DEFINITIONS. In these terms and conditions:
"Agreement" means these terms and conditions and the Commercial Terms.
"Applicable Law(s)" means all statutes, codes, ordinances, decrees,
rules, regulations, municipal by-laws, judicial, administrative, ministerial,
governmental or regulatory judgments, orders, decisions, rulings or awards and
restraints, or any provisions of the same, including general principles of common and
civil law binding on the parties in accordance with Clause 14.
"Commercial Terms" means the commercial stipulations applicable to the
Partner Program as may be provided by SMB ISAO or as may appear on the SMB ISAO url:
https://partnerportal.SMB ISAO.com from time to time and is incorporated by reference.
"Confidential Information" means all information relating to the trade
secrets, operations, processes, plans, intentions, product information, know-how,
designs, market opportunities, transactions, affairs and/or business of SMB ISAO.
"Discount" means the percentage margin provided by the Partner to SMB
"Intellectual Property Rights" means copyright, confidential
information, know-how, trade names, trademark, patents, designs, database rights and
any other intellectual property rights in any country, whether registrable or not and
whether registered or not.
"License" means the Partner license(s) or agreement(s) applicable to
the Products which are supplied to the Member.
"Member" means a Member of the SMB ISAO to whom the Partner desires to
sell its services.
"Partner" means a company or organization that desires to sell its
products or services to SMB ISAO members.
"Partner Program" means the program provided by SMB ISAO for its
partners as amended by SMB ISAO from time to time.
"Personal Information" shall mean personally identifiable information
or data concerning or relating to individuals which is collected or received in the
performance of Partner’s obligations under this Agreement, including but not limited to
credit card or other financial account information, emails, email addresses, pass codes,
addresses, social security numbers, driver’s license numbers, or other personal
information regulated by Privacy and Data Security Regulations.
"Privacy and Data Security Regulations" shall mean Applicable Laws
which are relevant to the processing, security, use or disclosure of Personal
"Product Description" means the description of the Products describing
the facilities and functions as supplied by SMB ISAO to the Partner from time to time.
"Product Documentation" means literature provided by SMB ISAO to the
Partner from time to time relating to the Products for use by Members in conjunction
with the Products.
"Products" means the products and/or services to be supplied by the
Partner under this Agreement to SMB ISAO Members.
"Reseller" means a company, entity, person or organization that desires
to resell SMB ISAO memberships.
"Start Date" means the date on which SMB ISAO accepts the Partner’s
offer to contract under the terms and conditions contained herein.
"Territory" means the geographic area to which this Agreement and the
appointment of the Partner apply.
"trademark" means any trademark and service marks in respect of
which registrations have been filed, and registrations obtained in some cases, with the
appropriate official industrial property registry, trade names, logos, emblems, trade
dress and other insignias of origin, and other commercial symbols which SMB ISAO now or
hereafter is authorized to use and does use or authorizes others to use to identify its