ZarMoney Channel Program Agreement BY SUBMITTING AN APPLICATION FOR ZARMONEY’S CHANNEL PROGRAM THROUGH THE PARTNERSTACK PLATFORM AND BY CLICKING ON THE “SUBMIT,” “ACCEPT,” OR SIMILAR BUTTON, YOU ARE SIGNIFYING THAT YOU ACCEPT AND AGREE TO BE BOUND BY AND COMPLY WITH THE TERMS OF THIS AGREEMENT AS UPDATED FROM TIME TO TIME IN ACCORDANCE WITH SECTION 14 BELOW. THE INDIVIDUAL ENTERING INTO THESE TERMS ON BEHALF OF THE USER IS, REPRESENTS AND WARRANTS THAT HE OR SHE HAS THE AUTHORITY TO BIND THE USER TO THESE TERMS OF USE.

This Channel Program Agreement (“Agreement”) provides terms and conditions applicable to your membership in the ZarMoney Channel Program (“KCP”) that are in addition to any terms and conditions that you may have agreed to pursuant to an agreement with PartnerStack (hereafter defined). In these Terms, “ZarMoney” “We”, “Us” or “Our” will refer to Infusion Software, Inc., d/b/a ZarMoney and the terms “You” or “Your” or “Referral Partner” will refer to you.

This Agreement incorporates, and you agree to comply with, the most recent version of all policies, guidelines and other rules referenced in this Agreement or accessible on ZarMoney’s Channel Program Profile on the PartnerStack Platform (“KCP Policy(ies)”), as they may be updated from time to time. In the event of any conflict between this Agreement and any KCP Policy, this Agreement will control.

ZarMoney and Referral Partner each acknowledge that they may be parties to agreements with PartnerStack and may be participants in a PartnerStack Program (“Program”). You acknowledge that ZarMoney is not a party to any agreement you may have with PartnerStack, will be in no way responsible for the performance of PartnerStack and that ZarMoney is not an agent or representative of PartnerStack.

ZarMoney, a California corporation (“ZarMoney”), operates www.ZarMoney.com as a small business accounting software platform website. 

The ZarMoney Channel Program (KCP), allows approved companies operating their own websites (“Referral Partner(s)”) a revocable, limited and non-exclusive right to:

●        lawfully advertise and promote ZarMoney services and the ZarMoney website solely in a manner approved by ZarMoney;

●        lawfully post on their website (“Site”) an approved graphical or textual Internet hyperlink (“Link”) to the ZarMoney website; and

●        lawfully direct visitors from the Referral Partner's Site to a specific URL or landing page designated by ZarMoney (“ZarMoney Site”).

When Site visitors click through the Links to take proscribed actions and/or purchase ZarMoney products, Referral Partners can earn a “Channel Program Commission” (the Channel Program Commission and visitor actions required for payment are posted on the KCP Channel Program Profile on the PartnerStack Platform and may be changed in ZarMoney’s sole discretion from time to time by posting a different Channel Program Commission and/or requirements for payment to be earned on the KCP Channel Program Profile) for each “Qualified Sale” (as defined herein). Any additional ZarMoney services outside of the standard ZarMoney subscription account are not eligible for Channel Program Commissions at this time.

We will reject your application or cancel your participation in the KCP if we determine in our sole discretion that your Site is unsuitable for the KCP, including if your Site displays, stores, processes or transmits:

Material that infringes or misappropriates, or uses without appropriate consent, a third party's intellectual property or proprietary rights;
Hate-related, abusive, and/or material advocating discrimination against individuals or groups;
Material promoting or related to violence of any kind; Obscene or sexually explicit material or anything which exploits minors under 18 years of age;
Material that violates, encourages or furthers conduct that would violate any applicable laws, including any criminal laws, or any third-party rights, including publicity or privacy rights; and/or Material that in any way targets children 13 years of age or younger or violates any applicable laws or governmental authority regulations related to child protection.

You may not create or design your Site or any other website that you operate, explicitly or implied, in a manner that resembles the ZarMoney website nor designs your Site in a manner that leads customers to believe you are ZarMoney or any other ZarMoney affiliated business.

