We look forward to having you on our Sage One Certified Adviser Program (hereafter referred to as the “Program”)!

We have catered for two variations of the Program (we distinguish these in Annexure A). You will be signing up for one of these:

Sage Pastel and the Adviser acknowledge and agree that they will use reasonable efforts to achieve the purpose of the Agreement.

Unless the contrary is indicated, for the purposes of this Agreement, the following definitions are intended to apply in all instances where such terms are used throughout this Agreement:

• 1. Section One
• 2. Relationship
• 3. Grant and nature of Adviser status
• 4. Commencement and Duration
• 5. Termination
• 6. Force Majeure
• 7. Notices and Address
• 8. General Terms

• 1. Section One

  • 1.1.1 Agreement
    This agreement together with all annexures attached to it from time to time.
  • 1.1.2 Base company
    A single company in the standard Sage One Accounting base subscription.
  • 1.1.3 Base subscription
    A single, standard Sage One Accounting End User Subscription, consisting of a base company and two users, which may be amended from time to time.
  • 1.1.4 Certified Staff Member
    The Champion who successfully completes the online Sage One Accounting assessment (according to the assigned minimum in place at the time of completing the assessment).
  • 1. 1.5 Champion
    The Adviser, and/or employee/s of the Adviser who is/are nominated to complete the online Sage One Accounting assessment.
  • 1. 1.6 Client
    The Adviser, or clients of the Adviser.
  • 1. 1.7 Commencement date
    The Signature Date of this Agreement.
  • 1. 1.8 End User Subscription
    Any Sage One Accounting subscription offering advertised on www.accounting.sageone.co.za.
  • 1. 1.9 Net Sales
    Net sales includes any amount paid by either the Adviser or his Client, and received by Sage Pastel, in respect only of the Sage One Accounting End User Subscription, and is excluding any related VAT, credit notes and/or discounts.
  • 1. 1.10 Parties
    This Agreement is concluded by: Sage Pastel, a division of Sage South Africa (Pty) Ltd (Registration Number 2003/015693/07, VAT number 4350212660) whose registered office is at Sage Technology Park, 102 Western Services Road, Gallo Manor Ext. 6, Johannesburg, 2191, South Africa (“Sage Pastel”, “we” or “us”) and you, the person, business entity or sole trader, using Sage One Accounting and shall to the extent relevant, include any of your employees using Sage One Accounting (“the Adviser”, “you” or “your”).
  • 1. 1.12 Signature date
    The date upon which the last of the Parties accepts this Agreement.
  • 1. 1.13 Year 1
    For the purposes of this Program, Year 1 is the period from Signature Date to the first occurrence of the 30th of September thereafter. For example, if the Signature Date of this Agreement is the 29th of May 2015, Year 1 is the period from the 29th of May 2015 to the 30th of September 2015.
  • 1. 1.14 Year 2
    
  • Year 2 is the full annual period commencing on the day after Year 1. For example, if Year 1 is the period from the 29th of May 2015 to the 30th of
    September 2015, Year 2 is the annual period commencing 01 October 2015, i.e. 01 October 2015 to 30 September 2016.
  • 1.2.1
    The clause headings in this Agreement have been inserted for convenience only and will not be considered in the interpretation of this Agreement.
  • 1.2.2
    Any reference in this Agreement to the singular includes the plural and vice versa.
  • 1.2.3
    Any reference in this Agreement to natural persons includes legal persons and references to any gender include references to the other genders and vice versa.

• 2. Relationship

  This Agreement does not constitute either of the Parties an agent or legal representative of the other for any purposes whatsoever and neither of the Parties shall be entitled to act on behalf of, or to represent the other unless duly authorised in writing.

• 3. Grant and nature of Adviser status

  • 3.1 Sage Pastel shall assess the Adviser against the qualification criteria set out in Annexure A and will then award the Adviser, in its sole and absolute discretion, the status of either:
  • Platinum Sage One Adviser;
  • Gold Sage One Adviser;
  • Silver Sage One Adviser;
  • Authorised Sage One Adviser.
    • 3.2 All Advisers on the Certified Adviser Program will be awarded an entry status of Authorised Sage One Adviser on Signature Date of this Agreement.
    • 3.3 Sage Pastel shall have the sole and unfettered right to amend and/or change the status of the Adviser in the event that the Adviser fails to comply with the terms and conditions of this Agreement or any accreditation standards set by the Adviser.
    • 3.4 Sage Pastel shall have the right, at its sole instance, to change the qualification criteria from time to time, and at any time, on 90 (ninety) days written notice to the Adviser.

