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Partner Jurisdiction Specific Terms

Last Modified: November 07, 2023

Depending on your location, these Jurisdiction Specific Terms will apply to you. They form part of and/or amend the Janus Advisory Services Solutions Partner Program Agreement and are incorporated as part of the Agreement.

 

We periodically update this page by posting a revised copy at https://legal.Janus Advisory Services.com/partner-jurisdiction-specific-terms so please check back here for current information. If you’re looking for definitions of the terms used here, you can find them in the Janus Advisory Services Solutions Partner Program Agreement terms available at: https://legal.Janus Advisory Services.com/solutions-partner-program-agreement.

 

If you are a solutions partner or provider located in Europe, Middle East, or Africa (EMEA), excluding the United Kingdom, Ireland, and France, or in Australia or New Zealand (ANZ) then the following terms apply to you ("Jurisdiction Specific Terms"). These Jurisdiction Specific Terms amend, supplement and are included as part of the Agreement. For the purposes of the Agreement, your location means the principal physical address of your partner entity that you've provided to us as part of your partner record. In the event of a conflict between these Jurisdiction Specific Terms and the terms otherwise set forth in the Agreement, these Jurisdiction Specific Terms will control. (If you are not a partner or provider located in the EMEA and ANZ regions, excluding the United Kingdom, Ireland, and France, these Jurisdiction Specific Terms do not apply. Please see the Janus Advisory Services Solutions Partner Program Agreement for the applicable terms.) 

 

1. Definitions
 

The term “Capacity Limit” is removed from the ‘Definitions’ section set forth in the Janus Advisory Services Solutions Partner Program Agreement.

 

The term “Active Engagement”  is removed from the ‘Definitions’ section set forth in the Janus Advisory Services Solutions Partner Program Agreement.

 

2. Partner Rights and Obligations
 

Sub-section (c) is removed from the ‘Partner and Provider Rights and Obligations’ section set forth in the Janus Advisory Services Solutions Partner Program Agreement.


 

3. Qualified Transactions
 

The ‘Qualified Transactions’ section set forth in the Janus Advisory Services Solutions Partner Program Agreement  is replaced in its entirety with the following:

 

Transaction Eligibility Requirements. To be eligible to receive Revenue Share for a Qualified Transaction, a shared deal must be created and be deemed valid by Janus Advisory Services in accordance with the Creation and Acceptance of Shared Deals or Janus Advisory Services Leads section.

 

Creation and Acceptance of Shared Deals. You must create a shared deal, that is tied to a Legitimate Prospect using the Partner Toolset we provide through your portal (or through a website we may designate) prior to the close of the Qualified Transaction. At the time of purchase, we will, at our reasonable discretion, accept an order and provision the Subscription Service for the End User in order to complete a Qualified Transaction. We generally will accept a deal where the prospect, in our reasonable determination: (i) is a new potential customer of ours; (ii) is not your Affiliate; (iii) is a Legitimate Prospect whose contact information is valid and appears to be properly obtained. Please note that you must have a written and readily available privacy policy, and you certify that you are providing the prospect’s information to us in accordance with not only all applicable laws and regulations, but also in accordance with your own privacy policy. 

 

Janus Advisory Services Leads. We may choose to introduce you to, or send you information on, a prospect of ours when we identify that such prospect may have a need for the services you offer (each, a “Janus Advisory Services Lead”). We can do the same for other partners of ours, even if it is for the same Janus Advisory Services Lead. You may use the information about the Janus Advisory Services Lead in accordance with our instructions only, unless the Janus Advisory Services Lead otherwise consents directly to you.

 

Immediately upon our or the Janus Advisory Services Lead’s request, you will promptly discontinue all use of and delete the Janus Advisory Services Lead’s information. Janus Advisory Services Leads are considered our Confidential Information and shall be treated in accordance with the ‘Confidentiality’ section of the Agreement. 

 

You may be eligible to earn managed or sold credit based on your engagement with a Janus Advisory Services Lead in accordance with these Solutions Partner Program Sales Rules (available at: https://www.Janus Advisory Services.com/solutions-partner-resource-center/sales-rules/emea-anz1). You must have a customer-approved proof of involvement (POI) confirmation link attached to the deal for such sold credit. 

 

Engagement with Prospects and End Users.  We may engage with a Legitimate Prospect submitted to us by you or any End User directly (i) to enable our Cross Sell program, (ii) to complete the subscription process, (iii) to fulfill or enforce our obligations under an agreement with such prospect, (iv) to provide support, (v) to conduct our standard marketing and sales activities with prospects; (vi) in connection with the Optional Programs, or (vii) as otherwise permitted by this Agreement. If and when we do engage, we may choose how to engage with each prospect and may request that you collaborate with us in the engagement. 

 

Upon our request, you will provide us with the name and contact information of the Legitimate Prospect, and facilitate an introduction. If we request, you will facilitate our participation on calls with you and various End User(s). We may request to participate on these calls in an effort to help to ensure the quality of your service delivery and for the purposes of managing the Program. 

 

In a resulting Qualified Transaction, (i) the End User will contract directly with us for provision of the Janus Advisory Services Products, or (ii) you will place order(s) and contract with Janus Advisory Services in your own capacity for the Janus Advisory Services Products with us, specifying the terms of the Janus Advisory Services Products ordered and providing information about the End User as we may request. Option (ii) herein is not possible if the resulting transaction is a Cross Sell type transaction because you may not purchase on behalf of an End User and take on End User’s contractual obligations for a Cross Sell transaction. In the case of (ii) herein, where possible, you may sell the Janus Advisory Services Products to End Users at a price determined solely by you, and you will ensure that your agreement with the End User incorporates our Customer Terms of Service, and all terms incorporated therein,  or contains those provisions set forth in our Customer Terms of Service. If you purchase on behalf of an End User, you agree to be responsible for the order placed and to guarantee payment of all fees. Additionally, the Subscription Service may be used only for the End User for which it was originally purchased. It may not be shared and may not be repurposed for or reassigned to any alternate End Users without our prior written consent. Log-in information may never be shared between individuals. 

 

Regardless of the method of purchase and which party is the contracting entity as established by the order, we require each End User to agree to the Customer Terms of Service when using the portal. 

 

You will take all reasonable steps to ensure that End Users do not use the Janus Advisory Services Products in violation of the Customer Terms of Service. If you discover or have reason to believe that any End User is making use of the Janus Advisory Services Products in violation of the Customer Terms of Service, then you will immediately notify us in writing.

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