This Agreement outlines the terms of the Foxit Affiliate Program. It is a legal contract between you, the “Affiliate,” and Foxit Software Incorporated (“Foxit”). Please read it thoroughly.
We may update these terms periodically. If significant changes occur, we will notify you electronically. If you disagree with the revised terms, you can terminate this Agreement as detailed below.
Definitions
Non-Exclusivity
This Agreement does not create an exclusive partnership. Both you and Foxit maintain the right to recommend and promote third-party products and services.
Affiliate Acceptance and Commission
Upon your acceptance into the Affiliate Program, you will receive a commission equal to 10% of the total online purchase revenue from valid Affiliate Leads (“Commission”). Acceptance into the Affiliate Program does not guarantee acceptance into any other Foxit partnership programs. Applications can be reviewed, and Foxit reserves the right to accept or reject at Foxit’s discretion.
Affiliate shall be responsible for payment of all taxes applicable to the Commission ("Taxes”). To the extent applicable, Affiliate will be assessed sales tax unless Affiliate provides Foxit with valid documents that indicate tax should not be applied to the Commission. All amounts payable by Foxit to Affiliate are subject to offset by Foxit against any amounts owed by Affiliate to Foxit.
Obligations and Responsibilities
As an Affiliate, you agree to:
Commission and Payment
As an Affiliate, your base commission starts at 10% of the total revenue from online purchases made by your referred Customers. Monthly commission payments reflect revenue generated in the prior month. For high-performing partners contributing consistent revenue, we offer the possibility of negotiating different terms to reward and support your efforts. Keep your payment and contact information current in PartnerStack to ensure seamless commission tracking and payments.
Unless otherwise expressly agreed by the parties, each party will bear its costs and expenses with respect to the activities contemplated by this Agreement.
Intellectual Property
Each party hereby grants the other party a nonexclusive, nontransferable, non-sublicensable, royalty-free license to use, in Affiliate’s case, Foxit’s company name and associated logos and, in Foxit’s case, Affiliate’s company name and associated logos (collectively, "Marks"), solely in connection with the exercise and performance of each party’s rights and obligations under this Agreement. The granting party may withdraw any approval of any use of its Marks at any time in its sole discretion. Neither party shall make any express or implied statement or suggestion or use the other party’s Marks in any manner that dilutes, tarnishes, degrades, disparages or otherwise reflects adversely on such other party, its Marks, or its business, products or services. Each party acknowledges that the other party’s Marks are and shall remain Marks of such other Party. Neither party shall gain any right, title or interest with respect to the other party’s Marks by use thereof; and all rights or goodwill associated with such other party’s Marks shall inure to the benefit of such other party.
Warranty
THE PRODUCT(S) UNDER THIS AGREEMENT IS PROVIDED TO CUSTOMER "AS IS”. FOXIT AND ITS LICENSORS MAKE NO WARRANTY AS TO ITS USE OR PERFORMANCE. FOXIT AND ITS LICENSORS, MAKE NO REPRESENTATIONS, WARRANTIES, CONDITIONS, OR TERMS (EXPRESS OR IMPLIED, WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE, COURSE OF DEALING, TRADE PRACTICE OR OTHERWISE) AS TO THE PRODUCT, INCLUDING WITHOUT LIMITATION TITLE, NON-INFRINGEMENT OF THIRD-PARTY RIGHTS, MERCHANTABILITY, SATISFACTORY QUALITY OR FITNESS FOR ANY PARTICULAR PURPOSE.
Affiliate is not authorized to make any warranties or representations on behalf of Foxit. The only warranties provided by Foxit with respect to Product are provided to customers pursuant to the applicable end-user license agreement.
Confidentiality
Both parties agree to keep confidential any proprietary information (“Confidential Information”) exchanged during the Agreement term. The confidentiality obligations referred herein shall survive any termination or expiration of this Agreement.
Term and Termination
This Agreement remains effective if you are part of the Affiliate Program. Either party may end this Agreement with fifteen (15) days written notice.
Upon termination of this Agreement, each party shall return to the other party all Confidential Information of such other party or destroy such Confidential Information (and certify as to such destruction). The confidentiality obligations referred in this section shall survive any termination or expiration of this Agreement, as will any other provisions that by their terms survive the expiration or termination of this Agreement.
Indemnification
Foxit shall, at its expense, indemnify, defend or, at its option, settle any claim brought against Affiliate relating to or arising out of Foxit’s sales efforts in connection with the Affiliate Program or the terms of any definitive agreement entered into with an end-customer pursuant to the Affiliate Program(each such claim, a “Affiliate Claim”), and pay any final judgments awarded by a court of competent jurisdiction or settlements entered into by Foxit on Affiliate’s behalf. Affiliate must notify Foxit promptly of the applicable Affiliate Claim in writing, tender to Foxit sole control and authority over the defense or settlement of such Affiliate Claim, and reasonably cooperate with Foxit, at Foxit’s expense, and provide Foxit with available information in the investigation and defense of such Affiliate Claim. Any effort by Affiliate to settle an Affiliate Claim without Foxit’s involvement and written approval shall void any indemnification obligation hereunder.
Affiliate shall, at its expense, indemnify, defend or, at its option, settle any claim brought against Foxit relating to or arising out of Affiliate’s sales efforts in connection with the Affiliate Program or the terms pursuant to the Affiliate Program(each such claim, a “Foxit Claim”), and pay any final judgments awarded by a court of competent jurisdiction or settlements entered into by Affiliate on Foxit’s behalf. Foxit must notify Affiliate promptly of the applicable Foxit Claim in writing, tender to Affiliate sole control and authority over the defense or settlement of such Foxit Claim, and reasonably cooperate with Affiliate, at Affiliate’s expense, and provide Affiliate with available information in the investigation and defense of such Foxit Claim. Any effort by Foxit to settle a Foxit Claim without Affiliate’s involvement and written approval shall void any indemnification obligation hereunder.
Governing law and Jurisdiction
This Agreement shall be governed by the laws of the State of California, without reference to its conflict of laws rules. The exclusive jurisdiction and venue for all disputes hereunder shall be the state and federal courts located in San Jose County, California, and each party hereby irrevocably consents to the jurisdiction of such courts. Application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act are excluded from this Agreement.
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