  • 4. Commencement and Duration

    This Agreement shall commence on the Commencement Date and endure until terminated under the provisions of Section 5

  • 5. Termination

    5.1 Once the applicable Program Entry Criteria (as set out in Annexure A) have been met, this Agreement will remain in force until superseded or terminated by either party. 5.2 Sage Pastel shall have the right to terminate this Agreement with immediate effect and without prejudice to any other rights and remedies which it may have, upon the occurrence of any one or more of the following events: 5.2.1 If the Adviser defaults in the performance of any of its obligations provided for in this Agreement; 5.2.2 If the Adviser fails to make any payment due to Sage Pastel on or before the due date or within 7 (seven) days thereafter. 5.3 Notice of termination by either Party should be given in writing to the other Party.

  • 6. Force Majeure

    • 6.1 Delay or failure to comply with or breach of any terms and conditions of this Agreement, if occasioned by or resulting from an act of God, or public enemy, fire, explosion, earthquake, flood, storm or other adverse weather conditions, war declared or undeclared, civil war, revolution, civil commotion or other civil strike, riot strikes, blockade, embargo, sanctions, epidemic, act of government or other authority, compliance with government orders, demands or regulations or any circumstances of like or different nature beyond the reasonable control of the Party so failing (force majeure), will not be deemed to be a breach of this Agreement, nor will it subject either Party to any liability to the other.
    • 6.2 Should either Party be prevented from carrying out its contractual obligations by force majeure lasting continuously for a period of 15 (fifteen) days, the Parties will consult with each other regarding the future implementation of this Agreement. If no mutually acceptable arrangement is arrived at within a period of 15 (fifteen) days thereafter, either Party will be entitled to terminate this Agreement forthwith on written notice.

  • 7. Notices and Address

    7.1 Except as provided for in Section 7.3, the Adviser’s communication with Sage Pastel must be via email to our email address [email protected]. 7.2 Except as provided for in Section 7.3, Sage Pastel’s communication with the Adviser shall be via those details provided on registration to Sage One Accounting. 7.3 All legal notices given under this Agreement shall be in writing to the physical address of such Party delivered by hand. Legal notices under this Agreement addressed specifically to either Parties will be effective on actual receipt by the intended recipient. 7.3.1 For Sage Pastel:
    Sage Pastel Technology Park
    102 Western Services Road
    Gallo Manor Ext 6
    Woodmead
    Johannesburg
    Republic of South Africa 7.3.2 For the Adviser: the physical address provided on registration to Sage One Accounting. In the absence of a physical address, the email address provided on registration to Sage One Accounting will be used. 7.4 Each of the Parties shall be entitled from time to time, by written notice to the other, to vary its domicilium to any other address within the Republic of South Africa which is not a post office box or poste restante. Notice must also be given with regard to any other changes in contact information via the communication addresses in Section 7.1 and Section 7.2.

  • 8. General Terms

    The Terms and Conditions of this Agreement are supplementary to the Terms and Conditions of Use accepted on sign up to Sage One Accounting, and the Sage Pastel Accounting Reseller and Accountants Forum Memorandum of Agreement.