ZarMoney may (a) monitor, retain, use, and disclose information about your Site and users of your Site that we obtain in connection with your participation in KCP (for example, that a particular visitor clicked through your Site before buying a product on the ZarMoney Site), and (b) monitor, review, crawl, and otherwise investigate your Site to assess your compliance with this Agreement. To learn how ZarMoney processes personal information, please see the ZarMoney privacy policy at https://ZarMoney.com/legal/privacy-policy.

All participation in KCP is subject to ZarMoney’s approval, which may be withheld in ZarMoney’s sole discretion. In addition, each approval is made on a website by website basis, for those Referral Partners operating more than one website. The Referral Partner must submit the URL for each website for which the Referral Partner is seeking approval.

Unless notified to the contrary, in writing from ZarMoney, all prospective Referral Partners must submit an application to ZarMoney through the PartnerStack Platform in order to become an “approved” Referral Partner eligible to participate in KCP. ZarMoney will notify each prospective Referral Partner through PartnerStack in writing (by e-mail or otherwise) whether or not it has been approved. The Referral Partner is not authorized to participate in KCP or to post Links to the ZarMoney website until approved in advance by ZarMoney.

If approved, Referral Partner consents to be contacted at the email and telephone number it provided in applying for the KCP, including via automated dialing systems, texts and pre-recorded messages. Referral Partner’s consent may not be revoked except in writing by both Parties

Upon receiving written notice of approval, ZarMoney grants to Referral Partner a limited, revocable, non-transferable, non-exclusive license during the term of this Agreement to use only those ZarMoney marks, trademarks, service marks, trade names, trade dress, logos, graphics, and icons specifically designated and provided by ZarMoney (“Marks”) solely in connection with the marketing, advertising, and promotion of the ZarMoney advertisements posted on the Referral Partner's Site (which advertisements must be approved by ZarMoney) and in connection with the graphical/textual Links to the ZarMoney Site.

Referral Partner's use of ZarMoney’s Marks will at all times be subject to the prior written approval of ZarMoney and in accordance with the following:

●        Referral Partner shall comply with all reasonable guidelines provided by ZarMoney with respect to the graphic reproduction, appearance, and “look and feel” related to the marketing and representation of ZarMoney and its products and services.

●        Referral Partner's use of the Marks shall include the appropriate trademark/service mark symbols and Referral Partner shall not remove such symbols.

●        Nothing in the Agreement gives Referral Partner any right, title or interest in the “ZarMoney” logo or mark, or any other ZarMoney owned marks. ZarMoney reserves all rights, title and interest in the Marks and the goodwill associated with use of the Marks shall inure solely to the benefit of ZarMoney. 

●        All rights not expressly granted in the Agreement are reserved by ZarMoney.

The Referral Partner's right to use the Marks is limited to and arises only out of the license granted hereunder. This license may be immediately terminated upon notice from ZarMoney and shall automatically terminate upon any termination or expiration of this Agreement.

Referral Partner shall not assert the invalidity, unenforceability, or contest the ownership by ZarMoney of the Marks in any action or proceeding of whatever kind or nature, and shall not take any action that may prejudice ZarMoney's right, title or interest in the marks, render the same generic, or otherwise weaken their validity or diminish their associated goodwill. Referral Partner agrees not to register or attempt to register any phrases, marks or logos that would cause confusion, or be likely to cause confusion, with any of ZarMoney's Marks. Referral Partner acknowledges ZarMoney rights in and to the Marks and any display by Referral Partner of Marks will inure to the sole benefit of ZarMoney.

Referral Partner may not make any specific representations concerning the quality of any ZarMoney products or services, nor that ZarMoney “officially” endorses Referral Partner in any way, nor that ZarMoney recommends Referral Partner's products or services over those of any other company or person.

The Referral Partner is not permitted to use the Marks to disparage or parodize ZarMoney, its subsidiaries, products, or services, or any other person or entity, including without limitation the products or services of a ZarMoney competitor.  Referral Partner may not use the Marks for promotional goods, or for products which in ZarMoney’s reasonable judgment may diminish or otherwise damage ZarMoney goodwill in the Marks.

