Effective Date: February 4, 2026 · Last Updated: February 4, 2026
This Partner Agreement ("Agreement") establishes the terms and conditions under which you ("Partner," "you") may participate in the IoT GPS AI Partner Program as a Dealer or Distributor. By submitting a Partner application or entering into a business relationship with IoT GPS AI ("Company," "we," "us"), you agree to these terms.
A Dealer is authorized to resell IoT GPS AI services directly to end customers, access a white-label portal under a subdomain (e.g., yourcompany.iotgpsai.com), set their own pricing to customers (above wholesale cost), and manage their own customer accounts.
A Distributor is authorized to perform all Dealer activities, recruit and manage Dealers under their network, access custom domain white-labeling (subject to approval and volume requirements), and receive volume-based pricing advantages.
Partner status requires submission of an application through our website or direct contact with our sales team. We reserve the right to accept or reject any application at our sole discretion.
Approval is not guaranteed. We may consider factors including business experience and reputation, territory and market fit, financial stability, and alignment with our brand values.
Unless explicitly stated in writing, Partner status does not grant exclusive rights to any territory, market, or customer segment.
Partners receive wholesale pricing as published in the Partner Price List. Wholesale pricing is subject to change with 30 days' notice.
You are free to set your own retail prices to your customers. The difference between your retail price and our wholesale price is your margin.
Prices do not include applicable taxes (HST, GST, PST). You are responsible for collecting and remitting taxes to your customers as required by law.
Upon approval, you will receive access to a Partner portal where you can add and manage customer accounts, add and manage devices, set customer-facing pricing, access reports and analytics, and customize branding.
Dealers receive a subdomain (yourcompany.iotgpsai.com) at no additional cost. You may customize company logo, color scheme, and contact information.
Distributors meeting volume requirements may request a custom domain (e.g., tracking.yourcompany.com). This requires DNS configuration on your end, SSL certificate provisioning (handled by us), and minimum volume commitment as specified.
You agree to comply with all applicable laws and regulations, ensure your customers comply with GPS tracking laws, obtain necessary consents for tracking activities, and maintain accurate customer records.
You may represent yourself as an "Authorized IoT GPS AI Partner" but may not claim to be an employee or agent of IoT GPS AI, make commitments on our behalf, misrepresent our products or capabilities, or use our trademarks except as authorized.
You are the primary support contact for your customers. You agree to provide first-level support, escalate technical issues to us when necessary, maintain reasonable support response times, and not disparage IoT GPS AI in customer communications.
We may establish minimum activity requirements. Partners with no billable activity for 12 consecutive months may be subject to removal from the program.
We will provide access to the Partner platform as described, technical support for platform issues (business hours), documentation and training materials, and reasonable notice of platform changes.
We will use commercially reasonable efforts to maintain platform availability. We do not guarantee specific uptime percentages unless a separate SLA is agreed in writing.
We will provide a dedicated Partner support channel, technical escalation for complex issues, sales and marketing materials (as available), and notice of pricing or program changes.
We retain all rights to our platform, software, trademarks, and intellectual property. You receive a limited, non-exclusive, non-transferable license to use our platform and materials solely for authorized Partner activities.
You may use our trademarks and logos only as provided in our brand guidelines, in connection with authorized Partner activities, and with proper attribution. You may not modify our trademarks or use them in a way that suggests endorsement beyond the Partner relationship.
White-label access allows you to present the platform under your branding. This does not transfer ownership of any platform components to you.
You own the data of your customers. We process this data solely to provide the Service. Our Privacy Policy governs data handling.
Both parties agree to handle personal data in compliance with PIPEDA and applicable laws, implement appropriate security measures, and notify the other party of data breaches affecting shared data.
You may access and export your customer data at any time. Upon termination, you may request data export within 30 days.
Both parties agree to protect confidential information, including pricing and business terms, customer lists and data, technical information and documentation, and business strategies and plans.
Confidentiality does not apply to information that is publicly available, was known prior to disclosure, is independently developed, or is required to be disclosed by law.
Confidentiality obligations survive termination for 3 years.
This Agreement begins upon Partner approval and continues until terminated by either party.
Either party may terminate with 30 days' written notice for any reason.
Either party may terminate immediately if the other party materially breaches this Agreement and fails to cure within 15 days, becomes insolvent or files for bankruptcy, engages in illegal or fraudulent activity, or causes reputational harm to the other party.
Upon termination, your Partner access will be revoked, you must cease using our trademarks and materials, outstanding invoices become immediately due, you may request data export within 30 days, and we may transition your customers to direct accounts or another Partner (with customer consent).
Provisions regarding confidentiality, limitation of liability, indemnification, and dispute resolution survive termination.
THE PLATFORM IS PROVIDED "AS IS." WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE ARE NOT LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES. OUR TOTAL LIABILITY SHALL NOT EXCEED THE FEES PAID BY YOU IN THE 12 MONTHS PRECEDING THE CLAIM. WE ARE NOT LIABLE FOR THE ACCURACY OF GPS DATA OR CUSTOMER RELIANCE ON SUCH DATA.
These limitations reflect the allocation of risk between the parties and are a fundamental basis of this Agreement.
You agree to indemnify and hold harmless IoT GPS AI from claims arising from your customers' use of the Service, your breach of this Agreement, your violation of laws or third-party rights, and your representations to customers.
We agree to indemnify and hold you harmless from claims that the platform infringes a third party's intellectual property rights, provided you notify us promptly and cooperate with our defense.
This Agreement is governed by the laws of Ontario, Canada.
Before formal proceedings, both parties agree to attempt good-faith negotiation for at least 30 days.
Disputes shall be resolved in the courts of Ontario, Canada. Both parties consent to exclusive jurisdiction.
Independent Contractors: The parties are independent contractors. Nothing creates an employment, agency, or partnership relationship.
Assignment: You may not assign this Agreement without our written consent. We may assign freely.
Entire Agreement: This Agreement, together with the Terms of Service and Privacy Policy, constitutes the entire agreement regarding the Partner Program.
Amendment: We may amend this Agreement with 30 days' notice. Continued participation constitutes acceptance.
Severability: If any provision is unenforceable, the remaining provisions continue in effect.
Waiver: Failure to enforce a provision does not waive our right to enforce it later.
Notices: Notices should be sent to partners@iotgpsai.com (to Company) or the email address on file in your Partner account (to Partner).
IoT GPS AI Partner Team
Email: partners@iotgpsai.com
Location: Ontario, Canada
By submitting a Partner application, you acknowledge that you have read, understood, and agree to be bound by this Partner Agreement, the Terms of Service, and the Privacy Policy.