Opener Partner Terms
1. Who we are and what these Terms cover
1.1 The Opener partner programme is operated by AMG Ascenta Management Group s.r.o., Company ID 07958749, registered office Radlická 663/28, Smíchov, 150 00 Prague 5, Czech Republic, registered in the Commercial Register kept by the Municipal Court in Prague, Section C, Insert 310525 (“we”, “Ascenta”).
1.2 These Partner Terms (“Terms”) govern the cooperation between us and a partner who brings new customers to the Opener service, and the partner’s entitlement to a commission.
1.3 A partner who also uses Opener itself is bound, as a customer, by the Opener Terms of Use. These Terms do not change them.
2. Definitions
- Partner: a business whose partnership application we have approved.
- Customer: an organisation or person for whom a workspace is created in Opener.
- Referred customer: a customer whose workspace is attributed to the partner in Opener (Section 4).
- Paying client: a referred customer whose workspace is active and has a paid subscription, including a subscription for which a failed payment is currently being retried. A workspace in a trial, in read-only mode or closed does not count.
- Level: the partner’s tier based on the number of paying clients (Section 5).
- Commission: the partner’s reward from payments made by referred customers (Section 6).
- Statement: the monthly overview of commissions in the application, on the basis of which the partner invoices us (Section 8).
- Partner section: the part of the Opener application where the partner invites customers and sees their clients, level, commissions and statements.
3. Who can become a partner and how cooperation begins
3.1 Only a business with a company ID (a legal entity or a self-employed natural person) that issues us an invoice for the commission can become a partner.
3.2 Partnership is applied for in the Opener application, in My settings, Partner programme tab. In the application the applicant provides true billing details: name, address and company ID, VAT ID if applicable, and, before the first payout, a bank account. The partner will inform us of any change in these details without undue delay.
3.3 We assess applications at our discretion. We may reject an application without giving a reason.
3.4 Cooperation begins when the application is approved, provided the applicant has confirmed in the application that they agree to these Terms. Cooperation is concluded for an indefinite period.
3.5 The partner acts in their own name and on their own account. The partner is not our employee, agent or commercial representative and may not conclude contracts or accept payments on our behalf.
4. How the partner refers customers
4.1 The partner invites new customers from the partner section:
- by an email invitation to a specific customer, which is single-use and tied to that email address,
- by the gold partner link, if the partner has the Gold level (Section 5); through the link a new customer creates a workspace on their own.
4.2 A workspace created from the partner’s invitation or link is attributed to the partner. When the application is approved, workspaces that the partner previously invited as an Opener user are also attributed to the partner. A workspace already attributed to another partner does not change.
4.3 A referred customer does not receive a discount. Instead of the usual 14 days, they get a 30-day trial. The partner may not promise prices, discounts or terms other than those Opener actually offers.
4.4 The following are not attributed to the partner and do not give rise to a commission:
- workspaces that the partner owns or manages themselves, and workspaces the partner pays for,
- workspaces created solely for the commission, without a genuine customer, or otherwise deceptively (Section 9).
4.5 The number of pending invitations and of new workspaces created through the link per day is limited. The limits are shown in the application and we may adjust them on request.
5. Partner levels
5.1 The level depends on the number of paying clients:
| Level | Paying clients |
|---|---|
| Partner | from approval |
| Bronze | from 3 |
| Silver | from 10 |
| Gold | from 25 |
5.2 We recalculate levels once a month. A partner moves up to a higher level immediately at the recalculation in which they reach the threshold. A partner moves down only when the number of paying clients is below the threshold of their level at three consecutive recalculations, and then directly to the level matching the number at that time.
5.3 In exceptional cases we may set a partner’s level manually. A manual level applies until we cancel it.
5.4 When the Gold level is lost, the gold partner link is suspended: no new workspaces are created through it, and workspaces already created through it remain attributed to the partner. When the partner returns to the Gold level, the link works again.
6. Commission
6.1 The commission base is the amount the referred customer actually paid for the Opener plan, that is the workspace fee and the seats, excluding VAT. Credit packages and other add-on services are not included in the base.
6.2 Commission rates:
| Customer year | Partner | Bronze | Silver | Gold |
|---|---|---|---|---|
| Year 1 | 30 % | 40 % | 45 % | 50 % |
| Year 2 | 20 % | 20 % | 20 % | 20 % |
| Year 3 onwards | 10 % | 10 % | 10 % | 10 % |
6.3 The customer year is counted from the customer’s first paid payment for the plan. An annual payment receives the rate of the customer year in which it was paid.
6.4 In the customer’s first year, the rate is based on the partner’s level at the time of payment. A level’s rate applies to all of the partner’s paying clients from the month in which the level was reached; after moving down, the lower rate applies from the month of the move.
6.5 A commission arises from every payment of a referred customer for as long as the customer pays for Opener and the cooperation with the partner continues (for commissions after the end of cooperation see Section 12).
6.6 A commission arises only from payments made after the partner was approved. Earlier payments are not compensated.
6.7 The commission is in the same currency in which the customer paid and is not converted.
6.8 A partner who uses Opener for themselves pays for their own workspace at the full price. The partner receives no commission from their own workspace, and commissions are not set off against the partner’s payments.