ZarMoney requires that Referral Partner use only the marketing materials available from the PartnerStack Platform.  No re-sampling or other attempted duplication is allowed, and no alterations, modifications, cropping, or additions to the marketing materials or Marks are permitted.

Any marketing materials or visual display for the Referral Partner's products or services that use the “ZarMoney” trademark or logo must (in the sole opinion of ZarMoney) be consistent with the following brand attributes of the products and services offered by ZarMoney (e.g. easy-to-use, trusted, and very high quality) and must comply with the ZarMoney Trademark Usage Guidelines.

ZarMoney has the right to review Referral Partner’s use of the ZarMoney mark and marketing materials and ZarMoney may provide input about whether said materials or displays are compliant. If marketing materials or visual displays are, in the sole opinion of ZarMoney, inconsistent with the ZarMoney requirements, ZarMoney can require that such materials be changed prior to any public distribution as set forth in the Agreement. If Referral Partner does not make the changes to its Site that ZarMoney deems necessary, ZarMoney reserves the right to terminate your participation in the KCP.

In addition to the above, the appropriate ownership legend must be included in the “legal notices” section of any materials in which the “ZarMoney” logo or mark is displayed. This legend must read generally as follows: “ZarMoney is a registered mark, displayed with permission.” In advertising and promotional materials, the legend is typically placed at the bottom of the ad or layout. The legend may appear in small type, but must still be legible.

Unless authorized in writing from ZarMoney, Referral Partner will not bid on or purchase keywords, search terms, or other identifiers, including the word ZarMoney, Infusionsoft, www.ZarMoney.com, ZarMoney crm, ZarMoney marketing automation, any other trademark or brand name of ZarMoney or any variations or misspellings of any of these words (“Prohibited Keywords”) or otherwise receive any paid search results using the Prohibited Keywords. Referral Partner will enable negative keyword matching for all Protected Keywords. Referral Partner will not use Prohibited Keywords in any display URL content. Referral Partner may not direct link to a ZarMoney sales page from any paid advertising.

Upon acceptance into the KCP, Referral Partner will have access to the logos and graphics for graphical/textual Links and ZarMoney grants Referral Partner a limited, revocable, non- transferable, non-exclusive license during the term of this Agreement to post on each of Referral Partner's Sites that have been approved by ZarMoney in advance, graphical/textual Links (only as approved by ZarMoney) to the ZarMoney Site and to direct visitors to the ZarMoney Site in accordance with the terms and conditions of this Agreement.

Referral Partner's use of the ZarMoney graphical and textual Links provided in connection with the KCP must comply with the following:

●        The Link between the Referral Partner's Site and ZarMoney Site must be a direct Link (e.g., no interstitials, pop-up windows or redirects);

●        The Link between the Referral Partner's Site and ZarMoney Site may not be framed or co-branded by Referral Partner;

●        The Link between the Referral Partner's Site and ZarMoney Site may not contain any trojan horses, spyware, worms, time bombs, viruses or other harmful programming routines; 

●        The Link must incorporate a unique “tag” provided by ZarMoney in order to permit accurate tracking, reporting and credit for Channel Program Commission payments; and

●        The Referral Partner must ensure that each of the Links between its Site and the ZarMoney Site properly utilizes the ZarMoney tagged link format. Referral Partners will only earn Channel Program Commissions with respect to activity on the ZarMoney Site occurring directly through a tagged Links.

ZarMoney will not be liable to pay Referral Partner for Qualified Sales that are received from untagged Links.

Referral Partner shall publish or otherwise distribute advertisements in strict compliance with all applicable laws and regulations, including without limitation, laws prohibiting deceptive and misleading advertising and marketing, email marketing laws (including the federal CAN-SPAM Act (15 U.S.C. § 7701)), laws governing testimonials (including the FTC’s Revised Endorsements and Testimonials Guides (16 CFR Part 255 of the Code of Federal Regulations)), and all guidelines issued by the FTC. Referral Partner is solely responsible for ensuring Referral Partner’s compliance with all laws. ZarMoney retains the sole and exclusive discretion to determine whether Referral Partner’s advertising and conduct is in compliance with all laws.