    Annexure A A1.1: For Accountants and/or Bookkeepers Sage Pastel and the Adviser acknowledge and agree that they will use reasonable efforts to achieve the purpose of the Agreement. The Adviser agrees to the following Program Qualification criteria:
    • Sign up for a Sage One Accounting account (a 30 day free trial is available at accounting.sageone.co.za). The Adviser’s account must be active, and may already be an existing One Accounting account
    • Hold an active membership with an approved accounting or bookkeeping body
    • Accept these Terms and Conditions
    • Assign a Champion within his/her business, who, within 90 days of accepting these terms and conditions, will successfully complete the online Sage One Accounting Adviser assessment (by achieving a minimum mark of 75%)
    • Use best endeavours to preserve and promote Sage Pastel’s goodwill and reputation
    • Avoid any activity detrimental to the Sage Pastel’s interests, reputation and goodwill
    The Adviser agrees to the following Program re-qualification criteria:
    • Maintain an active Sage One Accounting account
    • Have at least one Sage One Accounting Certified Staff Member employed
    • Actively promote Sage One Accounting or other related Sage Pastel products
    • Offer clients value added services that feature and include Sage One Accounting or related Sage Pastel products
    • Maintain an active registration with an approved accounting or bookkeeping body
    • Use best endeavours to preserve and promote Sage Pastel’s goodwill and reputation
    • Avoid any activity detrimental to the Sage Pastel's interests, reputation and goodwill
    On qualification and re-qualification Sage Pastel agrees that:
    • The Adviser will be provided access to additional accountant-specific features on Sage One Accounting, i.e. the Sage One Accountants Edition (refer to Section A2, and A5)
    • The remaining benefits below are effective only once the Adviser has at least one Sage One Accounting staff member in his/her employ:
    • The Adviser will be given free access to a one year base subscription to Sage One Accounting, for internal use or demo purposes,
    • The Adviser’s details will be listed on the Adviser Directory listing at accounting.sageone.co.za,
    • The Adviser will receive Certified Sage One Accounting Accountant/Bookkeeper Adviser status, and
    • The Adviser will qualify to earn rebates on net sales from “linked” clients (where applicable) (refer to A3 and A4)
    A1.2: For Product Resellers Sage Pastel and the Adviser acknowledge and agree that they will use reasonable efforts to achieve the purpose of the Agreement. The Adviser agrees to the following Program Qualification criteria:
    • Sign up for a Sage One Accounting account (a 30 day free trial is available at accounting.sageone.co.za). The Adviser’s account must be active, and may already be an existing Sage One Accounting account
    • Accept these Terms and Conditions
    • Assign a champion within his/her business, who, within 90 days of accepting these terms and conditions, will successfully complete the online Sage One Accounting Adviser assessment (by achieving a minimum mark of 75%)
    • Use best endeavours to preserve and promote Sage Pastel’s goodwill and reputation
    • Avoid any activity detrimental to the Sage Pastel's interests, reputation and goodwill
    The Adviser agrees to the following Program re-qualification criteria:
    • Maintain an active Sage One Accounting account
    • Have at least one Sage One Accounting certified staff member employed
    • Actively promote Sage One Accounting or other related Sage Pastel products
    • Offer clients value added services that feature and include Sage One Accounting or related Sage Pastel products
    • Use best endeavours to preserve and promote Sage Pastel’s goodwill and reputation
    • Avoid any activity detrimental to the Sage Pastel's interests, reputation and goodwill
    On qualification and re-qualification Sage Pastel agrees that: The benefits below are effective only once the Adviser has at least one Sage One Accounting staff member in his/her employ:
    • The Adviser will be given free access to a one year base subscription to Sage One Accounting, for internal use or demo purposes,
    • The Adviser’s details will be listed on the Adviser Directory listing at accounting.sageone.co.za,
    • The Adviser will receive Certified Sage One Accounting Reseller Adviser status, and
    • The Adviser will qualify to earn rebates on net sales from “linked” clients (where applicable) (refer to A3 and A4)
    A2: What is the Sage One Accounting Accountants Edition? We have created a variation of the Sage One Accounting application called the “Accountants Edition” with additional features specifically for our accountants and bookkeepers. These features include:
    • Unlimited “Accountant Edition users” (available for Adviser Practice members only)
    • A Client Console showing all your Sage One Accounting clients in one view
    • Task manager (list and calendar view)
    • Accountant dashboard
    • Time Tracker for use within your practice
    This feature is given to the Adviser joining this Program at the time that Sage Pastel is made aware that these Terms and Conditions are accepted. Should the Adviser not have a certified staff member within the 90 days provided, the Adviser will continue to receive this additional functionality (which is the Accountants Edition), at an additional premium to his/her full non-Program member subscription billing, if that billing were calculated on a monthly basis. This premium will be set at 10%, and is subject to change from time to time. Revision to the premium amount will be solely at Sage Pastel’s discretion. Advisers will be notified via email.  A3: Rebate structure and Program status As a member of the Program, you are eligible to receive rebates on sales from “linked clients” as follows (refer to A4 for information on linked clients):

