Apply as Billing Partner and sign the Billing Partner Agreement

ADNYS FZE Billing Partner Agreement · Version 1.0 – 9 October 2026

This agreement is between ADNYS FZE, a Free Zone Establishment licensed by the Sharjah Research, Technology and Innovation Park (SRTIP) Free Zone, Sharjah, United Arab Emirates (licence no. 9380, TRN 105077502000001) ("ADNYS"), and the person or business whose details are given on the partner sign-up form ("Partner").

1. What this agreement is for

1. The Partner sells products or services to its customers and wants ADNYS to invoice those customers and collect the payments for them ("Billing Service").
2. The Billing Service is only for products and services that are covered by the activities on ADNYS's SRTIP licence (IT consultancy, software and related digital services). Examples are:
   1. products and services of companies related to ADNYS ("Sister Concerns");
   2. IT, software, website, app and digital services;
   3. subscriptions and licences for third-party software such as Zoho or Odoo, where the Partner is authorised by the software owner to sell or implement it.
3. ADNYS is not a bank, exchange house or payment service provider. The Billing Service is only for genuine sales of approved items. It must never be used to transfer money, collect loans or donations, or sell gift cards, vouchers, cryptocurrency, cash-like items or anything illegal or restricted.
4. The Partner is an independent business, not an employee, agent or legal partner of ADNYS. Neither party may make promises on behalf of the other.

2. Sign-up and identity checks

1. The Partner must give true and complete information, a valid government ID or trade licence, and a working email and phone number, and must keep them up to date.
2. ADNYS may verify the information, ask for more documents (for example the trade licence, the reseller certificate from Zoho, Odoo or another software owner, or proof of delivery), and refuse or end the arrangement at its discretion.
3. The Partner confirms they are at least 18 years old, are not on any sanctions list, and are allowed to carry out this business where they operate.
4. This agreement takes effect when the Partner signs it electronically and ADNYS confirms approval by email.

3. Approved service list

1. ADNYS bills only the items listed in the Partner's approval email or later agreed in writing ("Approved Items"), each with its description and price range.
2. ADNYS may refuse to bill any item or customer, for example if it falls outside ADNYS's licence, the price looks wrong, or there is a risk of fraud.
3. For third-party software, the Partner confirms it holds and keeps a valid authorisation from the software owner, follows the owner's terms, and does not present itself or ADNYS as the software owner. Trademarks such as Zoho and Odoo belong to their owners.

4. Limits and controls

1. There is no fixed monthly amount limit. The limit is the Approved Items list: ADNYS bills only Approved Items that fall within the activities on ADNYS's licence.
2. ADNYS may at any time, by email, pause the Billing Service, refuse or hold a single invoice, ask for proof before billing, or set an amount limit, for example after refunds, disputes, unusual activity or a request from a payment provider or authority.

5. Invoices and payments

1. ADNYS issues all invoices in its own name from its billing system (ELMS), adds VAT where it applies, and collects payment only by bank transfer to ADNYS or through ADNYS Pay. ADNYS does not accept cash for the Billing Service.
2. The Partner gives ADNYS the customer's correct details and the exact item and price before each invoice. The Partner must not take payment from those customers directly for the same items.

6. Fee and payouts

1. For each paid invoice, ADNYS keeps a fee. The rate is stated in the approval email; if none is stated, it is 10%. The fee is calculated on the amount actually received, excluding VAT and payment processing fees ("Net Amount"). The rate for a Sister Concern may be different, including 0%, if the approval email says so.
2. The Partner receives the Net Amount minus the fee ("Partner Share").
3. Payouts are made by the 15th of each month for invoices paid in the previous month, once 14 days have passed after payment (refund hold). A statement comes with each payout.
4. Payouts are made by bank transfer to an account in the Partner's own name (or its company's name). Payouts below AED 100 are carried forward. Bank charges for international transfers are paid by the Partner.
5. ADNYS may hold back a payout that is disputed, under investigation or suspected to be fraudulent until the matter is resolved.
6. The Partner is responsible for its own taxes on the Partner Share.

7. Delivery, support, refunds and chargebacks

1. The Partner delivers and supports every Approved Item it bills through ADNYS, and answers ADNYS support requests within 2 working days.
2. Customers get refunds under the ADNYS Refund Policy published on adnys.com. If an invoice is refunded or charged back, the Partner Share is not paid or is deducted from future payouts, together with the related payment fees. If no future payouts are due, the Partner repays ADNYS within 14 days.
3. The Partner keeps proof of delivery for 5 years and gives it to ADNYS on request.

8. Confidentiality and personal data

1. Each party keeps the other's business information and customer data confidential and uses it only for this agreement.
2. Both parties handle personal data under UAE law, including Federal Decree-Law No. 45 of 2021 on the Protection of Personal Data, and the ADNYS Privacy Policy.

9. Liability

1. The Partner is responsible for, and will cover ADNYS against, claims, fines and losses caused by the Partner's items, delivery, authorisations or breach of this agreement.
2. Except for fraud or wilful misconduct, ADNYS's total liability under this agreement is limited to the fees ADNYS earned from the Partner in the 3 months before the claim.

10. Term and ending the agreement

1. Either party may end this agreement with 30 days' notice by email.
2. ADNYS may suspend the Billing Service or end this agreement immediately in case of suspected fraud, misuse, breach, or if continuing would put ADNYS's licence at risk.
3. After the end, ADNYS completes open invoices and pays any Partner Share due after the refund hold, minus amounts owed to ADNYS.

11. Electronic signature and records

The parties agree that this agreement may be signed electronically under UAE Federal Decree-Law No. 46 of 2021 on Electronic Transactions and Trust Services. The Partner's typed full name, ticked confirmation, and the date, time and internet address (IP) recorded at signing make up the Partner's signature. ADNYS keeps a record of the signed version. ADNYS's approval email is its acceptance.

12. Changes

ADNYS may update this agreement by giving 30 days' notice by email. If the Partner keeps using the Billing Service after that date, the Partner accepts the update.

13. Law and disputes

This agreement is governed by the laws of the United Arab Emirates as applied in the Emirate of Sharjah. The courts of Sharjah have jurisdiction over any dispute. The parties will first try to resolve any dispute in good faith by email or meeting.