Referral Partner must plainly display on its Sites advertising ZarMoney products and Services a disclosure that Referral Partner is a marketer of ZarMoney as follows:

“We are a participant in the ZarMoney Channel Program, a marketing program designed to provide a means for us to earn fees by linking to ZarMoney.com and affiliated sites.” 

Any links or ads placed in social media must clearly identify ZarMoney as the destination website and may not misrepresent or alter our new customer offer in any way. Any violations may result in immediate termination from the program without notice. Referral Partners may only use coupons and promotional codes, if any, that are provided exclusively through the KCP. Referral Partner's Site must have bona fide content. Referral Partner may offer visitors information and materials of tangible value, provided Referral Partner accurately describes and actually delivers such offerings to the visitor.

If Referral Partner engages in email marketing it must have the consent of the recipient to send such email and shall maintain records evidencing such consent including, without limitation: (a) Recipient opt-in date; (b) Registration source; (c) First name; (d) Last name; (e) E-mail address; (f) Privacy Policy of source site; and (g) Any other information collected.

Referral Partner must notify ZarMoney of any complaint received by Referral Partner regarding any advertisements security or privacy issues within twenty-four (24) hours of receiving such complaint. Notice should be sent to Legal@ZarMoney.com.

Under KCP, Referral Partner shall not:

●        make or publish any statement, claim, representation or warranty about ZarMoney products or services that are inconsistent with or beyond the scope of ZarMoney marketing materials available from the PartnerStack Platform or otherwise authorized in writing by ZarMoney for Referral Partner use;

●        misrepresent the services provided by ZarMoney or the services offered by the ZarMoney website (including any guarantees regarding use of the services);

●        make any public disclosure with respect to this Agreement or its participation in the KCP

●        imply any type of affiliation or relationship with ZarMoney, other than that of an advertiser;

●        misrepresent its relationship with ZarMoney (including any implication that ZarMoney sponsors, supports or endorses Referral Partner) publish or distribute advertising by telemarketing, fax, or text messaging in any form to any device;

●        solicit visitors by pop-up advertisements; or

●        provide cash, points or gifts to entice visitors as an incentive to complete an action on the ZarMoney Site

8.    Qualified Sales/Commissions
ZarMoney reserves the right to cap the maximum number of Qualified Sales that it will receive from Referral Partner in a single calendar day. ZarMoney reserves the right to adjust the cap at any time and such adjustments may be communicated to Referral Partner via e-mail. In any event, the Referral Partner will adjust the cap within 1 business day.

ZarMoney will only pay a Channel Program Commission for “Qualified Sales” that meet all of the following conditions:

●        It must not be a sale to the Referral Partner or its employees or agents;

●        It must originate from a lawful click on an approved ZarMoney advertisement (ZarMoney' approved text link, banner advertisement or other approved method of creating a hyperlink between Referral Partner's Site and the ZarMoney Site) posted on the Referral Partner's Site, which operates as a textual/graphical hyperlink to a ZarMoney Site; 

●        It must be received by ZarMoney during the term of this Agreement, prior to termination; and

●        It must result in a sale of a ZarMoney product, with no less than two (2) monthly billing cycles or 65 days of active account status (whichever is greater), and all payments-in-full received by ZarMoney.

A Qualified Sale is disqualified whenever it occurs in connection with a violation of this Agreement or any other terms, conditions and policies that ZarMoney may issue from time to time that applies to the KCP. Referral Partner shall not submit non-bona-fide leads.

Although PartnerStack may track and calculate the lead submissions in accordance with the Program, determination of whether the lead submission has resulted in a Qualified Sale shall be made by ZarMoney.

Commissions will be paid by ZarMoney to PartnerStack and PartnerStack shall process and distribute commissions, less fees, in accordance with Your PartnerStack Terms of Use. ZarMoney may chargeback to Referral Partner (e.g., debit or offset from any amounts owed) any Channel Program Commissions paid or credited to Referral Partner with respect to sales that were not Qualified Sales, were procured fraudulently or as a result of any violation of this Agreement or applicable law or were paid in error; the Referral Partner hereby consenting to the same. Disputes regarding commissions or fees should be submitted in accordance with PartnerStack’s Terms of Use.

