Version 2026-08
This agreement is between AiBizzApps Limited, a company registered in England and Wales (company number 16632419) ("AiBizzApps", "we"), and the organisation named in the partner application (the "Partner") — an independent company or business acting in its own right. GRCxAI is the product, website (grcxai.com) and platform created, owned and operated by AiBizzApps; the GRCxAI Partner Programme (the "Programme") and the Partner Portal (the "Portal") are run by AiBizzApps. By accepting this agreement in the Portal the Partner's authorised representative confirms authority to bind the Partner.
1.1 AiBizzApps appoints the Partner on a non-exclusive basis, with no territory and no minimum volume, to promote, introduce and — as a reseller, like any company selling any product — sell GRCxAI subscriptions and services to prospective customers, on the basis that the subscription itself is always supplied by AiBizzApps directly to the customer under AiBizzApps' Customer Terms (section 3.3). "Partner", "Reseller" and "Partner Programme" are programme labels only.
1.2 The parties are independent contractors. Nothing in this agreement, in the Programme Guide or in any Schedule of special terms creates a partnership (including under the Partnership Act 1890), joint venture, agency, franchise, employment, office or fiduciary relationship, or gives either party any share in the ownership, equity, goodwill, profits or losses of the other's business.
1.3 AiBizzApps has no obligation to employ the Partner or any of its personnel, or to pay any salary, fee, retainer or expenses; nothing is payable under this agreement other than commission, or amounts under a Schedule of special terms, shown on statements issued through the Portal.
1.4 The Partner is not an agent of AiBizzApps and has no authority to negotiate, sign or conclude any contract, or to make representations, warranties or commitments, on AiBizzApps' behalf. AiBizzApps sets its own prices and terms and contracts with and invoices every customer directly. Any contract the Partner signs with a customer or any third party is the Partner's own contract, outside the scope of this agreement; AiBizzApps is not a party to it, is not bound by it and has no liability under it, and the Partner shall not present such a contract, or its own terms, as being with or for GRCxAI or AiBizzApps. The parties agree that the Partner is not a commercial agent and that the Commercial Agents (Council Directive) Regulations 1993 do not apply; no compensation or indemnity is payable on termination. The Partner's only rights against AiBizzApps are those expressly set out in this agreement (and any Schedule issued under section 7); it has no other claim against AiBizzApps in connection with GRCxAI or the Programme.
1.5 Taxes. Each Partner or Reseller is solely responsible for its own taxes, National Insurance / social-security contributions, VAT registration and returns, and for those of its personnel. AiBizzApps accepts no responsibility or liability for any tax, contribution, levy or filing of the Partner or its personnel, and the Partner shall indemnify AiBizzApps against any such liability assessed on AiBizzApps as a result of the Partner's acts or omissions.
2.1 All intellectual property rights in GRCxAI — the platform, the website, the Portal, software, models, documentation, training material, battle cards, decks, brand assets and any improvements or derivatives — are and remain the exclusive property of AiBizzApps. The Partner receives only a limited, revocable, non-exclusive, non-transferable licence to use GRCxAI trademarks and enablement materials for the purpose of this agreement and in accordance with the brand guidelines. No rights are assigned or transferred to the Partner. The Partner shall not copy, modify, reverse-engineer, white-label or create derivative works from GRCxAI, nor register any name, mark or domain confusingly similar to GRCxAI.
2.2 Contributions. Any content, material or idea the Partner creates for, submits to or contributes to the Programme, the platform or the website — including battle cards, comparisons, sales collateral, case studies, training content, feedback and suggestions ("Contributions") — becomes the property of AiBizzApps on creation or submission; the Partner assigns to AiBizzApps, with full title guarantee, all present and future intellectual property rights in Contributions, waives any moral rights, and warrants that Contributions are its own work and do not infringe third-party rights. AiBizzApps grants the Partner a licence to use published Contributions within the Programme on the same terms as other enablement materials.
2.3 Contributions are made at the Partner's own cost and discretion, as any reseller prepares materials to sell a product. No Contribution gives rise to any payment, commission, share of revenue, claim or entitlement of any kind, including where a Contribution is used in winning or serving a customer; commission and special terms arise only as set out in sections 4 and 7.
2.4 The Partner acknowledges that GRCxAI, the Portal and the Programme materials were created by AiBizzApps independently of any Contribution.
3.1 The Partner may register prospective customers ("Deals") in the Portal. Admission to the Programme, approval of registrations, protection and its extension, plan assignment and any special terms are at AiBizzApps' sole discretion.
3.2 AiBizzApps reviews each registration and, if approved, protects the Deal for the period stated in the Programme Guide (currently 90 days, extendable at AiBizzApps' discretion). Where two Partners register the same prospect, the first registration approved by AiBizzApps is protected. AiBizzApps may reject a registration where the prospect is an existing customer, an existing GRCxAI opportunity, or is already registered by another Partner.
