TERMS AND CONDITIONS

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STRATEGIC COMMERCIAL PARTNERSHIP TERMS: 

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These Terms & Conditions govern the Strategic Commercial Partnership between AI Tech UK ("we", "us", "our") and the Commercial Partner (the organisation or individual entering into this partnership), effective upon execution or engagement. 

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  Definitions: 

- Platform means any websites, newsletters, or LinkedIn pages, blogs, videos, or events hosted or organised by the Partners

- Partner Brand Assets means visual or written materials provided by either Partner or promotions used (logo, tagline, links)

- Promotional Activities means jointly agreed communications, including social media posts, event mentions, interviews, contributions to articles, webinars, or shared campaigns 

- Non-Commercial Use means use or disclosure of content, names, and materials solely for brand awareness and educational purposes without any expectation of economic transaction or lead generation

- Net Revenue means gross sales received by the Partner, excluding VAT, refunds, discounts and third-party transaction or processing fees

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1. Purpose & Scope

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1.1. This Agreement formalises the commercial collaboration whereby each Partner will promote the other's Products, SaaS products and/or Service Offerings through their respective platforms, programmes, or networks. Activities may include commercial introductions, marketing campaigns, event promotion, and referral generation;

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1.2. The Partner shall participate in this programme as a Strategic Commercial Partner and agrees to the terms outlined herein about transparency, revenue sharing, and conduct;

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1.3. Both AI Tech UK & the Commercial Partner also agree to co-organise and participate in educational and promotional activities such as webinars, panels, co-branded posts, and community knowledge-sharing initiatives. These activities aim to foster open knowledge exchange, visibility, and market engagement across various ecosystems. 

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2. Revenue Share & Commission Structure

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2.1. SaaS Product Referrals: 

For each successful referral generation by AI Tech UK resulting in a sale of the Commercial Partner's SaaS product(s), the Commercial Partner shall: 

- Provide an agreed commission of the Net Revenue received, which would include offering a discount code to attendees referred by AI Tech UK;  

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2.2. Service-based Referrals: 

For each referral leading to the sale of services offered by the Commercial Partner, the Commercial Partner shall: 
- Provide an agreed commission of the Net Revenue received, which would include offering a discount code to referred attendees;

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2.3. Investment Supports: 

Where either AI Tech UK or the Commercial partner facilitates introductions that result in equity or financial investment into the other Partner or its initiatives, the receiving Commercial Partner agrees to: ​

- Pay an agreed 5% commission on the gross investment value received;

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2.4. Mutual Referrals: 

- If either AI Tech UK or the Commercial Partner introduces a client (e.g., a commercial sponsor) who enters into a contract with them, the other Commercial Partner shall receive an agreed 5% commission of the Net Revenue earned from that client over 12 months; 

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2.5. Mutual Product Referrals: 

When either AI Tech UK or the Commercial Partner brings in a client who goes through a full lifecycle (e.g., from introduction to contract signing and payment) with either of the Partners, and this results in a confirmed sale of a product or service, the selling Partner shall: 

- Pay a 40% commission on the Net Revenue received. This may include offering a discount code or referral tracking setup to support attribution;

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This applies only if: 

- The contract with the referred client is signed within 12 months of the initial introduction date; 

- The commission is calculated only on revenue received during the first 12 months following the contract signing. 

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3. Sales Transparency and Tracking 

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3.1. The Commercial Partner must implement a mutually agreed-upon tracking method, including but not limited to referral codes, CRM tagging, or affiliate links;

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3.2. The Commercial Partner shall provide a full monthly report on: 

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- Leads and sales resulting from AI Tech UK's introductions 

- Conversion status of referred prospects 

- Identity of clients who have registered or subscribed due to AI Tech UK's efforts; 

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3.3. Payment of due commissions shall occur within 30 days of each calendar month-end, unless otherwise agreed. 

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4. Roles & Responsibilities

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Both AI Tech UK & the Commercial Partner agree to: 

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- Promote each other as an Innovation Affiliate or Content contributor through their Platform Channels;

- Publish each other's brand/content in agreed formats;

- Invite each other to relevant non-commercial events or campaigns; 

- Provide accurate and up-to-date company information and promotional assets;

- Participate in joint initiatives (e.g., co-branded posts, interviews, webinars);

- Acknowledge each other's branding as a collaboration partner in shared campaigns;

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5. Non-Competition & Non-Solicitation

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5.1. The Commercial Partner agrees not to directly or indirectly solicit, poach, or circumvent AI Tech UK by engaging with our referred contacts, customers, or clients without our prior written consent, for the duration of this agreement and for three (3) years following termination;

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5.2. The Commercial Partner shall not engage in activities that compete with or undermine AI Tech UK's programme or its commercial interests during the engagement period;

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5.3. The Commercial Partner shall not solicit, hire, or engage any AI Tech UK team members, contractors, or delivery staff during the term and for 12 months thereafter.

