On August 1, 2022, the following updates were made to the 18 April 2017 version of this Partner Agreement:
Prior to being accepted to the Program, you must now have at least 1 staff member commit to completing Ayiza advisor certification within 30 days, rather than 60 days
To maintain status as a Ayiza Partner, you must now add at least one paid client subscription (not including the Ayiza subscription for internal use provided as part of the Program Benefits) to your Partner account within 60 days of acceptance into the Program, rather than 90 days
If you are an accountant, bookkeeper or other provider of professional advisory services approved by Ayiza Limited and its affiliates (Ayiza) then you can become a recognised Ayiza Partner and receive the benefits of the Ayiza Partner Program (the Program). By applying for registration into the Program you are accepting and agreeing to the terms and conditions set out in this Partner Agreement (Partner Agreement), as well as Ayiza’s Terms of Use, as updated or amended from time to time in Ayiza’s discretion (Ayiza’s Terms of Use), which are incorporated into this Partner Agreement by reference.
If you are agreeing to this Partner Agreement not as an individual but on behalf of your company, organisation, firm, partnership or other corporate entity, then you agree and acknowledge that you are binding such entity to this Partner Agreement, and that you are fully authorised to do so.
Ayiza may update or modify this Partner Agreement from time to time in its sole discretion. All updates and modifications to this Partner Agreement will be published on Ayiza’s website, and notice of relevant material updates and modifications to this Partner Agreement will be communicated to you via email, at the email address on record.
Partnership Prerequisites
Prior to being accepted to the Program, you must:
- Fill out a Partner Application Form
- Have at least 1 staff member commit to completing Ayiza advisor certification within 30 days
- Setup your Ayiza HQ subscription including designating a Principal and entering in payment information to establish your Practice Billing Account
(together, the Partnership Prerequisites).
Ayiza will determine whether you are accepted to the Program once the Partnership Prerequisites above have been completed. Ayiza reserves the right to accept or decline any organisation or individual as a Ayiza Partner regardless of whether the Partnership Prerequisites have been met, for example if Ayiza determines that you are likely to be unable to meet the Ongoing Requirements set out below.
Program Benefit
Once you have been accepted to, and as long as you remain part of, the Program, you will receive access to the applicable benefits of the Program, as modified or updated by Ayiza from time to time, at the specified status level, including:
- Access to Ayiza HQ – a subscription to manage clients centrally
- One subscription to Ayiza for internal use by your business
- Access to Partner-only information and support from a Ayiza Account Manager
Ongoing Obligations
To maintain status as a Ayiza Partner, you agree to:
- Actively promote Ayiza to existing and potential clients consistent with your professional and ethical obligations
- Adhere to the Ayiza Partner Code of Conduct
- Ensure that at least one staff member is up to date with Ayiza advisor certification at all times
- Either (a) add at least one paid client subscription (not including the Ayiza subscription for internal use provided as part of the Program Benefits) to your Partner account within 60 days of acceptance into the Program, and then maintain at least one paid client subscription to your Partner account on an ongoing basis; or (b) be invited into, with an advisor role, at least one paid client subscription, and continue to be invited into, with an advisor role, at least one paid client subscription on an ongoing basis
- Promote Ayiza on your website (if you have one) by maintaining an active hyperlink to www.ayiza.com and adhering to the Ayiza Brand Guidelines, including not using the Ayiza name or logo anywhere in your company/partner-programs/partnership name, registered business name, product name, service offering, URL, or any social media accounts
- Otherwise act in good faith in the offering and use of Ayiza
Duration of the Partner Agreement
This Partner Agreement is effective immediately upon you being accepted into the Program by Ayiza, and remains in force until:
- Superseded by Ayiza at any time effective upon the online publication of updated or modified terms – notice of relevant material updates and modifications to this Agreement will be communicated to you via email, at the email address on record
- This Partner Agreement is terminated by either party for any reason by providing one month’s notice in writing to the other party
- This Partner Agreement is terminated by either party, with immediate effect upon written notice being provided to the other party, for that other party’s material breach of any of the terms of this Partner Agreement
If this Partner Agreement is terminated for any reason, you will no longer be able to participate in, or receive the benefits of, the Program.
For the avoidance of doubt, notwithstanding the termination of this Partner Agreement, Ayiza’s Terms of Use will continue to apply to your use of the Services (as defined in Ayiza’s Terms of Use) that Ayiza may make available to you as a non-partner, and the following sections of this Partner Agreement will survive any such termination: “Applicability of Ayiza’s Terms of Use”, “Relationship of Parties” and “Indemnity”.
Billing
If your client does not wish to manage and pay for a Ayiza Business Edition subscription themselves, you may manage and pay for that subscription on their behalf.
