Kribik Reseller Agreement
This Reseller Agreement (“Agreement”) is effective from 2026-02-10.
1. Parties
1.1 Provider: Findon Software Ltd (Company No. 10042735), trading as Kribik, of 236 Findon Road, Worthing, BN14 0HA (“Provider”, “we”, “us”).
1.2 Reseller: The individual or entity that accepts this Agreement electronically via the Kribik reseller registration flow (“Reseller”, “you”). The Reseller’s name, trading name (if any), email address, and other details provided during registration (and as updated in the reseller portal from time to time) form part of this Agreement.
1.3 Purpose: Provider operates Kribik Help Desk and Project Hub, a subscription software service. Reseller wishes to refer and promote Kribik to prospective customers in return for commissions as set out in this Agreement. You confirm that the information you provide during registration is accurate and you will keep it up to date, including your legal name and contact email. Provider may request a business address and tax details before paying Commission.
2. Definitions
2.1 “Customer” means an organisation that subscribes to Kribik.
2.2 “Referred Customer” means a Customer that:
is attributed to you under Clause 6; and
has an active paid subscription to Kribik.
2.3 “Subscription Fees” means the recurring subscription amounts actually paid to Provider for Kribik by a Referred Customer, excluding VAT or other sales taxes, credits, refunds, chargebacks, and one-off professional services unless expressly included in Exhibit A. For the avoidance of doubt, this excludes any free trial period.
2.4 “Commission” means the amounts payable to Reseller under Exhibit B based on Subscription Fees.
2.5 “Kribik Marks” means Provider’s trademarks, brand names, logos, and other brand assets.
2.6 “UK GDPR” means UK General Data Protection Regulation and the Data Protection Act 2018.
3. Appointment and Scope
3.1 Non-exclusive. Provider appoints Reseller on a non-exclusive basis to promote Kribik and refer prospective Customers.
3.2 No authority. Reseller is an independent contractor and has no authority to bind Provider, make warranties, vary Provider terms, or act as Provider’s agent.
3.3 No sub-resellers. Reseller may not appoint sub-resellers or agents to resell or refer Kribik without Provider’s prior written consent.
3.4 Territory and channels. Territory is worldwide, except where prohibited by law, sanctions, export controls, or Provider’s written restrictions from time to time. Provider may refuse attribution or sales in restricted territories at its reasonable discretion.
4. Term
4.1 Initial term. This Agreement starts on the Effective Date and continues for 12 months (“Initial Term”).
4.2 Renewal. After the Initial Term, this Agreement renews automatically for successive 12-month periods unless terminated under Clause 14.
5. Reseller Responsibilities
5.1 Reseller will:
promote Kribik professionally and in good faith;
comply with all applicable laws and regulations, including marketing and anti-spam laws;
not make false or misleading claims, including about security, compliance, uptime, features, pricing, or competitor comparisons;
use only Provider-approved Kribik Marks and materials, and follow Exhibit D.
5.2 Prohibited activities. Reseller must not:
send unsolicited bulk email, spam, or automated outreach that breaches applicable law;
bid on Provider’s brand keywords in paid search (unless Provider expressly approves);
represent that it can set Kribik pricing or contract terms (unless Provider gives written approval for a specific deal);
attempt to reverse engineer or misuse the service, or assist others to do so.
5.3 Your costs. Reseller is responsible for its own costs, staff, systems, and taxes.
6. Referral Attribution and Deal Registration
6.1 Attribution methods. A Customer may be attributed to Reseller if one of the following applies:
the Customer signs up using Reseller’s referral link or code provided by Provider; or
Provider manually attributes the Customer to Reseller (for example after an introduction email), in Provider’s reasonable discretion.
6.2 Attribution window. Unless otherwise stated in writing, attribution must occur within 90 days of the first recorded introduction.
6.3 Provider discretion and conflicts. Provider may refuse attribution if:
the Customer was already in Provider’s active pipeline, trial, or negotiation;
the Customer was already an existing Customer;
multiple resellers claim the same Customer (Provider will decide attribution reasonably);
the reseller used prohibited marketing methods.
6.4 No interference. Reseller must not attempt to remove or overwrite another reseller’s attribution.
7. Pricing and Customer Contracting
7.1 Customer contracts with Provider. Customers subscribe directly with Provider under Provider’s terms of service and privacy policy (and any enterprise order form if used). Reseller does not contract for Kribik on Provider’s behalf unless separately agreed in writing.
7.2 Pricing. Customer subscription pricing is as set out in Exhibit A (Price List) and is controlled by Provider.
7.3 Price changes. Provider may change Customer pricing by updating Exhibit A and publishing the updated price list on kribik.com and/or the reseller portal. Unless otherwise required by law:
changes apply to new subscriptions immediately; and
changes apply to renewals and plan changes for existing Customers from the effective date shown in the updated Exhibit A.
For existing Customers, price changes take effect on the next renewal with at least 30 days’ notice.
7.4 Taxes. Customers are responsible for applicable taxes (such as VAT) as invoiced by Provider. Reseller is responsible for its own taxes on Commission received.
