Kanban Zone may compensate those who introduce Kanban Zone to their professional networks and the public and cause those third party to subscribe to Kanban Zone (“Referral Partners”). You, as the Referral Partner, may develop Kanban Templates and related materials within the Kanban Zone website and system (The “Referral Partner Templates and Content”) and provide that material, if accepted by Kanban Zone, for its use. In addition, you may introduce users to Kanban Zone (the “Referrals”). In exchange for you contributing Board Templates and Content to Kanban Zone and making Referrals by introducing users to Kanban Zone, Kanban Zone has developed its Referral Partner Program.
The Kanban Zone Referral Partner Program is described on our website. We will describe how we compensate Referral Partners directly and separately in a private document. That program may change from time to time as we develop and grow that program. If there is any conflict between documents, the terms of that program published on the website will control. This Agreement address the legal issues to allow Kanban Zone to use and distribute Partner Referral Partner contributions.
1. License. Anyone who submits Partner Referral Board Templates and Content to Kanban Zone grants to Kanban Zone a world-wide, royalty-free, exclusive license to market, sell, and sub-license the Partner Referral Partner Board Templates and Content upon terms, price, and condition. The license granted by this Section is effective on the date Kanban Zone accepts the Partner Referral Partner submission. It may then distribute or otherwise make the Applications available to third parties through the Kanban Zone website or other means it may develop in the future.
2. Distribution. Kanban Zone may exclusively distribute to end-users all applications, templates, or content you develop and provide to Kanban Zone. Kanban Zone may alter, change, modify, amend, or add to the Partner Referral Partner Board Templates and Content if it chooses.
3. Payments. In exchange for the perpetual, world-wide rights to distribute the Partner Referral Partner Board Templates and Content, Kanban Zone will pay you a referral fee for the first twelve (12) months of each SaaS subscription revenue from client that are referred and credited to your referral by Kanban Zone. Kanban Zone may also pay you other commissions or rewards, which it may state by private agreement and which it may change or alter at any time. The specifics of these payments will be supplied separately in a private addendum.
4. Obligations. The Partner Referral Partner Board Templates and Content you create or to which you contribute are governed by the terms of this License. You represent that you believe your Partner Referral Partner Board Templates and Content are your original creation(s) and/or you have sufficient rights to grant the rights conveyed by this License. You represent and warrant that you are not violating any copyright, patent, or other intellectual property rights of any third-party by providing the Partner Referral Partner Board Templates and Content to Kanban Zone for its publication and use. You may not offer or charge a fee for, warranty, support, indemnity, or liability obligations to any third parties.
5. Versions. Kanban Zone is the license steward and may publish revised and/or new versions of this License from time to time. You may always continue to provide Partner Referral Partner Board Templates and Content for Kanban Zone to distribute. You are under no obligation to continue to update, modify, change, or alter the Partner Referral Partner Board Templates and Content; but, Kanban Zone may do so at its discretion.
6. DISCLAIMER OF WARRANTY. THE KANBAN ZONE SYSTEM AND SERVICE IS PROVIDED FOR YOUR USE UNDER THIS LICENSE ON AN AS IS BASIS, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES THAT SYSTEM OR SERVICE AS BEING FREE OF DEFECTS, MERCHANTABLE, FIT FOR A PARTICULAR PURPOSE OR NON-INFRINGING. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE KANBAN ZONE SYSTEM AND SERVICE IS WITH YOU. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS LICENSE; THE USE OF THE KANBAN ZONE SYSTEM IS ONLY AUTHORIZED WITH ACCEPTANCE OF THIS DISCLAIMER.
7. LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, WHETHER TORT (INCLUDING NEGLIGENCE), CONTRACT, OR OTHERWISE, SHALL KANBAN ZONE BE LIABLE TO ANY PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES.
7. Miscellaneous. This License, and its related documents, represents the complete agreement concerning subject matter of this License. If any provision of this License is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable. This License shall be governed by the law of Arizona (except to the extent applicable law, if any, provides otherwise), excluding such jurisdictions conflict-of-law provisions. Any litigation relating to this License shall be subject to the jurisdiction of the courts located in Maricopa County, Arizona, with the losing party responsible for costs, including, without limitation, court costs and reasonable attorneys’ fees and expenses.