Text Box: Terms and Conditions for 
Authorized Solutions Partner [Consultant] [Reseller]   Revised 08-25-13
 
Role and Training: Consultant’s general role is to assist Users in planning and implementing communication programs that utilize Enfront methodology and products. Requirements include analysis of overall marketing needs and assistance in defining and executing projects and content.
Consultant’s specific role includes setting up new accounts and users in the Enfront system; uploading content including graphics, text, and contact data; training those individuals who will operate the Enfront system; and troubleshooting any difficulties related to properly operating Enfront software.  
Consultant will maintain an active Enfront Marketing System account for use in self-promotion, demonstration of the System's features, experience in System functionality, communication with prospective or actual System Users, direct support of new account setup—either demo accounts or operating accounts—and receipt of commissions due. Active status requires a positive funds balance and monthly expenditures for products related to new client development or existing client communication.
Consultant will participate in formal Enfront training as announced, as part of keeping abreast with operational requirements and new developments.
Enfront will maintain a private website for communication of pricing, products, and procedures; and Consultant will visit this site regularly to remain current with important information.
User to Consultant Relationship: Consultant’s relationship with a specific User (aka Account) will be established by physical sign-up in the Enfront marketing system and deposit of funds by User at the direction of Consultant. Such physical sign-up will provide clear indication of User’s intent to use Consultant, and clear agreement with Enfront’s Terms and Conditions, and it is part of Consultant’s responsibility to assure that this agreement process is executed by User. No claims of prior relationship or commitment will supersede this evidence of Consultant’s relationship and the relevant provisions of these Terms and Conditions. 
If Consultant will actively manage User's account, User will submit Enfront's Permission form and Consultant will assure that this form is submitted before the managed account is opened.
Consultant will be aware of all Terms and Conditions affecting User and will actively strive to assure full compliance by User with those Terms and Conditions.
Consultant will take no action that is not clearly approved by the User being served, including but not limited to organization and handling of recipient data, execution of marketing activities; or use of User’s funds, brand and business and personal relationships of any kind.
Consultant will be personally responsible for the actions of any employees, contractors, or associates of any kind utilized to execute any portion of the Consultant's rights or duties discussed herein.
Consultant/Reseller Maintenance of Account Relationship: User sign-up establishes an account relationship that will be honored by Enfront with two exceptions:
    - Termination of Reseller relationship as defined herein.
    - Notice in writing from User’s principal officer of intent to terminate Consultant/Reseller’s relationship, that notice to include detailed cause of such termination.
Titles, Branding, Trademarks: Consultant will be recognized as an “Authorized Solutions Partner” or “Authorized Consultant Partner” of Enfront and will display the Enfront logo with the words “Solutions Partner” or “Consultant Partner” in any presentation of elements of the Enfront marketing Suite. In any marketing utilization of Client Path Marketing, Consultant will assure that the following phrase is clearly presented: Client Path Marketing is a registered trademark of Enfront.inc.
Flexibility: Consultant is free to utilize the offerings of other marketing services vendors, but agrees to make Enfront’s system an active part of business strategy and ongoing execution. Consultant will make clear that such third-party vendors (including Resource-Partners, Vendor Partners, and Content Partners as defined in these Terms and Conditions) are not owned or controlled by Enfront and that Enfront makes no guarantees regarding User’s or Consultant’s satisfaction with vendor’s results.
Compliance: Consultant will comply with all state and federal laws, including relevant sales tax responsibilities. Consultant will pay all amounts due to Enfront, and to Resource-Partners referred by Enfront, on a timely basis, and will operate with high regard to ethics, causing no negative reflection on the good name of Enfront or the Enfront brand.
Confidentiality: Consultant’s use of the Enfront system’s “Reseller” functionality provides access to information, procedures, and protocols that Enfront considers protected intellectual property. The private website maintained for Enfront Partners includes pricing information, plans, programs, and protocols that are similarly protected property. Consultant agrees, both during and after affiliation with Enfront, to divulge no information related to the intellectual properties of Enfront including, but not limited to, its protocols, software, hardware, pricing structure, participant compensation and/or other procedures and products either subject to the definition of intellectual properties or to the laws of trademark and/or copyright. 
Intended Strategic Scope of Consultants: Enfront developed the Consultant role as a means of delivery the System to small businesses and not-for-profits operating from a single location.  Accounts operating in more than five states are considered National Accounts and Enfront specifically reserves the right to deal directly with such Accounts. 