If fraud is detected, your account will be made inactive pending further investigation. In addition, in the event that you have already received payment for fraudulent activities, Company reserves the right to seek credit or remedy from future earnings or to demand reimbursement from you.

Other than the payment of the Channel Program Commission, Referral Partner shall have no claims to any additional compensation, commissions or business derived by or through Qualified Sales. ZarMoney may, from time to time, propose special offers, which will be subject to a separate written agreement between ZarMoney and the Referral Partner.

Referral Partner represents and warrants that:

●        The Referral Partner is duly organized, validly existing, and in good standing under the laws of the state or country of the Referral Partner's origin;

●        The Referral Partner has all requisite power and authority to enter into this Agreement and to carry out and perform its obligations under the terms of this Agreement;

●        The Referral Partner has no prior or pending government investigations or inquiries of it by any federal or state governmental agency or any regulatory authority anywhere in the world which relate to any violation of consumer protection or advertising laws;

●        The Referral Partner has established and implemented commercially reasonable practices and procedures and will continue to perform spot checks or audits to ensure that full compliance with all federal, state and local laws and regulations;

●        The Referral Partner will promptly notify ZarMoney, in writing, if it receives any complaints or notices from any governmental agencies (including any third party claims asserted in state or federal courts) referencing a violation of any federal, state and local laws and regulations and particularly, any complaint regarding the privacy or security of data;

●        The Referral Partner will perform a full investigation, within forty-eight (48) hours of receipt of a request, If either party receives an inquiry or complaint from a governmental agency (including any third party claims asserted in state or federal courts) relating directly to any data use and/or protection provisions, whether federal, state, or local statute or regulation; or for providing information that was procured through fraud, identity theft or any illegal or illicit means to determine the merits of the inquiry or complaint;

●        Referral Partner shall post and maintain on its Site involved in the KCP during the term of this Agreement a privacy policy that clearly and adequately describes how consumer information is collected and used. The privacy policy must fully and accurately disclose your use of third-party technology, use of cookies, and options for discontinuing use of such cookies. The privacy policy and data protection mechanisms used in support of the policy must comply with all data privacy and protection regulations which apply within the countries where the Referral Partner conducts business. 

ZarMoney does not make any representation, warranty, or covenant regarding the amount Referral Partner can expect to earn at any time in connection with the KCP, and ZarMoney will not be liable for any actions Referral Partner undertakes based on its expectations. ZarMoney MAKES NO WARRANTIES WITH RESPECT TO KCP AND ITS RELATED MATERIALS, ANY OFFERINGS MADE THROUGH KCP, OR AS TO THE CONTINUATION OF OFFERINGS THROUGH KCP. 

ALL OFFERS AND ADVERTISEMENTS THROUGH KCP SHOULD BE CONSIDERED LIMITED TIME OFFERS. THE KCP, DESTINATION SITE IS PROVIDED ON AN “AS IS” BASIS. ZarMoney MAKES NO WARRANTIES, EITHER EXPRESS OR IMPLIED, CONCERNING THE ACCURACY, SECURITY, PERFORMANCE OR FUNCTIONALITY OF THE DESTINATION SITE (INCLUDING BUT NOT LIMITED TO ANY WARRANTY THAT THE DESTINATION SITE WILL BE ERROR OR VIRUS-FREE OR THAT SERVICE WILL BE UNINTERRUPTED) AND EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR USE OR PURPOSE AND NON-INFRINGEMENT. THE DESTINATION SITE IS SUBJECT TO CHANGE AT ANY TIME IN ZarMoney’S SOLE DISCRETION.

