inploi Affiliate Programme:
Terms & Conditions
Parties
inploi Limited (“inploi”), a private company registered in the United Kingdom, with its registered address at The Old Rectory, Church Street, Weybridge, Surrey, KT13 8DE, UK.
Referral Partner (“You”), an individual or entity applying to or participating in inploi’s Referral & Affiliate Programme.
1. Definitions
1.1. “Affiliate Programme” or “Programme”:
inploi’s enterprise referral initiative through which Affiliates introduce Potential Prospects to inploi.
1.2. “Affiliate” or “Referrer”:
You, an individual or entity that has been approved by inploi to participate in the Programme.
1.3. “Potential Prospect”:
An organisation that the Affiliate believes would benefit from inploi’s services and that satisfies inploi’s prerequisites for a successful referral, which include but are not limited to: a minimum of 50 live vacancies and an existing applicant tracking system.
1.4. “Qualified Prospect”:
A Potential Prospect that inploi, at its sole discretion, deems to be a new lead (i.e., not already in active discussions, sales pipeline, or a current/past customer) and is explicitly accepted in writing by inploi (email acceptance is sufficient).
1.5. “Qualified Contract”:
A signed agreement between inploi and a Qualified Prospect for any inploi subscription, executed within six (6) months of the Referral Date.
1.6. “Referral Fees”:
The commission payable to the Referrer as outlined in Section 5.
1.7. “Referral Date”:
The date on which the Referrer submits a Potential Prospect’s details to inploi for consideration.
2. Programme Participation
2.1. Application & Acceptance
To join the Programme, you must send an email to affiliates@inploi.com with:
Your full legal name (or company name), contact information, and location.
A brief summary of your professional or industry background.
A description of the types of organisations in your network (industry, company size, etc.).
An outline of how you plan to introduce inploi to potential enterprise or mid-market contacts.
inploi will review your application and determine, at its sole discretion, whether to accept you as a Referral Partner. Upon acceptance, these Terms & Conditions become binding.
2.2. Signature Via DocuSign
If your application is approved, you will be required to sign these Terms & Conditions electronically via DocuSign. A valid e-signature shall constitute a legally binding acceptance of these Terms.
2.3. Referrer Obligations
You must obtain the Potential Prospect’s prior consent before sharing their details with inploi.
You agree to conduct business in a manner that reflects favorably on inploi’s reputation, goodwill, and standing.
You must not represent yourself as an agent or employee of inploi.
3. Referral Process
3.1. Submission of Leads
Submit each Potential Prospect via email to affiliates@inploi.com, providing the organisation’s name, key contacts, and any relevant background details. The “Referral Date” is the date inploi receives this information.
3.2. Acceptance Window
inploi will confirm within ten (10) business days whether the Potential Prospect is a “Qualified Prospect.” If inploi fails to confirm acceptance or explicitly rejects the referral during this period, the Potential Prospect will not be deemed qualified.
3.3. Method of Introduction
Once a Potential Prospect is confirmed as a Qualified Prospect, please ensure your introduction follows these steps:
Consent Confirmation
Verify that the Qualified Prospect has agreed to being introduced to inploi and is aware that you’re sharing their details.Key Details
Provide the Qualified Prospect’s company name, main contact person(s) (including role or title), and any context relevant to their hiring needs.Direct Contact
Copy the Qualified Prospect with these details on an introduction email to inploi.
4. Term & Termination
4.1. Term
This Agreement shall commence on the date of acceptance (the “Effective Date”) and continue until terminated by either party in accordance with this Section.
4.2. Termination for Convenience
Either party may terminate this Agreement by giving fifteen (15) days’ written notice to the other party (email acceptable).
4.3. Termination for Breach
Either party may terminate immediately upon written notice if the other party is in material breach of these Terms & Conditions and fails to cure that breach within fifteen (15) days of receiving notice of the breach.
4.4. Effect of Termination
All rights granted under the Programme will cease.
Any Referral Fees earned prior to termination remain payable in accordance with Section 5.
Provisions intended by their nature to survive (e.g., confidentiality, compliance, liability) shall survive termination.
5. Referral Fees & Payment
5.1. Eligibility
A Referral Fee is only payable when:
(a) The referred organisation has been accepted as a Qualified Prospect.
(b) The Qualified Prospect signs a Qualified Contract within six (6) months of the Referral Date.
(c) inploi receives payment from the Qualified Prospect as per the Qualified Contract.
5.2. Calculation & Confidentiality
Referral Fee Calculation
Unless otherwise agreed, the Referral Fee will be calculated as the lower of:
Five percent (5%) of the first-year subscription fees, net of any discounts (excluding taxes and one-off fees); or
£5,000 (five thousand British pounds).
