PARTNER AGREEMENT

This Partner Agreement (the “Agreement”) is entered into as of this day and date when the parties hereto accept these terms and conditions as stated below (“Effective Date”), by and between:

An Individual / Company ( “Partner”) and;

Arnifi Corporate Services LLC (“Arnifi”), a corporate service provider with its principal office at Office No. 1105, 11th Floor, API Trio Towers, Al-Barsha – 1, Dubai.

Each party may be referred to as a “Party” or collectively as the “Parties.”

Appointment:

Arnifi hereby appoints Partner as a non-exclusive Partner of Arnifi's corporate services within the designated territories of Middle East, United States of America and Singapore (the “Territories”).

The Partner agrees to promote, market, and sell Arnifi’s services, including company setup, visa assistance, compliance management, and other corporate services as specified by Arnifi.

Scope of Services:

The Partner will refer clients to Arnifi in exchange for a commission per successful conversion.
Arnifi reserves the right to amend or modify its services and service offerings at any time upon written notice to the Partner.

Compensation & Payment Structure:

Payment shall be released in phases basis the milestones agreed upon internally, between the parties.
If a client defaults on payment, the commission shall be adjusted accordingly.
Payment timelines shall remain within seven (7) days upon receipt of a valid invoice.

Order Processing and Client Engagement:

The Partner will facilitate the introduction of potential clients to Arnifi, who will then handle all client onboarding, service provision, and fee collection.
Arnifi reserves the right to accept or reject any client introduced by the Partner.

Partner Obligations:

The Partner shall:

Comply with all applicable laws and regulations, including those related to client data protection.
Market and represent Arnifi’s services ethically and professionally.
Avoid making any unauthorized representations or warranties regarding Arnifi’s services.
The Partner shall refrain from engaging in any activities that could harm Arnifi's reputation or business interests.

Performance Standards:

Arnifi reserves the right to evaluate the performance every [quarter/year] and may terminate or revise the terms of engagement if performance benchmarks are not met.
The Partner shall adhere to Arnifi’s standard operating procedures and guidelines for customer interactions and marketing.

Intellectual Property:

All intellectual property rights related to Arnifi's brand, materials, logos, and service descriptions shall remain the exclusive property of Arnifi.
The Partner is granted a limited, non-exclusive, non-transferable license to use Arnifi’s trademarks solely for the purpose of marketing and reselling Arnifi’s services within the Territory.
The Partner agrees not to use Arnifi’s intellectual property in any manner that would diminish its value or violate any legal or regulatory requirements.

Confidentiality:

Each Party agrees to maintain the confidentiality of any non-public information shared in relation to this Agreement.
This confidentiality obligation survives the termination of this Agreement for a period of two (2) years.
Both Parties shall implement reasonable security measures to protect Confidential Information from unauthorized access or disclosure.

Non-Circumvention:

The Partner agrees not to directly or indirectly approach, solicit, or contract with any Arnifi clients or contacts introduced to the Partner by Arnifi without Arnifi's prior written consent, for the duration of this Agreement and for a period of two (2) years following its termination.

Term and Termination:

This Agreement shall commence on the Effective Date and shall continue for an initial term of one (1) year, with automatic renewals for successive one-year periods unless terminated by either Party.
Either Party may terminate this Agreement with thirty (30) days' written notice to the other Party.
Upon termination, the Partner shall cease all use of Arnifi’s intellectual property and return any confidential materials.
Arnifi reserves the right to terminate this Agreement immediately if the Partner breaches any material term of this Agreement.

Representations and Warranties:

Each Party represents and warrants that:

It has the authority to enter into and perform its obligations under this Agreement.
Neither Party shall make any commitments or promises on behalf of the other Party.
Arnifi does not make any warranties regarding the fitness or suitability of its services for any particular purpose, except as expressly stated in this Agreement.

Indemnification:

The Partner agrees to indemnify, defend, and hold harmless Arnifi from any claims, liabilities, damages, or expenses arising from the Partner’s breach of this Agreement, including any unauthorized statements or client engagements.
Arnifi reserves the right to seek legal or equitable relief if the Partner acts in a manner detrimental to Arnifi’s reputation or business interests.

Liquidated Damages:

In cases where the Partner's delay causes financial or reputational harm to Arnifi, the Partner shall be liable for actual damages incurred.

Limitation of Liability:

In no event shall Arnifi be liable to the Partner for any indirect, incidental, special, or consequential damages arising from this Agreement, even if advised of the possibility of such damages.

Arnifi’s total liability to the Partner for any and all claims arising under this Agreement shall not exceed the total commission payable to the Partner in the three (3) months preceding the claim.

Audit Rights:

Arnifi reserves the right to audit the Partner records and accounts pertaining to client referrals and commission calculations to ensure compliance with this Agreement.
The Partner agrees to retain records of all transactions related to Arnifi for a period of two (2) years following the end of this Agreement.

Non-Exclusivity:

This Agreement is non-exclusive. Arnifi reserves the right to enter into agreements with other Partners within the Territory or outside it.

Compliance with Laws:

The Partner agrees to comply with all applicable laws, regulations, and industry standards in the performance of its obligations under this Agreement, including data privacy laws relevant to client information shared with Arnifi.

Force Majeure:

Neither Party shall be liable for any failure or delay in the performance of its obligations due to causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, labor disputes, or government regulations.

Governing Law and Dispute Resolution:

This Agreement shall be governed by and construed in accordance with the laws of the United Arab Emirates.
Any disputes arising out of or in connection with this Agreement shall be settled through negotiation. If unresolved, disputes shall be subject to arbitration in Dubai under the rules of the Dubai International Arbitration Centre (DIAC).

Miscellaneous:

Entire Agreement: This Agreement constitutes the entire agreement between the Parties and supersedes any prior agreements or understandings.
Amendments: Any amendments to this Agreement must be made in writing and signed by both Parties.
Assignment: Neither Party may assign this Agreement without the other Party’s prior written consent.
Severability: If any provision is found invalid or unenforceable, the remaining provisions shall remain effective.
No Waiver: The failure of either Party to enforce any provision of this Agreement shall not constitute a waiver of its right to enforce that provision or any other provision in the future.