7. Refunds and disputes
7.1 When we refund a payment to a customer or the customer successfully disputes it, the commission from that payment lapses. This is shown in the statement as a negative item at the same rate.
7.2 If the commission from such a payment has already been paid out, we deduct it in the next statement. If the next statement is not sufficient for the deduction, the partner must repay the difference within 14 days of our request.
8. Statements and payout
8.1 We settle commissions once a month. The partner finds the statement in the partner section of the application.
8.2 A commission is included in a statement no earlier than 30 days after the customer’s payment. This period covers refunds and disputes.
8.3 If the total of commissions in a statement is less than CZK 1,000 (EUR 40 for commissions in euros), it is carried over to the next month.
8.4 Based on the statement, the partner issues us an invoice for the commission amount, plus VAT where the partner is a VAT payer. We pay the invoice by bank transfer to the partner’s bank account within 14 days of receiving it.
8.5 The partner is solely responsible for their own taxes and contributions on commissions.
8.6 We do not pay out commissions without valid billing details and a bank account; until they are provided, commissions are carried over.
9. Promotion rules
9.1 The partner promotes Opener honestly and in accordance with the law. In particular, the partner must not:
- send unsolicited commercial communications, send bulk mail without the recipients’ consent, or buy contacts for that purpose,
- advertise in search engines on the words Opener, Opener Team and similar forms, or register domains or accounts bearing this brand,
- promise discounts, features or terms that Opener does not offer, or pretend to be Ascenta or Opener,
- create or have others create workspaces solely for the commission, without a genuine customer, or obtain a commission from their own payments through an intermediary.
9.2 The partner may use the Opener name and logo to promote Opener in accordance with our rules: the partner does not modify the logo, does not create the impression of being Opener or Ascenta, and does not associate the brand with content that could harm it. This permission ends when the cooperation ends.
10. What the partner sees and personal data
10.1 For referred customers the partner sees in the application the workspace name, the email address to which the invitation was sent, the status of the workspace and subscription, the number of seats, the creation date and the amount of commissions. The partner does not see any data the customer stores in Opener (contacts, companies, notes and similar).
10.2 The partner provides us with the email address of the customer to whom it sends an invitation as an independent controller. The partner is responsible for having a legal basis to do so. How we handle the data is described in the Privacy Policy.
10.3 The partner may use information about referred customers only for the cooperation under these Terms.
11. Confidentiality
Both parties protect the other party’s confidential information and use it only to perform these Terms. Confidential information includes in particular information about customers, commission amounts and business terms that are not public. This obligation continues after the cooperation ends.
12. Duration and termination
12.1 Both the partner and we may end the cooperation by notice without giving a reason. The
notice period is 30 days and runs from the day the notice is delivered. Notice is given by
email (the partner to contact@opener.team, we to the email address of the partner’s account).
12.2 In the event of a breach of these Terms (in particular Section 9), we may end the cooperation with immediate effect. In that case:
- no commission arises from payments made after the breach,
- no commission at all arises from workspaces obtained through the breach, and the partner must repay any commissions already paid out for them within 14 days of our request.
12.3 When the cooperation ends normally (by notice from either party), commissions from customers referred before the end continue under the same rules for as long as those customers pay for Opener. After the end the partner does not invite new customers, the gold partner link stops working, and the partner keeps valid billing details for payouts.
12.4 If the partner ceases to exist or stops doing business without naming a successor to us, the entitlement to future commissions lapses. Commissions that arose up to that point are paid out under Section 8.
13. Liability
13.1 We are not liable for the partner’s lost profit, nor for how many customers the partner refers or how long they will pay for Opener.
13.2 Our total liability to the partner is limited to the total commissions paid to the partner in the 12 months before the event that caused the damage. The limitation does not apply to damage caused intentionally or by gross negligence, or where the law does not permit it.
13.3 The partner is liable for damage caused to us or to customers by breaching these Terms, in particular Section 9.
14. Changes to the Terms
14.1 We will notify the partner of a change to these Terms in the application and by email at least 30 days before it takes effect.
14.2 A partner who does not agree with the change may end the cooperation by notice under Section 12.1; in that case the notice period ends no later than on the date the change takes effect, and the existing Terms apply until then.
14.3 A change never applies retroactively: commissions from payments made before the change takes effect are calculated under the existing Terms. A reduction in rates applies only to payments made after the change takes effect.
14.4 Minor changes with no impact on the partner’s rights (correcting errors, clarifications) are published with a new version without prior notice.
15. Governing law and disputes
15.1 The cooperation is governed by the law of the Czech Republic.
15.2 The Czech version of these Terms is the governing version. The English and other language versions are translations; in case of conflict, the Czech version prevails.
15.3 Disputes are decided by the general courts of the Czech Republic; the court with jurisdiction is the court of our registered office.
16. Contact
contact@opener.team, AMG Ascenta Management Group s.r.o., Radlická 663/28, 150 00 Prague 5,
Czech Republic.