8. Commission and Payment
8.1 Commission basis. Commission is calculated as a percentage of Subscription Fees actually received by Provider from Referred Customers during the relevant month, net of refunds, credits, chargebacks, and failed payments.
8.2 Tiering. Commission tier is determined by the number of Active Paid Organisations (Referred Customers with an active paid subscription) attributed to Reseller as at the end of each calendar month, as set out in Exhibit B. Tier is computed at month-end and applies to the commission calculation for that same month.
8.3 Payment schedule. Provider will pay Commission monthly in arrears, within 30 days after month-end, provided:
Provider has received cleared funds for the Subscription Fees;
Reseller has provided valid payout details; and
Reseller is not in breach of this Agreement.
8.4 Minimum payout threshold. Provider may defer payment until Commissions due reach at least £50 (or local equivalent), after which they will be paid in the next payment run.
8.5 Adjustments and clawbacks. If Subscription Fees are refunded, reversed, or charged back, Provider may deduct the related Commission from future Commission payments. If no future Commission is available, Reseller must repay the overpayment within 14 days of notice.
8.6 Statements. Provider will provide a monthly Commission statement through the reseller portal or by email summarising the calculation.
8.7 No Commission on:
VAT or sales taxes;
one-off services, onboarding, custom work, training, or consulting unless explicitly included in Exhibit A;
payment processing fees;
free or trial plans;
internal test accounts or accounts created in breach of Clause 5.
8.8 Free trials. If a Referred Customer receives a free trial or discounted period, Commission is only payable on Subscription Fees actually paid after the free/discounted period ends. No Commission is payable on free trial periods.
9. Support and Customer Success
9.1 Support ownership. Provider provides product support to Customers in accordance with Provider’s standard support approach (as described in Exhibit C).
9.2 Reseller assistance. Reseller may provide non-technical onboarding and training to Customers, but must not present itself as Provider’s support team.
9.3 Escalation. Reseller will promptly escalate technical issues to Provider using the channels Provider specifies.
10. Intellectual Property and Branding
10.1 Ownership. Provider retains all right, title, and interest in Kribik, the Kribik Marks, documentation, and all related IP.
10.2 Brand licence. Provider grants Reseller a limited, non-exclusive, non-transferable, revocable licence during the term to use the Kribik Marks solely to market Kribik in accordance with this Agreement and Exhibit D.
10.3 Takedown. Provider may require immediate removal or modification of any marketing materials that misuse the Kribik Marks or misrepresent the service.
11. Confidentiality
11.1 Each party may receive confidential information from the other. Each party will:
use it only to perform this Agreement;
protect it with reasonable care; and
not disclose it except to personnel who need to know and are bound by confidentiality.
11.2 Confidentiality obligations survive termination for 3 years, and trade secrets remain protected indefinitely.
12. Data Protection
12.1 Each party will comply with UK GDPR and applicable privacy laws.
12.2 Reseller must not collect, store, or process Customer personal data beyond what is necessary for referral and relationship management.
12.3 Where required, the parties will enter a separate data processing agreement (DPA). Until then, each party acts as an independent controller for its own processing.
13. Compliance
13.1 Reseller will comply with all applicable laws, including anti-bribery and anti-corruption laws (including the UK Bribery Act 2010), export controls and sanctions (where applicable), and marketing laws.
13.2 Reseller will not offer incentives, kickbacks, or improper benefits to secure deals.
14. Termination and Suspension
14.1 Termination for convenience. Either party may terminate this Agreement for any reason by giving 30 days’ written notice.
14.2 Termination for cause. Either party may terminate immediately by written notice if the other:
materially breaches this Agreement and fails to cure within 14 days after notice; or
becomes insolvent or enters administration, liquidation, or similar.
14.3 Dormant reseller termination. Provider may suspend or terminate this Agreement on 14 days’ notice if Reseller has been dormant for 12 consecutive months, meaning no new Referred Customers and no Commission earned during that period.
14.4 Suspension. Provider may suspend Reseller’s portal access immediately if Reseller is suspected of breach of Clause 5, fraud, or unlawful marketing, pending investigation.
15. Effects of Termination
15.1 Stop using Marks. Reseller must immediately stop using the Kribik Marks and remove Kribik branding from its materials.
15.2 Customer relationships. Customers remain Provider’s Customers. Provider may continue to provide service to Customers after termination.
15.3 Final Commission.
If terminated for convenience, Provider will pay Commission earned on Subscription Fees received up to the termination effective date, subject to Clause 8 (including clawbacks). No Commission is payable for Subscription Fees received after the termination effective date.
If terminated for cause (including fraud, misuse, or unlawful marketing), Provider may withhold unpaid Commission and may require repayment of Commission paid that relates to affected Customers.
15.4 Survival. Clauses relating to confidentiality, IP, data protection, payments, liability, dispute resolution, and any clauses that by nature should survive will survive termination.
