Ambassador Program or breach of this Agreement. This indemnification will only cover claims arising directly from the Ambassador’s negligent or willful misconduct.
8. General Provisions
a. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the state of Minnesota.
b. Entire Agreement: This document constitutes the entire agreement between the parties regarding its subject matter and supersedes all prior agreements and understandings, both written and oral, between the parties.
c. Amendment: This Agreement may only be amended in writing and signed by both parties.
Signature
By checking the box below, the Ambassador acknowledges that they have read, understood, and agree to be bound by the terms and conditions of this Agreement.