To qualify for applicable reduced pricing on Ayiza Business Edition subscriptions for which you are the Subscriber (as defined in Ayiza’s Terms of Use), you must:
- only have 1 billing account associated with your Ayiza Business Edition subscriptions, and 1 billing account associated with your Ayiza Partner Edition subscriptions
- the billing account must be paid by you or your business and not by an individual client
- nominate and advise Ayiza who, within the business, will be responsible for all matters relating to the billing account
You agree to adhere to the Ayiza subscription and payment terms set out in Ayiza’s Terms of Use, as updated or amended from time to time.
Status
Partner status is determined in accordance with the Partner Points Scheme in place from time to time. More information regarding the Partner Points Scheme is set out in the partner points guide. For the avoidance of doubt, any determinations by Ayiza on matters relating to the Partner Points Scheme (including status level and the operation of the points system) will be final.
Applicability of Ayiza’s Terms of Use
This Partner Agreement applies in addition to, and should be read in conjunction with, Ayiza’s Terms of Use, which are incorporated in this Partner Agreement by reference to the extent applicable and which govern matters in relation to your dealings with Ayiza, including limitations on liability, indemnification, intellectual property, and governing law.
You acknowledge and agree that all access (including by Invited Users, as defined in Ayiza’s Terms of Use) to Ayiza’s services will be subject to Ayiza’s then current Terms of Use.
In the event of any inconsistency between this Partner Agreement and Ayiza’s Terms of Use, Ayiza’s Terms of Use will take priority.
Relationship of Parties
No agency, partnership, joint venture or employment is created between Ayiza and you as a result of this Partner Agreement. You are not authorised to create any obligation, express or implied, on behalf of Ayiza.
Indemnity
You agree to indemnify Ayiza against any and all claims, costs, damages and/or loss that Ayiza may sustain or incur, as a result of any claim by a third party, including your clients and any Ayiza users, arising from: (a) your acts or omissions including, but not limited to, your provision of professional services, implementation support, or other products or services, (b) your breach of this Partner Agreement.
Points Guide
Your partner status is based on the points guide set out below
This guide has been developed to give an overview of how you can earn points in the Ayiza Partner Program.
Subscription points
How to earn points:
- Owning the subscription for a client on Ayiza.
- Being invited in with the adviser role into your client’s active Ayiza subscription.
Things to note:
- You can only receive points one time per subscription irrespective of how many staff are invited in.
- Trial organisations do not count towards points. The subscriptions must be paying.
- Points will be calculated based on active subscriptions used by a legal entity.
- To receive points for being “invited into” a client’s active Ayiza subscription, where the client is paying for the subscription, you must be actively serving clients (defined as having logged into the client’s organisation within the last 120 days).
Additional things to note
- At least 1 member of your staff must hold a current Ayiza advisor certification. Partner Benefits including reduced pricing on Ayiza Business Edition subscriptions for which you are the Subscriber (as defined in Ayiza’s Terms of Use) will be suspended in the event that no-one associated with your firm has a current Ayiza advisor certification.
- All Ayiza Business Edition subscriptions that your business owns must be on one billing account. Partner Benefits including reduced pricing on Ayiza Business Edition subscriptions for which you are the Subscriber (as defined in Ayiza’s Terms of Use) may be suspended until you consolidate your billing accounts or transfer billing to your clients.
- Only staff members that are actively serving clients (defined as having logged into client organisations in the last 60 days) will count towards your Ayiza certification requirements.
- You and your staff must be listed as a Practice Staff member in Ayiza HQ for Ayiza certifications to be recognised.
- This points program may be superseded by Ayiza at any time effective upon the online posting of modified points scheme.
Ayiza Partner Code of Conduct
This Code of Conduct has been developed to provide a framework to assist Ayiza Partners in managing client relationships in a cloud accounting context, and to help prevent or deal with any disputes that they may have with their clients, partners, or employees that may involve use of the Ayiza platform.
This Code does not attempt to answer every question or address every issue that may arise. Ayiza recognises that Partners must act in the interests of their clients and may be subject to various professional standards. This Code is intended to supplement, and not detract from, those principles.
1. Scope
1.1. This Code of Conduct (Code) applies to accountants, bookkeepers or financial advisors that have accepted the Ayiza Partner Agreement (Partners).
1.2. In addition to helping Partners manage client relationships, this Code is intended to provide some guidance on disputes that may arise in connection with the Ayiza Platform, including:
a) fee disputes between Partners and their clients (Clients) which may threaten access to a Ayiza subscription by a business that uses Ayiza; or
b) any other Ayiza subscription ownership or access disputes, such as between Partners and their Clients, Partners and their employees or agents, or two or more persons with an interest in a Partner’s business.
2. Informing Your Clients About Ayiza
2.1. Partners play a key role in educating prospective Clients about their options for setting up their business on Ayiza. Partners should discuss and seek a written acknowledgement from their Client about who, between the Client and the Partner, will be the “Subscriber” that ultimately controls access rights to and is responsible for payment of the Ayiza subscription (as described in Ayiza’s Terms of Use).
