Hotfoon Hotfoon

Hotfoon Partnership Agreement

1. Packetcell is engaged in the provision of Internet Telephony.

It has users that pay Packetcell to make calls through its network. Packetcell partners can be independent individuals or businesses. Packetcell provides these businesses with the required tools and know-how to enable them to resell Packetcell’s services. Partners agree to the terms and conditions of this agreement in its entirety.

2. All the terms of this agreement are subject to amendment at any time by Packetcell.

In such event, Packetcell, will provide one week prior notice to the Partners by posting the changed terms on the web page at http://www.hotfoon.com/reagr.html. Packetcell will also inform the Partners of the changes at the email address provided. If a Partner does not agree to the amended agreement in its entirety, he may terminate this partner Agreement under clause (3) without further cost.

3. A Partner can choose to terminate this agreement at anytime without assigning any reason whatsoever.

The credit owed by Packetcell to a partner should be entirely transferred or sold prior to terminating this agreement; Packetcell shall in no way be responsible for credit remaining in a partner’s account. Packetcell will not comply with any requests for the reversal of amounts to credit cards, PayPal(tm) or bank account.

4. Packetcell reserves the right to unilaterally terminate this agreement with any Partner at any time without assigning any reason whatsoever.

The credit owed by Packetcell to a Partner will be maintained for one (1) months time and for this duration the partner is free to transfer/sell the credits. Packetcell will not refund or transfer the credits through any other means.

5. Responsibilities of the Partner.

5.1 The Partner accepts that he/she is running an independent business. The Partner’s business is not owned or liable to Packetcell in any way. Packetcell only provides Partners with tools and know-how to resell Packetcell’s services.

5.2 The tools and know-how provided by Packetcell is the intellectual property of Packetcell. It is provided to the Partner on a non-exclusive basis only to be used for the purposes intended under the terms of this agreement.

5.3 The Partner agrees to maintain and fulfill all the requirements as per recommendations made available on the www.Packetcell.com website.

5.4 Packetcell is not responsible for any losses, damages and/or other consequences incurred by the Partner either directly or indirectly due to this Agreement. Compliance with local business laws is the responsibility of the Partner.

5.5 Packetcell shall not entertain any request from Partners for the refunds or reversal of credits transferred from its userid to any other userid. The transfers should be executed by the partner with due diligence and precautions.

6. Responsibilities of Packetcell.

6.1 Packetcell recognizes and accepts that the Partner operates an independent business. The Partners business is not owned by or liable to Packetcell in any way. Packetcell agrees to provide support by way of email and/or other means it chooses to the Partner to support them in operating their business for the duration of this agreement.

6.2 The Partner is not responsible for any losses or damages incurred by Packetcell directly or indirectly due to the inability of the Partner to operate the business.

6.3 Packetcell undertakes not to disclose the identity or accounts of the partner to any third party except as required under the Laws of Sweden.

7. Criteria and requirements for a Partner.

The Partner is expected to meet the following criteria and requirements as a pre-condition to entering this Agreement.

7.1 The Partner shall duly complete the prescribed registration process with Packetcell.

7.2 The partner shall provide a valid postal address, an email address, a telephone either a mobile or a fixed-line number where Packetcell’s users can reach him for enquiries, or purchase of call minutes. The Partner can at his choice request Packetcell to keep such details private.

7.3 The partner shall be able to make payments to Packetcell either through a valid credit card, PayPal or wire transfer, or alternatively purchase credits from a Node Operator.

7.4 The Partner will operate the business under the terms of this agreement, and as per the instructions provided on the website www.hotfoon.com.

8. Reselling.

8.1 Packetcell offers partners a discount for any credits purchased directly from Packetcell. This represents the commission towards reselling Packetcell’s services. Partners may resell these at a higher price to Packetcell’s users.

8.2 No discount or commission fee will be offered by Packetcell to Partners for call minutes purchased directly from Packetcell’s Node operators.

8.3 The Call Rates and discount (commission) offered maybe amended unilaterally by Packetcell to meet the market situation. In such cases, Packetcell will provide notification by email to the Partner giving a minimum of 15 days advance notice as well as post the new rates on the website www.hotfoon.com. If the new rates are unviable to the business situation of the Partner, the Partner can choose to terminate the agreement as per Para 3.

9. Promotion/Publicity.

9.1 Packetcell offers promotional / publicity material in digital format to its partners to facilitate selling and promoting Packetcell’s services. All costs incurred for printing/producing the material shall be borne by the Partner.

9.2 The partner shall only use brands/trademarks with prior approval from Packetcell. The partner shall not change/modify the brand/trademark of Packetcell publicity material without prior approval from Packetcell

9.3 The partner is free to provide publicity through means of newspaper advertisements, banners, printed material, emails etc, according to acceptable common publicity laws. Packetcell shall not bear any costs of such publicity.

9.4 The partner is required to provide advance information to Packetcell of the publicity activities undertaken with respect to public print and electronic media. (Newspapers, TV, Radio, Web, etc.)

10. Call Minute Purchase.

10.1 A Partner can purchase credits from either Packetcell directly by paying through credit card/PayPal/wire transfer, or alternatively from a Packetcell Node Operator.

10.2 Any transaction or purchase of credits by the Partners from Node Operators in Packetcell Network is completely at the initiative and risk of the parties involved. Packetcell cannot accept any claims or responsibility in such transactions nor can it mediate or provide remedy against claims made by either party.

10.3 Any payment made to Packetcell through an approved credit card transaction or via Paypal, will be credited immediately upon receipt of such payment.

10.4 Payments through wire transfer should always include the Partner’s User-ID and will be credited within two working day of Packetcell receiving the funds. In case the userid is not supplied, Packetcell is not responsible for additional delays in crediting the amount. The remittance copy should be maintained safely and may be required by Packetcell to facilitate crediting the amount.

11. Governing Law:

This Agreement shall be governed by and construed in accordance with the laws of Sweden, without regard to its conflict of law rules.

12. Non Disclosure:

Any information or documentation disclosed between the parties shall not be disclosed to any other parties without the prior permission of Packetcell

13. Force Majeure.

Either Party shall be excused from the performance or punctual performance of any of its obligations under this Agreement and such obligations shall be extended by a period reasonable under the circumstances if the performance thereof is prevented or delayed by industrial disputes or any cause beyond the affected Party’s reasonable control which, without in any way limiting the generality of the foregoing, shall include acts of God, riots, wars, accidents, embargo or requisition (acts of government), or delays in the performance of either Party’s subcontractors caused by any such circumstances as referred to in this clause.

14. Items not covered.

For any issue not covered by this agreement, Packetcell’s decision shall be final and binding.