    Program status	Annual Target: Number of active companies under your own profile and active companies  you are invited to	Rebate percentages
    Platinum	250+ companies	30%
    Gold	100+ companies	25%
    Silver	25+ companies	20%
    Authorised	0-24 companies	15%
    Not Certified	N/A	0%

    As a member of the Sage One Reseller program, you are eligible to receive rebates on sales from "linked clients". If you are part of the Value Added Reseller program, the rebate % you will qualify for will be linked to your VAR status. Rebates will be paid as follows (refer to A4 for information on linked clients):

    VAR Program status	Rebate %
    Super Platinum	30%
    Plat	25%
    Gold	20%
    Silver	20%
    Bronze	15%
    No VAR Status, but certified as a Sage One Reseller	15%

    A3.1 Program status is assessed bi-annually, as at 31 March and as at 30 September. The assessment is based on total number of active companies under your Accountant/Bookkeeper profile plus the total number of active companies you are invited to as at 31 March. If you attain the annual target requirement as at 31 March, you will be awarded the relevant status. As at 30 September, your status will be re-assessed and the relevant status change will apply. A3.2 In the instance where the assessed period is a part year, the target for that period will be considered for the purposes of determining Program status. A3.3 Any changes to Program status as at 31 March will be effective 1 May and Program status as at 30 September, from 1 November immediately thereafter.  A3.4 Your status at the time of assessment is used to determine rebates for the forthcoming 6 monthly period. Rebates due to the Adviser are determined by applying the rebate percentage aligned to the Adviser’s assessed Program status to the net sales value attributable to the Adviser over this forthcoming 6 monthly period.  * Sales targets are calculated as “net sales from linked clients”, where “net sales” is defined. For more information on “linked clients”, refer to A4. A4: What is a “linked client”? As an Adviser, you will be given a referral code. Sage Pastel considers a Client linked to an Adviser only where the Client has the unique referral code recorded under My Profile on the Client subscription at the time of the rebate calculation. For the purposes of this Program:
    1. As an Adviser, and in order to consider payments from your own subscription account as linked to you, you may use your own unique referral code in My Profile under your Accountant/Bookeeper Sage One;
    2. A Sage One Accounting Client is only considered linked if the referral code is recorded under the Clients My Profile at the time of the rebate calculation, and the Client is only considered linked as long as the referral code remains recorded under the Clients My Profile;
    3. The onus is on the Adviser to ensure that both the Adviser and his/her Clients engage in the correct and accurate use of the unique referral code. Sage Pastel will not be held responsible for administrative errors arising from the incorrect use of the referral code which originate on the Adviser or his/her Client’s side, nor will Sage Pastel be obligated to correct such errors in the instance that they occur.
    No rebates will be payable by Sage Pastel in the event that the Client is not linked in accordance with the processes outlined in this Annexure. A5: When is Program status assessed for the purposes of re-qualification? The Adviser is first assessed for re-qualification on this Program at the end of Year 1 on this Program. At any point of Program status assessment, re-qualification is determined with reference to the preceding calendar year, or part thereof, at the time of assessment (refer to A3 for Program sales targets). Failure to meet the Program re-qualification criteria In the event that, subsequent to meeting the entry criteria in this Agreement, the Adviser fails to meet any or all of the re-qualification criteria agreed to by the Adviser (in acceptance of these Terms and Conditions), this Agreement may still remain in force (unless terminated by either Party), and the benefits provided in terms of this Program (with the exception noted below) may still be available to the Adviser for a non-refundable annual fee of R2 000 (Two Thousand Rand), payable in advance. Exception: Notwithstanding the above, should the Adviser no longer have at least one Sage One Accounting certified staff member employed, the Adviser’s details will be removed from the “Find an Adviser” directory listing on accounting.sageone.co.za, and the Adviser will no longer receive Certified Sage One Accounting Adviser status for the duration of the period over which the Adviser fails to meet this re-qualification criteria. A6: Sage Pastel Accounting Forum and Value Added Reseller Channel Members of our Sage Pastel Accounting Forum and Value Added Reseller Channel pay annual fees which unlock certain benefits, including free use of our latest accounting desktop and online software. If you would like more information about the Sage Pastel Accounting Forum or Value Added Reseller Channel, please contact [email protected] or +27 11 304 3550.