By submitting a Business Partnership Application to Mavira ("Company," "we," "us," or "our"), you ("Partner," "you," or "your") acknowledge that you have read, understood, and agree to be bound by these Terms of Service ("Terms"). These Terms constitute a legally binding agreement between you and Mavira.
Submission of a partnership application does not guarantee acceptance into our partnership program. All applications are subject to our sole discretion and review process.
We reserve the absolute right to accept or reject any application for any reason or no reason, without providing explanation or justification.
Applications are valid for ninety (90) days from submission. We may extend this period at our sole discretion.
If your application is approved, you will receive notification and further instructions via the email address provided in your application.
Approved partners are eligible for six (6) months of commission-free promotional services, during which Mavira will refer sales to Partner's website without charging commission fees ("Base Commission-Free Period").
Partners who successfully implement approved sales tracking systems may receive an additional three (3) months of commission-free services. Implementation instructions will be provided upon application approval, and compliance must be verified by Mavira.
Partners who agree to post about the partnership on their social media channels may receive an additional three (3) months of commission-free services. This extension:
Commission-free promotional periods are offered to the first one thousand (1,000) approved partners. Partners will be notified if commission fees will apply from the outset.
The commission-free period begins upon Mavira's integration of Partner's products into our platform.
Mavira will contact Partner thirty (30) days prior to the expiration of the commission-free period to discuss commission rates and continuation terms.
If Partner elects to continue the partnership beyond the commission-free period, commission rates will be negotiated and agreed upon in writing.
Continuation of partnership beyond the commission-free period requires implementation and maintenance of sales tracking systems approved by Mavira to accurately determine commission obligations.
Commission payments are due monthly, with specific payment terms to be established in the commission agreement.
Either party may terminate this partnership at any time, for any reason or no reason, with or without cause, and with or without notice.
Upon termination:
Partner grants Mavira permission to scrape Partner's website to collect product information, including but not limited to product descriptions, pricing, images, and availability.
Mavira will scrape Partner's website at least once weekly, but reserves the right to increase frequency as operationally necessary.
Mavira will use commercially reasonable efforts to avoid overloading Partner's website with excessive traffic during scraping activities.
Scraped data may be used on Mavira's platform to display Partner's products to customers and facilitate sales referrals.
Partner acknowledges that product information displayed on the Mavira platform reflects Partner's website as of the most recent scrape and may lag changes to Partner's site by up to the applicable scraping interval. Partner is responsible for the accuracy of information on its own website. Partner may correct such information directly through the Partner Portal (see Section 6.6) or notify Mavira at business@maviraai.com, and Mavira will use commercially reasonable efforts to reflect such corrections promptly.
Mavira provides Partner with access to a partner portal through which Partner may correct or update product information and create or manage product listings (the "Partner Portal"). Partner is solely responsible for the accuracy, completeness, and lawfulness of any content, corrections, or listings it creates, edits, or submits through the Partner Portal. Mavira is not responsible or liable for any inaccuracy, error, or omission in such Partner-submitted content, or for any consequences arising from it. Content Partner submits through the Partner Portal shall take precedence over scraped data for the same field and will not be overwritten by subsequent scrapes until Partner modifies or removes it through the Partner Portal.
Scraping is an automated process and may occasionally produce errors or omissions despite Mavira's commercially reasonable efforts; Mavira does not warrant that scraped data will be error-free. Partner's primary remedy for any scraping error is correction: upon becoming aware of, or receiving notice of, a scraping error (including via the Partner Portal), Mavira will use commercially reasonable efforts to correct it promptly. Notwithstanding Section 10.2, Mavira shall not be liable for a scraping error except where it fails to correct the error within five (5) business days after becoming aware of or being notified of it, or where the error arises from Mavira's gross negligence or willful misconduct. This Section 6.7 is the controlling provision for the accuracy of scraped data and does not otherwise limit Mavira's obligations under Section 10.2(a).
Partner grants Mavira a non-exclusive, worldwide, royalty-free license to use, display, and distribute Partner's product information, descriptions, and images on Mavira's platform during the partnership term.
If Partner consents to promotional content usage, Partner grants Mavira permission to use Partner's products and social media content for promotional purposes, with proper attribution provided.
Mavira agrees to provide appropriate credit and attribution when using Partner's content for promotional purposes.
Partner retains all ownership rights to their intellectual property and may revoke content usage permissions with thirty (30) days written notice.
Partner represents and warrants that:
MAVIRA'S SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED.
IN NO EVENT SHALL MAVIRA BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, OR BUSINESS OPPORTUNITIES.
MAVIRA'S TOTAL LIABILITY SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL COMMISSIONS PAID BY PARTNER IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) FIVE THOUSAND DOLLARS ($5,000).
MAVIRA'S PARTNERS WILL NOT BE HELD LIABLE BY USERS FOR ANYTHING THAT OCCURS ON THE MAVIRA SITE OR REGARDING MAVIRA'S DATA, DATABASES, OTHER PROPERTIES, OR ACTIONS. PARTNERS WILL NOT BE HELD LIABLE FOR ANY OF MAVIRA'S DEBTS, LAWSUITS, OR FINANCIAL OBLIGATIONS.
Partner agrees to indemnify, defend, and hold harmless Mavira from any claims, damages, losses, or expenses arising from:
Mavira agrees to indemnify, defend, and hold harmless Partner from any third-party claims, damages, losses, or expenses arising from: (a) Mavira's negligence, willful misconduct, or breach of these Terms; or (b) Mavira's misrepresentation, or incorrect display, of Partner's products, pricing, or availability on the Mavira platform; except to the extent such inaccuracy (i) results from Mavira's faithful reproduction of data available on Partner's website as of the most recent scrape conducted in accordance with Section 6; (ii) arises from Partner's modification of its product information, pricing, or availability after that scrape and before the next scheduled scrape, provided that Mavira reflects such change within five (5) business days after Partner provides notice of a needed correction (including via the Partner Portal); or (iii) arises from content, corrections, or listings that Partner created, edited, or submitted through the Partner Portal.
Both parties agree to maintain the confidentiality of any proprietary or confidential information shared during the partnership and use such information solely for partnership purposes.
Mavira reserves the right to modify these Terms at any time. Material changes will be communicated with thirty (30) days notice. Continued participation constitutes acceptance of modified Terms.
These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-law provisions. Any dispute arising out of or relating to these Terms shall be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, with the seat of arbitration in the State of Delaware. Judgment on the arbitral award may be entered in any court of competent jurisdiction.
If any provision of these Terms is found unenforceable, the remaining provisions shall remain in full force and effect.
These Terms constitute the entire agreement between the parties regarding the subject matter herein and supersede all prior agreements and understandings.
For questions regarding these Terms, contact: