This Referral Program Agreement (“Agreement”) contains the complete terms and conditions between Axway Inc. and the individual referrer (“Referrer”) participating in Axway’s Referral Program (“Program”). By submitting a referral or participating in the Program, the Referrer agrees to be bound by this Agreement. AXWAY RESERVES THE RIGHT TO MODIFY, SUSPEND, OR TERMINATE THE PROGRAM AND THIS AGREEMENT AT ANY TIME AND FOR ANY REASON WITHOUT NOTICE.
A. Eligibility
a. The referred entity must:
i. Be a new customer to Axway (has not previously purchased from Axway);
ii. Have no current entitlements, subscriptions, or contacts with Axway; and
iii. Have generated less than $1,000 in revenue with Axway in the past 36 months.
B. Verification
a. A referral will be validated and become a “Qualified Referral” if and when:
i. Axway confirms the referred entity meets all eligible criteria;
ii. The referral leads to a legitimate and qualified sales opportunity as determined in Axway’s sole discretion; and
iii. The referred entity has engaged with Axway in a meaningful and timely manner, including a discovery or sales conversation within 90 days of referral submission.
b. For clarity, a single submission of a name does not qualify for a reward and must go through the validation process.
c. All rewards are subject to Axway’s verification process and may be delayed, conditioned, withheld, or denied for any reason in Axway’s sole discretion.
d. All decisions made by Axway regarding eligibility, rewards, and verification are final and binding.
C. Rewards
a. Upon successful validation of a Qualified Referral, Axway may offer a reward to the Referrer. This may be in the form of a gift card, charitable donation, or other benefit, up to a maximum value of $500 per referral. Rewards are subject to the recipient's ability to accept such rewards in accordance with their organization's policies.
b. The actual reward amount and type will be given in Axway's sole discretion and be determined at the time of the validation of the referral based on value, quality, and potential of the opportunity referred. Not all referrals will be eligible for a reward or for the maximum amount.
c. Larger or additional incentives, including travel opportunities, may be offered and are contingent upon the Qualified Referral converting into a validated sales opportunity and meeting additional criteria determined solely by Axway.
B. Misc. Terms.
a. If Referrer provides any personal data to Axway, Referrer represents and warrants (i) Referrer provides such personal data to Axway lawfully in compliance with all applicable law; and (ii) Axway may use such personal data to contact the individual/entity as contemplated by the Program (including without limitation for purposes of soliciting business and offering Axway’s products and services).
b. Limitation of Damages. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL AXWAY BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES BASED ON ANY THEORY OF CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE, OR OTHERWISE, EVEN IF AXWAY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT LIMITING THE FOREGOING, AXWAY'S CUMULATIVE LIABILITY FOR ANY CLAIM RELATING TO THIS AGREEMENT WILL NOT EXCEED TEN DOLLARS ($10.00).