Subscription Fee Confidentiality
Due to strict confidentiality obligations between inploi and our customers we cannot disclose the Qualified Prospect’s actual subscription fee to you. Instead, inploi will provide only the final Referral Fee amount that you are entitled to receive (if any).
5.3. Written Confirmation & Invoice
Once a Qualified Prospect signs a Qualified Contract and pays inploi, we will notify the Referrer of their exact lump-sum Referral Fee. This notification shall not include any details of the Qualified Prospect’s subscription fees. The Referrer agrees that such lump-sum notification is final and does not entitle them to any accounting or review of inploi’s pricing arrangements with the Qualified Prospect.
The Referrer shall then submit an invoice within thirty (30) days of the notification. inploi will pay valid invoices within ninety (90) days of receipt.
5.4. Currency & Taxes
Payments will be made in the currency specified in the Qualified Contract or as agreed in writing.
The Referrer is responsible for any applicable taxes or government charges incurred in relation to the Referral Fees.
The Referrer is responsible for any applicable taxes or government charges incurred in relation to the Referral Fees.
6. Compliance & Anti-Bribery
6.1. Legal Compliance
Each party shall comply with all applicable laws and regulations relating to its activities under this Agreement.
6.2. Anti-Bribery and Corruption
Both parties shall strictly comply with all applicable anti-bribery and anti-corruption laws, including (where relevant) the UK Bribery Act 2010, the U.S. Foreign Corrupt Practices Act (FCPA), and similar legislation in other jurisdictions.
Neither party will directly or indirectly offer, promise, or give any undue financial or other advantage to improperly influence any individual or entity, including public officials, in connection with this Agreement.
If inploi has reason to believe the Referrer has engaged in unlawful or unethical conduct, inploi may terminate this Agreement immediately without liability.
7. Confidentiality & Data Protection
7.1. Confidential Information
Any non-public information disclosed under this Agreement shall be treated as confidential.
Each party agrees not to disclose the other party’s Confidential Information to any third party without prior written consent, except as required by law.
7.2. Data Protection
Each party shall comply with applicable data protection laws (e.g., GDPR) when handling personal data.
The Referrer must ensure it has the Potential Prospect’s consent to share their details with inploi.
8. Intellectual Property
8.1. Ownership
Each party retains ownership of all intellectual property rights held prior to this Agreement or developed outside its scope.
8.2. Licence
Subject to any applicable brand guidelines, inploi may grant the Referrer a non-exclusive, revocable, and non-transferable licence to use inploi’s name and logo solely to promote the Programme, with prior written approval.
9. Representations & Warranties
9.1. Mutual Warranties
Each party represents and warrants that it has the full authority to enter into this Agreement and perform the obligations herein, and that doing so does not conflict with any other agreement.
9.2. Referrer’s Warranty
The Referrer represents it will not make any false or misleading claims about inploi’s services, nor represent itself as an agent or employee of inploi.
9.3. Disclaimer
Except as expressly set forth in these Terms, neither party makes any warranties of any kind, whether express or implied, including but not limited to warranties of merchantability or fitness for a particular purpose.
10. Limitation of Liability
10.1. Exclusions
Neither party is liable to the other for any indirect, consequential, special, or punitive damages, including loss of profits, revenue, data, or business opportunities.
10.2. No Limitation
The above limitations do not apply to liability arising from:
(a) Death or personal injury caused by negligence
(b) Fraud or fraudulent misrepresentation
(c) Violation of the other party’s intellectual property rights
(d) Breach of any applicable anti-bribery law
11. Indemnification
The Referrer agrees to defend, indemnify, and hold harmless inploi from and against any third-party claims, damages, or expenses (including reasonable legal fees) arising out of the Referrer’s negligence, willful misconduct, or breach of this Agreement.
12. Miscellaneous
12.1. Assignment
Neither party may assign or transfer its rights or obligations under this Agreement without the other party’s prior written consent (not to be unreasonably withheld).
12.2. Relationship
The parties are independent contractors. Nothing in this Agreement creates an agency, partnership, or joint venture.
12.3. Force Majeure
Neither party shall be liable for delays or failure in performance due to events beyond their reasonable control (e.g., natural disasters, acts of government), excluding payment obligations.
12.4. Amendments
inploi may update these Terms & Conditions from time to time. Any significant changes will be communicated to the Referrer. Continued participation in the Programme constitutes acceptance of such changes.
12.5. Severability
If any provision is deemed invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect.
12.6. Entire Agreement
These Terms & Conditions constitute the entire agreement between the parties regarding the Programme and supersede all prior discussions or agreements.
12.7. Notices
Written notices may be sent by email to the addresses on record. Notices shall be deemed received upon successful transmission.
13. Governing Law & Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of England and Wales, without regard to conflict-of-law principles. The parties irrevocably submit to the exclusive jurisdiction of the courts of England to resolve any disputes arising out of or in connection with this Agreement.