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6. Brand Usage & Confidentiality 

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6.1. Both AI Tech UK & the Commercial Partner grant the other a non-exclusive, revocable, royalty-free license to use its logo, brand name and publicly available materials solely for promotional activities covered by the MoU;

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6.2. Both AI Tech UK & the Commercial Partner shall retain ownership of their respective intellectual property and shall not use the other's name or logo outside of the agreed promotion without prior written approval; 

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6.3. Any non-public shared materials must remain confidential unless otherwise mutually agreed.

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7. Confidentiality, Data and IP Protection

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7.1. Any information, data, strategies, or content shared by AI Tech UK and the Commercial Partner is considered confidential and proprietary. The receiving Partner shall not use or disclose such information without prior written consent;

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7.2. Any materials, branding, or content developed or used by AI Tech UK and the Commercial Partner remain the sole intellectual property of that Commercial Partner; 

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7.3. The Commercial Partner and AI Tech UK may use each other's branding and materials only with prior written approval and solely in connection with agreed partnership activities;

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7.4. Any IP provided by AI Tech UK or the Commercial Partner remains their own; the receiving Partner shall use it only for agreed programme purposes;

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7.5. Both AI Tech UK and the Commercial Partner shall comply with all applicable data protection and privacy legislation, including but not limited to:

• The UK General Data Protection Regulation (UK GDPR),

• The EU General Data Protection Regulation (EU GDPR) (where applicable), and

• All other relevant data protection and privacy laws in the jurisdiction where the Commercial Partner is primarily established or operates,

as well as any guidance, codes of practice, or regulatory requirements issued by competent supervisory authorities in those jurisdictions.

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Where personal data is processed in multiple territories, the Parties shall ensure that such processing is compliant with the applicable legal framework in each jurisdiction, including but not limited to cross-border transfer requirements, data subject rights, and security obligations.

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7.6. Both AI Tech UK and the Commercial Partner shall adopt industry-standard security practices to protect data from misuse, unauthorised access, or disclosure.

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7.7. Data shared (e.g., attendee lists and lead details) must be used only for programme-related purposes and may not be sold, repurposed, or distributed without written consent. ​

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8. Termination and Variation 

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8.1. This MoU comes into effect on the Effective Date and remains valid until terminated by either party with 30 days written notice

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8.2. Both parties reserve the right to terminate immediately in the case of material breach, misconduct, or failure to uphold any restrictive covenant. 

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.38. These terms may evolve as AI Tech UK scales or adapts commercial strategies. Updates will be communicated in writing and shall be deemed accepted unless objected to in writing within 14 days. 

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8. Liability and Indemnity 

The Partner shall indemnify and hold harmless AI Tech UK against all claims, losses, or damages arising out of their breach of any term, including non-compete, confidentiality, or data protection provisions. 

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9. Shared Activities 

Under this MoU, both AI Tech UK and the Commercial partner may collaborate on the following shared promotional and commercial activities: 

 

- Co-branded social media campaigns featuring each other's news, events, or milestones. 

- Newsletter inclusions such as featured partner highlights or collaborative updates

- Joint participation in community or industry events, including brand visibility through logos or speaking opportunities 

- Co-authored articles, blog posts, or interviews published across partner channels

- Educational initiatives, including joint webinars, panel discussions, or workshops 

- Referrals and commercial introductions under the revenue share terms outlined above 

 

Both AI Tech UK and the Commercial Partner agree to actively contribute content, communication support, or participation required to enable the above activities.  

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10. Governing Law and Jurisdiction

This Agreement shall be governed by and construed under the laws of England and Wales.

For the avoidance of doubt, the Parties agree that any disputes, claims, or proceedings arising out of or in connection with this Agreement may be subject to the jurisdiction of both:

1. The courts of England and Wales, which shall retain primary jurisdiction; and

2. The courts of the jurisdiction in which the Commercial Partner is domiciled or primarily operates, to the extent required by applicable local laws or where local enforcement or regulatory matters arise.

In the event of a conflict between jurisdictions, the Parties shall cooperate in good faith to determine the most appropriate forum for resolution, taking into account the nature of the dispute and the relevant legal or regulatory requirements.

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