2.2. Partners should provide materials to Clients, which might be incorporated into a letter of engagement or other document, that cover the following matters:
a) a brief explanation that cloud computing services involves the storage of files on remote servers operated by third parties, which in Ayiza’s case, involves the use of hosting providers in the United States of America;
b) that there is the ability for Clients to act as the Subscriber for Ayiza Business Edition subscriptions and to “invite” the Partner into that subscription as an “invited user”, rather than having the Partner act as Subscriber to that subscription;
c) the nature of user roles on Ayiza, and in particular that the Subscriber to a Ayiza subscription has the ability to control access rights to a Ayiza subscription; and
d) if it is agreed that the Partner or a party other than the Client will be the Subscriber for a Client’s business:
(i) information as to how Clients will be able to access Ayiza data relating to their business, including if the relationship between the Partner and the Client terminates or there is a dispute between the Partner and the Client;
(ii) what the Partner will require from the Client in order to facilitate a transition of accounting services (and/or related services) from the Partner to a new adviser; and
(iii) what dispute resolution procedures the Partner has in place and how access to the Ayiza subscription will be maintained in the event of a dispute (including relating to non-payment of the Partner’s fees) between the Partner and Clients.
2.3. Partners should make every effort to ensure that their employees, agents, and Clients maintain sound information technology security practices, including, for example:
a) requiring staff and Clients to use 2-step authentication within Ayiza;
b) implementing industry standard measures such as appropriate password management practices and ensuring appropriate anti-virus/malware software is in place;
c) seeking advice and reviews of security practices from time to time; and
d) taking advantage of guides and resources on IT security.
2.4. This clause 2 does not contain an exhaustive list of matters to be addressed with Clients. Partners should seek further advice from their professional associations in relation to requirements relating to the Client engagement process.
3. Guidance for dispute resolution
Where the Partner acts as the Subscriber to a Ayiza subscription in relation to a Client’s business:
3.1. Partners acknowledge and agree that any action to prevent or otherwise limit their Client’s access to a Ayiza subscription can cause disruption or loss to that business.
3.2. Partners acknowledge and agree that causing disruption or loss to a business, as described in clause 3.1 (i.e., by limiting or denying access to the Ayiza Platform), is not an acceptable strategy to recover fees from Clients or for similar debt collection purposes.
3.3. Partners must refrain from any action in relation to a Ayiza subscription that would hinder their Client’s ability to continue operating their business (for example, to generate invoices, run a payroll, reconcile bank transactions, file tax returns etc), even if a dispute remains unresolved between the Partner and their Client. Ongoing access to a Ayiza subscription whilst a dispute is being resolved can be accommodated using the process in clause 3.4.
3.4. This section does not require Partners to continue paying for Ayiza subscription fees indefinitely while a dispute remains unresolved between a Partner and a Client in relation to the Ayiza Platform. In the event that a Client requires continued access to the Ayiza subscription, the Partner may:
a) require reimbursement from the Client for ongoing Ayiza fees (being Ayiza’s subscription fee only) that are required in order to prevent suspension of the Ayiza subscription by Ayiza; or
b) transfer the subscription (and therefore that payment obligation to Ayiza, from the effective date of the transfer) to the Client (or a third party nominated by the Client) in accordance with Ayiza’s standard transfer process.
4. Facilitating Orderly Transitions to New Advisors
4.1. Partners must take reasonable action to co-operate with any Clients that wish to transfer their services to a new Partner or to another accountant using a platform other than Ayiza, including by providing or maintaining access to the Ayiza subscription, or transferring the Ayiza subscription as reasonably necessary to efficiently facilitate the transition.
4.2. This section does not require a Partner to prepare reports or otherwise undertake substantive work on the Ayiza Platform for the Client without charge.
5. Administration of this Code
5.1. Ayiza expects that its Partners will observe and comply with this Code and that, in doing so, Partners will be able to more effectively manage any disputes that may occur with their Clients in relation to the Ayiza Platform.
5.2. Where Ayiza becomes aware of a dispute between a Partner and a Client, Ayiza expects that in most cases the parties will be able to resolve the dispute directly between themselves (particularly if the above guidance is followed), which may involve alternative dispute or formal dispute resolution mechanisms.
5.3. Ayiza will endeavour to accommodate any agreed outcomes of dispute resolution processes, provided that such outcomes are reasonable and otherwise consistent with the Ayiza platform and Ayiza Terms of Use. In the event that any parties are not able to resolve their dispute privately, Ayiza will comply with an order from a court that has jurisdiction to hear the matter under Ayiza’s Terms of Use. In some cases, Ayiza may be unable to take any action in the absence of a court order or mutual agreement of the parties.