ZarMoney SHALL IN NO EVENT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY DAMAGES OR SPECIAL DAMAGES, LOST PROFITS, LOST OPPORTUNITIES, LOST SAVINGS, LOST DATA, OR ANY OTHER FORM OF CONSEQUENTIAL DAMAGES, REGARDLESS OF THE FORM OF ACTION, EVEN IF ZarMoney HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR COULD HAVE FORESEEN SUCH DAMAGES, WHETHER RESULTING FROM BREACH OF ITS OBLIGATIONS UNDER THIS AGREEMENT OR OTHERWISE. ZarMoney’S AGGREGATE LIABILITY ARISING WITH RESPECT TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL Channel Program FEES PAID BY REFERRAL PARTNER UNDER THE CHANNEL PROGRAM IN THE TWELVE MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH THE EVENT GIVING RISE TO THE MOST RECENT CLAIM OF LIABILITY OCCURRED.

Referral Partner acknowledges and agrees that by submitting its application, which may include clicking an acceptance box, the effective date of this Agreement will be the date on which Referral Partner submits its application. The term of this Agreement shall be month-to-month, unless and until either party notifies the other in writing, with seven days advance notice, that such party desires to terminate the Agreement.

ZarMoney may terminate this Agreement or suspend your Account immediately, without penalty, in the event that Referral Partner:

●        is in material breach of this Agreement;

●        ZarMoney believes that it may be subject to potential claims or liability related to your participation in the KCP;

●        ZarMoney believes that its brand or reputation may be harmed by your participation in the KCP;

●        has engaged in any deceptive, fraudulent or illegal activity in connection with the KCP;

Upon termination of this Agreement for breach, ZarMoney will be released from all obligations and liabilities owed to Referral Partner. For purposes of notification of termination, delivery via email is considered a written and immediate form of notification. 

Termination of this Agreement will not relieve Referral Partner from any liability arising from any breach of this Agreement. Notwithstanding the foregoing, the rights and obligations of the parties that by their nature should survive the Agreement including but not limited to the sections related to payment, warranties, remedies, indemnification, and confidentiality, will survive this Agreement

Unless otherwise stated, upon termination of this Agreement:

●        Qualified Sales obtained through Referral Partner's efforts shall not constitute a continuation or renewal of this Agreement or a waiver of such termination;

●        Referral Partner shall not be entitled to Channel Program Commissions for Qualified Sales delivered after the date of termination;

●        Referral Partner shall be entitled only to unpaid and undisputed Channel Program Commissions, earned by Referral Partner prior to the date of termination;

●        all rights and licensees granted to Referral Partner shall immediately terminate and, as such, Referral Partner will promptly cease all uses of any trade names, trademarks, service marks, logos and other designations of ZarMoney or KCP; and

●        Referral Partner shall return to ZarMoney any ZarMoney Confidential Information, and all copies thereof, in its possession, custody and control.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ZarMoney WILL HAVE NO LIABILITY FOR ANY MATTER DIRECTLY OR INDIRECTLY RELATING TO THE CREATION, MAINTENANCE, OR OPERATION OF REFERRAL PARTNER’S SITE (INCLUDING REFERRAL PARTNER’S USE OF ANY PARTNERSTACK SERVICE OFFERING) OR VIOLATION OF THIS AGREEMENT. 

Referral Partner shall defend, indemnify, and hold ZarMoney (and its directors, officers, employees, representatives, parents, affiliates and subsidiaries) harmless from and against any and all claims, liabilities, losses, damages, and costs, including reasonable attorney's fees, resulting from, arising out of, or in any way connected with Referral Partner’s:

●        violation of this Agreement or any KCP policies;

●        breach or failure to perform under its PartnerStack agreement; and

●        violation of any applicable law or the unauthorized use of the rights of a third party (including without limitation, ZarMoney Marks, website, materials or KCP.)

Referral Partner acknowledges that, during the term of this Agreement, it may receive non-public information relating to customers, business, operations or underlying technology of ZarMoney (“Confidential Information.”) 

