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    Wayflyer Referral Terms

    1. Referrals

    1. Referral Program: Wayflyer operates a program (the Program) with Wayflyer customers (you) who wish to introduce potential customers to Wayflyer. Under the Program, you and eligible persons you refer have the opportunity to each earn a reward (Reward) if they enter into a contract for the supply of Wayflyer Services.
    2. Terms: The Program is governed by these terms and conditions, our Terms of Business and any other relevant ancillary document provided to you by Wayflyer or form that you are required to submit as part of the Program (the Terms and Conditions). By participating in the Program, you agree to comply with the Terms and Conditions. Any Reward will only be earned if all relevant criteria are met by you and the Prospective Customer in accordance with these Terms and Conditions.
    3. Definitions: The following definitions apply in these Terms and Conditions.
      • Relevant Contract: a contract for the supply of Wayflyer Services entered into between Wayflyer and a Prospective Customer who was Referred by you during the Term.
      • Wayflyer: means Wayflyer Limited, or if applicable, a member of the Wayflyer group of companies.
      • Wayflyer Services: the purchase of receivables from, or the provision of other forms of financing to eCommerce businesses and the analytics services provided by Wayflyer, together with any other applicable financing services from time to time offered by Wayflyer.

    2. Eligibility Criteria

    • Eligibility of Prospective Customer: Rewards can only be earned in respect of a referred customer who satisfies each of the following criteria (Prospective Customer), being a customer:
      • to whom Wayflyer has not at any time previously provided any Wayflyer Services and with whom Wayflyer has not been in negotiations to provide Wayflyer Services before their referral by you;
      • which is an eCommerce business, a retailer or a wholesaler that sells physical products;
      • which is an entity that is incorporated in a country in which Wayflyer offers Wayflyer Services, currently being the United States, Canada, United Kingdom, Australia, Ireland, Spain, The Netherlands, Belgium, Denmark, Germany and Sweden;
      • which has been trading for at least six (6) months; and
      • which has generated at least US$10,000 in online monthly revenue in its most recent six (6) months of trading.

    3. Referral Process

    • Steps to be taken by You: For you and a Prospective Customer to be eligible for a Reward, you must take the following steps:
      • Access the referral section displayed on the left-hand side of the home screen of your app; and
      • Invite a Prospective Customer to sign up for Wayflyer Services by copying and sharing your unique referral link with them.
    • Steps to be taken by Prospective Customer: For you and a Prospective Customer to be eligible for a Reward, the Prospective Customer must:
      • Click on your unique link to create a Wayflyer account and request Wayflyer Services; and
      • Within the next 60 days, enter into its first Relevant Contract and deploy capital greater than CAD$ / USD$ / EUR€ / AUD$ / GBP£ 20,000 (as applicable based on the local currency of the Prospective Customer) thereunder (a Referral, and refer and referred will be construed accordingly).

    4. Rewards and Payment

    Each Referral

    1000

    1. Rewards: Rewards for Referrals will be payable to you on the basis set out above and subject these Terms and Conditions.
    2. Prospective Customer Reward: Where you complete a Referral, the relevant Prospective Customer will be eligible to receive a Reward, being 1 pair of Apple AirPods.
    3. Payment of Reward: Details of the number of completed Referrals and Rewards payable to you will be made available to you in the referral section of your app. Any Rewards payable to you will be paid in the month following completion of the Referral to the bank account specified in your most recent contract for services with Wayflyer, unless otherwise agreed.
    4. Currency: Rewards shall be payable to you in the local currency of your nominated bank account.
    5. Taxes: Referral Fees are inclusive of value added tax or other applicable sales tax. Each party shall be responsible for all other taxes, duties, withholdings and/or levies under any applicable laws. If Wayflyer is required to withhold any withholding or similar taxes, we will do so and will make these payments. Any withholding taxes paid by us to the relevant tax authority will be deducted from any amounts due to you, such that the amount paid to you will be net of the withholding taxes.
    6. Exclusions from Rewards: No Rewards will be earned where:
      • the Prospective Customer is a company with which you are affiliated, or the Prospective Customer is an affiliate of such company;
      • Wayflyer, in its sole discretion, opts not to enter into a Relevant Contract with the Prospective Customer;
      • the Prospective Customer enters into additional Relevant Contracts - Rewards are payable only in respect of the first Relevant Contract entered into by a Prospective Customer; or
      • in respect of consequential Referrals, i.e. where a Prospective Customer is referred by you and the Prospective Customer then refers Wayflyer to a third party who enters into discussions and / or purchases Services from Wayflyer (a Consequential Referral), Rewards shall not be earned in respect of that Consequential Referral.

    5. General

    1. Wayflyer IP rights: You acknowledge that Wayflyer retains all right, title and interest in and to any and all intellectual property rights in and to (a) all Wayflyer materials; (b) any and all Wayflyer Services (or any portion thereof), and (c) any and all proprietary algorithms, processes or systems of Wayflyer relating to the provision of the Wayflyer Services.
    2. Data Protection: Any personal data processed or controlled in connection with the Program will be done in accordance with the Wayflyer Privacy Notice.
    3. Exclusion of Consequential Damage: In no event will Wayflyer be liable for any loss of profits or any indirect, special, incidental, reliance or consequential damages of any kind regardless of the form of action or whether in contract, tort, strict liability or otherwise, even if informed of the possibility of such damages in advance.
    4. Liability Cap: Subject to clause 5.3 above, Wayflyer’s entire liability to you will in no event exceed the aggregate Rewards paid by Wayflyer to you in the three (3) months immediately preceding the occurrence of the claim for which damages is sought.
    5. Term: The term of these Terms and Conditions will begin once you share your unique referral link with Prospective Customers and shall continue until terminated by Wayflyer in accordance with clause 5.6 (the Term).
    6. Termination / Modification: Wayflyer may modify, suspend or terminate the Program and these Terms and Conditions at any time and for any reason, and Wayflyer will not be liable for any loss, whether directly or indirectly suffered in such circumstances. Wayflyer may take such actions on an individual (e.g. if Wayflyer becomes aware that you have breached these Terms and Conditions) or Program-wise basis.
    7. Rewards payable on termination: In the event that the Program is terminated, Wayflyer will pay any Rewards which are properly payable pursuant to these Terms and Conditions, as at the effective date of termination. Wayflyer will determine, in its sole discretion, whether the Program criteria have been satisfied and whether any Rewards are due.
    8. No partnership or agency: Nothing in these Terms and Conditions is intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, constitute any party the agent of another party, or authorise any party to make or enter into any commitments for or on behalf of any other party.
    9. Governing law: These Terms and Conditions shall be governed and construed in accordance with Irish Law and each party hereby submits to the exclusive jurisdiction of the Irish courts for the resolution of disputes hereunder.
    10. Contact us: To contact us, please email referrals@wayflyer.com.

    Updated: 9 April 2024