3.3 Customer contracting. GRCxAI is supplied as a subscription service, billed monthly (or as otherwise agreed with the customer), under AiBizzApps' Master Subscription Agreement published at grcxai.com/legal/msa/ (the "Customer Terms"). As the Customer Terms provide, the customer agrees to be bound by them by executing an Order Form that incorporates them or by accessing or using GRCxAI, on behalf of its organisation; no separate signature is required. Every GRCxAI contract is between AiBizzApps and the customer. The Partner shall point every buyer to the Customer Terms before they order or start using GRCxAI, shall not vary, supplement or misrepresent them, and shall make no commitment about GRCxAI beyond them. Any services the Partner itself sells to a customer (for example consulting, implementation or first-line support) are supplied under the Partner's own contract with that customer, to which AiBizzApps is not a party. AiBizzApps invoices the customer for GRCxAI directly.
4.1 AiBizzApps pays the Partner commission on subscription and one-off revenue that AiBizzApps invoices to customers introduced through a protected Deal, at the rates in the commission plan assigned to the Partner in the Portal (the default plan is currently 50% of invoiced subscription revenue in contract year 1, 35% in year 2 and 25% thereafter, and 20% of professional onboarding and other one-off fees invoiced by AiBizzApps). Contract years run from the customer's contract start date. Rates are recorded on each commission line when calculated and are not changed retrospectively.
4.2 Where the Partner delivers professional services itself (for example onboarding or implementation) and invoices the customer directly, no commission arises on those services. Where AiBizzApps engages the Partner to deliver services, that work is paid under a separate written services arrangement and not under this agreement.
Commission on an invoice becomes payable once AiBizzApps has received payment of that invoice in full. Credits, refunds and cancellations reduce commission proportionately; where commission has already been paid, AiBizzApps may deduct the corresponding amount from future payouts.
AiBizzApps issues a payout statement for each payout run (normally quarterly, as stated in the Programme Guide). The Partner invoices AiBizzApps Limited for the net amount shown, quoting the payout reference; AiBizzApps pays within 30 days of receipt of a valid invoice. Amounts below the minimum payout stated in the Programme Guide are carried forward. All amounts are exclusive of VAT, which the Partner must add where applicable.
AiBizzApps may, at its discretion, grant a Partner preferential or alternative commercial terms (for example a different commission plan or a profit-based incentive). Such terms are set out in a Schedule recorded against the Partner in the Portal and accepted there; they apply in place of section 4 to the extent stated and may be varied or withdrawn by AiBizzApps on 30 days' notice as the Schedule provides. All other provisions of this agreement continue to apply to the Partner; special terms never alter section 1, section 2, section 9 or section 11, and create no entitlement to their continuation.
The Partner shall act honestly and professionally, comply with applicable law (including anti-bribery, sanctions and data-protection law), keep customer information confidential, not disparage AiBizzApps or GRCxAI, and use GRCxAI trademarks only as permitted by the brand guidelines in the Resource Library.
9.1 Each party keeps the other's confidential information confidential and uses it only for this agreement, during the agreement and for five years after it ends.
9.2 Each party complies with the UK GDPR and the Data Protection Act 2018. For personal data of prospects and customers that the Partner collects and enters in the Portal, the Partner is a controller for its own collection and AiBizzApps is a controller for its processing in the Programme; each party is responsible for having a lawful basis and giving the required privacy information for its own processing. The Partner shall use personal data obtained through the Portal only to perform this agreement, keep it secure, not transfer it outside the UK without appropriate safeguards, notify AiBizzApps without undue delay (and within 48 hours) of any personal-data breach affecting it, and assist with data-subject requests and regulator enquiries. AiBizzApps processes personal data as described in the GRCxAI Privacy Policy.
10.1 This agreement runs until terminated by either party on 30 days' written notice, for any reason or none, or immediately by AiBizzApps for material breach, conduct contrary to AiBizzApps' or GRCxAI's interests, insolvency, or where the Partner brings AiBizzApps or GRCxAI into disrepute. AiBizzApps may suspend the Partner's Portal access while it investigates a suspected breach.
10.2 Commission earned on protected Deals before termination remains payable in accordance with sections 4–6 for a period of 12 months after termination; no other sum, compensation or indemnity is payable on termination. Sections 1, 2, 9 and 11 survive termination.
11.1 AiBizzApps may update the Programme Guide (protection period, payout cadence, minimum payout, resource entitlements) and the commission plans by publishing a new version in the Portal on 30 days' notice; changes to commission rates apply only to Deals registered after the change, and commission already earned is unaffected.
11.2 Neither party is liable for indirect or consequential loss or loss of profit; AiBizzApps' total liability under this agreement is limited to the commission paid to the Partner in the 12 months before the claim.
11.3 Any dispute is first raised in writing and discussed by the parties' principals within 14 days, then referred to mediation (CEDR model procedure or similar) before either party starts proceedings, save for urgent injunctive relief.
11.4 This agreement (with the Programme Guide and any Schedule) is the entire agreement between the parties on its subject matter and supersedes prior discussions; no variation is effective unless published or agreed in writing by AiBizzApps. It is governed by the laws of England and Wales, whose courts have exclusive jurisdiction.