Referral Partner shall not use Confidential Information for purposes other than necessary for your performance under this Agreement and shall ensure that all persons or entities who have access to Confidential Information in connection with your KCP account will be made aware of and will comply with the obligations in this provision. Referral Partner shall not disclose Confidential Information to third parties without the prior written consent of ZarMoney and you will take all reasonable measures to protect the Confidential Information against any use or disclosure that is not expressly permitted in this Agreement. This restriction will be in addition to the terms of any confidentiality or non-disclosure agreement between the parties. Should Referral Partner be required under applicable law, rule or regulation, or pursuant to the order of any court or governmental entity of the legal process of any governmental entity of competent jurisdiction to disclose Confidential Information in its possession, custody or control, Referral Partner shall give prior written notice of such disclosure to ZarMoney; and use its best efforts to limit such disclosure to only that information which is required to be disclosed. Referral Partner's obligation to not disclose or use Confidential Information shall survive the termination of this Agreement.

Notwithstanding any other provision of this Agreement, ZarMoney shall be the sole owner of all names, addresses, transaction data and other non-public personal information gathered on the ZarMoney Site and through the Link to the ZarMoney Site. 

Once a visitor clicks on the Link to the ZarMoney Site, thereby requesting to establish a direct Link to the ZarMoney Site, Referral Partner shall not employ any means, method or device (including, but not limited to, spyware or cookies) to monitor, track or record information regarding the visitor's usage on the ZarMoney Site.

All information or data contained in or transferred via the Link between the Referral Partner's Site and the ZarMoney Site shall be deemed confidential information belonging to ZarMoney. All visitors that use the ZarMoney Site shall be subject to additional terms and conditions posted on the ZarMoney Site and shall be subject to the privacy policy posted on the ZarMoney Site.

Referral Partner's Site shall employ its best efforts to safeguard and protect visitor information from loss, misuse and unauthorized disclosure.

●        Assignment: Referral Partner shall not assign, transfer or delegate its obligations under this Agreement, either in whole or in part, without the prior written consent of ZarMoney. Any attempted assignment, transfer or delegation in violation of the provisions of this provision will be void. Otherwise, the Agreement shall be binding upon and inure to the benefit of both parties and their successors and permitted assigns.

●        Severability: The provisions of this Agreement are severable. If any provision of this Agreement, or the application thereof to any person or circumstance, shall be deemed invalid or unenforceable under any applicable law, such invalidity or unenforceability shall not affect the other provisions of this Agreement that can be given effect.

●        Waiver: No delay or failure by ZarMoney in exercising any right under this Agreement, and no partial or single exercise of that right, shall constitute a waiver of that or any other right.

●        Equity: The rights and remedies of ZarMoney are not mutually exclusive; that is, the exercise of one or more of the provisions hereof shall not preclude the exercise of any other provision hereof. Referral Partner acknowledges, confirms, and agrees that damages may be inadequate for a breach or a threatened breach of this Agreement and, in the event of a breach or threatened breach of any provision hereof, the respective rights and obligations hereunder shall be unenforceable by specific performance, injunction, or other equitable remedy.

●        Construction: This Agreement shall be deemed a mutual agreement and shall not be construed and/or interpreted in favor or against either party on the basis of preparation of the Agreement.

●        Modification: ZarMoney reserves the right to modify the terms and conditions of this Agreement in its sole discretion at any time, and such changes will be effective immediately upon being posted on the PartnerStack Platform. If any modification is unacceptable to Referral Partner, Referral Partner's sole recourse is to terminate this Agreement. Referral Partner's continued participation in KCP after modification to the terms and conditions of this Agreement constitutes Referral Partners binding acceptance to the change.

●        Choice of Law and Venue: This Agreement will be governed by, construed and enforced in accordance with the laws of the State of Arizona. Any action to enforce this Agreement shall be brought in the Arizona federal courts (i.e., for the Eastern District of Arizona) or state courts (for the County of Maricopa), the parties hereby by consenting to such exclusive jurisdiction and venue.

●        Notice: Official notices should be sent to ZarMoney via certified mail to the corporate office. Notices for termination can be sent via email at legal@ZarMoney.com.

●        Independent Contractor: Participation in KCP does not constitute an employment, broker or agency relationship, between Referral Partner and ZarMoney, nor does it create any partnership, joint venture, franchise, or sales representative relationship between the parties.