Project Approval: Consultant will make no performance promises that may reasonably be beyond the scope of Enfront’s then-current line-up of products and features. Enfront will communicate regarding said service capability and Consultant will carefully note and comply with capacity limitations. Specifically, Consultant will confer with Enfront and secure approval in writing before establishing any accounts having over 10 operating units and/or 100 individual participants, such approval is intended to assure System capability to implement such projects. 
Fiduciary Responsibility: If Consultant receives advanced payment of any kind that is intended for future system payments of any kind, advanced monies will be maintained in an escrow account that is agreeable to both Consultant and User, that account to fund payments per agreement between Consultant and User. Enfront bears no responsibility for the possibility that such funds will be mishandled and unavailable for the purpose intended.
Exclusivity: Enfront provides no assurance of exclusivity whether geographic or product-related. Exceptions will be established by written agreement with Enfront.inc. 
Consultant/Reseller Pricing Flexibility: In general, Enfront expects that suggested retail pricing will be charged and become the basis of commission calculations; and that billings in excess of suggested retail are direct-invoiced by Reseller to User. However, as a convenience, retail pricing may be adjusted upward by 25% or less without approval from Enfront. Percentages higher than 25% must be approved by Enfront because of potential distortion in Enfront’s cash-flow and accounting.
Commissions, Pricing: Commissions are based on the difference between published wholesale pricing and the retail amounts charged within the Enfront System. Enfront will pay all amounts due to Consultant on a monthly basis by crediting Reseller’s operating account, not later than the 10th of the month, with the amount calculated for the previous month. Reseller may request direct payment of commission due, so long as the accrued amount is $100 or more. 
Requirement for Ongoing “Annuity” Commission: Long-term commission payment requires that Consultant is providing ongoing support for relevant client(s) and projects. This support requirement is the reasonable and customary assistance that active Consultants provide for active clients on an ongoing basis. The intent of this provision is active, ongoing service which is a core element of the Enfront value proposition, and its absence clearly indicates that commissions are no longer merited.
Transfer of Account Ownership Under This Agreement: Consultants may transfer ownership of their clients to existing or new Consultants with written approval from Enfront, that approval not to be unreasonably withheld.
Shared Exchange of Business Ideas: Enfront will provide a continuing stream of business ideas aimed at enhancing Consultant’s ability to serve Customers. Consultant will participate positively in adding value to the overall Enfront network by sharing proven marketing ideas.
Waiver: While Enfront will strive to provide a high level of product quality and technical support; and to deliver all products and services on a timely basis, the parties understand that problems may arise in the course of doing business, and that Enfront will not be liable for any losses or damages claimed by any party. This provision is further detailed in the General Terms and Conditions.  The Consultant acknowledges said waiver and by entering into this agreement accepts the same.
Termination: Enfront may discontinue Consultant’s status in these instances:
- Violation of any terms herein.
- Failure to maintain an active Enfront account for the direct use of Consultant; that failure to be indicated by a zero account balance created by failure to replenish the Consultant's "use" account.
- Failure to generate new business activity, over and above recurring monthly software fees for established accounts, for a period of six months.
- Failure to adequately provide training or technical assistance to Accounts/Users as evidenced by Consultant’s client excessively using Enfront staff for questions and troubleshooting for a period of 30 days or more after Enfront’s notice of need for improvement.
- Failure to actively participate in formal Enfront training.
 In the event of discontinuance: 
- Consultant will discontinue any linkage with the Enfront brand or focused applications of the Enfront system, including use of the phrase “Authorized Solutions Partner.” 
- Enfront will pay any commissions due prior to discontinuance but Consultant forfeits any future income related to standing user cash deposits.
- Enfront may at its option continue to serve Customers created by Consultant, without requirement of ongoing compensation to Consultant.
Notices: Enfront will provide relevant notices by email, and Consultant will assure that the email associated with Reseller login is current.
Additional Relevant Terms and Conditions: Participants are further bound by the Terms of specific Enfront services and the General Terms and Conditions including the introductory page.
Questions or issues related to these Terms should be addressed to Enfront, Inc., 1425 Chase Ct., Carmel, IN 46032. 
Perceived inappropriate use of the Enfront Suite may be forwarded to the above address or to abuse@enfront.com, including performance by Consultants, Designers, or Vendors; and business conduct

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