16. Warranties and Disclaimers
16.1 Provider provides Kribik “as is” except as expressly stated in Customer terms.
16.2 Each party warrants it has authority to enter into this Agreement.
16.3 Reseller makes no warranties to Customers on Provider’s behalf.
17. Limitation of Liability
17.1 Neither party is liable for indirect, special, incidental, consequential losses, or loss of profits, revenue, goodwill, or data, even if foreseeable.
17.2 Each party’s total liability under this Agreement is capped at the greater of:
£5,000, or
the total Commission paid or payable by Provider to Reseller in the 12 months before the event giving rise to the claim.
17.3 Nothing limits liability for death or personal injury caused by negligence, fraud, or other liability that cannot be excluded by law.
18. Indemnities
18.1 Reseller will indemnify Provider for losses arising from:
Reseller’s breach of Clause 5 (marketing and conduct);
Reseller’s unlawful acts, misrepresentations, or infringement caused by Reseller’s materials;
Reseller’s breach of data protection obligations relating to data it controls.
19. Audit and Records
19.1 Provider may reasonably audit Reseller’s referral claims and compliance with this Agreement (for example, verifying introductions and marketing practices). Provider will provide reasonable notice, and audits will be limited to what is necessary.
20. Changes to This Agreement and Exhibits
20.1 Agreement versioning. Provider may update this Agreement by issuing a new version (for example through the reseller portal). Reseller must accept the updated version to continue accessing the reseller portal.
20.2 Exhibits. Provider may update Exhibits (price list, commission tiers, support rules, brand rules) by publishing an updated Exhibit with an effective date. If an Exhibit update materially reduces Commission rates, Provider will give at least 30 days’ notice before it takes effect.
21. General
21.1 Notices. Notices must be sent by email and are deemed received when sent, provided no delivery failure notification is received, or the next business day.
21.2 Assignment. Reseller may not assign this Agreement without Provider’s prior written consent. Provider may assign to a successor in connection with a reorganisation or sale of assets.
21.3 Force majeure. Neither party is liable for failure caused by events beyond reasonable control.
21.4 Entire agreement. This Agreement and its Exhibits are the entire agreement and replace prior discussions.
21.5 Governing law. This Agreement is governed by the laws of England and Wales, and the courts of England and Wales have exclusive jurisdiction.
22. Electronic Acceptance
22.1 Electronic acceptance. By clicking “I agree” (or similar) during reseller registration or when prompted in the reseller portal, you enter into this Agreement electronically.
22.2 Records. Provider may store records of acceptance including the Agreement version, timestamp, and the account email used to accept. These records are evidence of acceptance unless you can show otherwise.
Exhibit A: Products and Price List (Customer pricing)
Kribik subscription plans (monthly, excluding VAT):
Basic: £39.99 per organisation per month (up to 5 users)
Premium: £89.99 per organisation per month (up to 20 users)
Enterprise: £249.99 per organisation per month (up to 200 users)
Provider may update this Exhibit under Clause 7.3.
Exhibit B: Commission Schedule
Commission is calculated on Subscription Fees paid for each Referred Customer.
Tiering basis: total number of Active Paid Organisations attributed to Reseller at month-end.
Tier 1: 1–9 organisations: 10%
Tier 2: 10–49 organisations: 15%
Tier 3: 50–99 organisations: 20%
Tier 4: 100+ organisations: 20%
Free trial. Commission is payable only on paid Subscription Fees and does not accrue during free trials.
Provider may update this Exhibit under Clause 20.2.
Exhibit C: Support Overview (Reseller Programme)
Support channel. Provider currently provides support primarily via email submitted to
[email protected], which is managed through Kribik.
No SLA. Unless expressly agreed in writing, support is provided on a best endeavours basis and Provider does not guarantee response times or availability.
Reseller role. Reseller may provide first-line onboarding and non-technical assistance to Customers. Reseller will escalate technical issues to Provider through the support channel above.
Changes. Provider may change support channels and processes from time to time and will update this Exhibit accordingly.
Exhibit D: Brand and Marketing Rules
Permitted brand use
Reseller may state: “Authorised Kribik Reseller” (or “Kribik Reseller”) while this Agreement is active.
Reseller may use Provider-supplied logos and screenshots only as provided, without alteration (other than resizing).
Reseller must include “Kribik” as a product name, not as the Reseller’s own brand.
Prohibited brand use
No use of Kribik Marks in your business name, domain name, social handles, or app names without written permission.
No creating confusingly similar branding or impersonating Provider.
No publishing “Kribik pricing” except by linking to Provider’s pricing page or using Provider-approved pricing materials.
Marketing conduct
No spam, unsolicited bulk outreach, or scraped mailing lists.
Any email marketing must comply with UK GDPR/PECR and similar laws in your territory.
No misleading claims (security, compliance, uptime, features, endorsements, “guaranteed savings”, etc.).
Competitor comparisons must be factual and not defamatory.
Paid search / ads
No bidding on “Kribik” or “Findon Software” brand keywords, or close variants, without written permission.
No running ads that imply you are Provider or the official site.
Content approval + takedown
Provider may request removal or correction of any marketing materials that breach this Exhibit, and Reseller must comply promptly.
Changes
Provider may update these rules from time to time with effect from the date stated in the updated Exhibit.