A2X Partners Agreement

If you're an accountant, bookkeeper or other provider of professional advisory services approved by A2X then you can become a recognized A2X Partner and receive the benefits of the A2X Partner Program (the Program). By applying for registration into the Program you are accepting and agreeing to the terms and conditions set out in this Partner Agreement (Partner Agreement), as well as A2X terms of Use, as updated or amended from time to time in A2X's discretion (A2X's Terms of Use), which are incorporated into this Partner Agreement by reference.

If you are agreeing to this Partner Agreement not as an individual but on behalf of your company, organization, firm, partnership or other corporate entity, then you agree and acknowledge that you are binding such an entity to this Partner Agreement, and that you are fully authorized to do so.

A2X may update or modify this Partner Agreement from time to time at its sole discretion. All updates and modifications to this Partner Agreement will be published on A2X's website, and notice of relevant material updates and modifications to this Partner Agreement will be communicated to you via email, at the email address on record.

Partnership Prerequisites

Prior to being accepted to the Program, you must:

• Be an Accountant/Bookkeeper/Integrator/Aggreagtor/Advisory Firm who works with ecommerce clients.
• Complete the 'Become a Partner' application Form (on the A2X website).
• Have at least 1 staff member in your firm complete an introductory onboarding session (1 hour)
• Have at least 1 staff member as your main point of contact.
• Have at least 1 ecommerce client ready to connect to A2X (or potential clients).
• Be willing to work with A2X and actively promote A2X to existing and potential clients.

A2X will determine whether you are accepted to the Program once the Partnership Prerequisites above have been met. A2X reserves the right to accept or decline any organization or individual as an A2X Partner regardless of whether the Partnership Prerequisites have been met.

Ongoing Obligations

To maintain status as a A2X Partner, you agree to:

• Actively promote A2X to existing and potential clients consistent with your professional and ethical obligations
• Ensure that at least one staff member is up to date with A2X training
• Otherwise act in good faith in the offering and use of A2X

A2X Accountant Directory

Criteria to be listed in the A2X accountant directory:

• You must be a bronze level partner or higher
• Ecommerce must be mentioned on your website (ecommerce landing page preferred)
• At least one member from your firm must complete the A2X certification course (all A2X users preferred)
• You must not actively promote A2X competitors on your website or actively refer leads obtained from the A2X directory to another solution.

A2X reserves the right to remove firms from the accountant directory at their discretion based on the above criteria.

Duration of the Partner Agreement

This Partner Agreement is effective immediately upon you being accepted into the Program by A2X, and remains in force until:

• Superseded by A2X at any time effective upon the online publication of updated or modified terms - notice of relevant material updates and modifications to this Agreement will be communicated to you via email, at the email address on record
• This Partner Agreement is terminated by either party for any reason by providing one month's notice in writing to the other party
• This Partner Agreement is terminated by either party, with immediate effect upon written notice being provided to the other party, for that other party's material breach of any of the terms of this Partner Agreement

If this Partner Agreement is terminated for any reason, you will no longer be able to participate in, or receive the benefits of, the Program.

For the avoidance of doubt, notwithstanding the termination of this Partner Agreement, A2X's Terms of Use will continue to apply to your use of the Services (as defined in A2X's Terms of Use) that A2X may make available to you as a non-partner, and the following sections of this Partner Agreement will survive any such termination: "Applicability of A2X's Terms of Service", "Relationship of Parties" and "Indemnity".

Applicability of A2X's Terms of Service

This Partner Agreement applies in addition to, and should be read in conjunction with, A2X's Terms of Use, which are incorporated in this Partner Agreement by reference to the extent applicable and which govern matters in relation to your dealings with A2X, including limitations on liability, indemnification, intellectual property, and governing law. You acknowledge and agree that all access (including by Invited Users, as defined in A2X's Terms of Use) to A2X's services will be subject to A2X's then current Terms of Use. In the event of any inconsistency between this Partner Agreement and A2X's Terms of Use, A2X's Terms of Use will take priority.

Relationship of Parties

No agency, partnership, joint venture or employment is created between A2X and you as a result of this Partner Agreement. You are not authorised to create any obligation, express or implied, on behalf of A2X.

Indemnity

You agree to indemnify A2X against any and all claims, costs, damages and/or loss that A2X may sustain or incur, as a result of any claim by a third party, including your clients and any A2X users, arising from: (a) your acts or omissions including, but not limited to, your provision of professional services, implementation support, or other products or services, (b) your breach of this Partner Agreement.

This agreement may be updated from time to time

A2X reserves the right to change this Agreement at any time, and any amended Agreement is effective upon posting to this Website. A2X will make every effort to communicate any significant changes to You via email or notification via the Service. Your continued use of the Service will be deemed acceptance of any amended Agreement.

A2X Software Limited is incorporated in Canada. Company address: 2100 - 2 Bloor Street East, Toronto, Ontario M4W 1A8, Canada