This Virtual Company Policy (“Virtual Company Policy”) are a binding legal agreement between you and Tounca that govern the services defined below, conducted through the Tounca Marketplace Platform. When Virtual Company Policy mention “Tounca”, “we,” “us,” or “our,” it refers to the Tounca LLC you are contracting with for services defined below. This policy applies only to Individual Experts of Tounca Marketplace Platform if they choose to use virtual company services (“Virtual Company”) anywhere in the world (except in countries or areas and services disclosed in the Section 8 in Engagement and Payment Policy), including users of Tounca’s websites, features, future apps, or other services, but limited only to Virtual Company services. If Expert wants to use Virtual Company as Tounca’s service, this Individual must sign Virtual Company Agreement with Tounca. All sections are applicable only if Expert sign this agreement.
Tounca provides additional opportunity and platform only for Individual Expert(s) that provides convenience for both Expert(s) and their Clients in respect of invoices, collections, secure payments, contracts, project management tools, publishing software solutions, and certification over the Tounca Marketplace Platform. This Virtual Company services are related only with the Individual Expert(s) who offer their services independently without subject to any company or entity and don’t require from Us to find Client. Every time when we mention “Client” in this Virtual Company Policy, it refers to an individual or legal entity as the client who didn’t come to Us through Tounca Marketplace Platform, but Expert found it personally.
Expert as an independent Individual may provide business solution’s services directly to its Client and require from Tounca to prepare the invoice. Tounca shall issue and send the proforma invoice and the invoice for the said service provided to the Client with Expert, on the Expert behalf.
An Individual Expert may engage Tounca to support their direct sale activities (i) providing only invoice for the said service to the Client, (ii) providing invoice for the said service to the Client, but also providing project management tools and services through Tounca Marketplace Platform for its Project, or (iii) using Tounca Marketplace Platform for creating its own virtual teams with their chosen colleagues together with one of the two previous services.
If an Individual Expert in its project engagement has a need for selling software license (“License”) for one or more specific business solutions to its Client, an Expert(s) may require from Tounca to purchase and sell the license in their name. In the case of selling the license, total amount for license must be paid before the license is ordered for purchasing from the software vendor.
By the License we mean (i) purchasing software license from the vendor, or (ii) license subscription from the software vendor. License can be on-premises and/or on the cloud. In this case Expert may earn money as an incentive fee. Incentive fee depends on the software vendor and type of license, and it is a subject of an independent agreement. We cannot guarantee fixed percentage of the incentive fee as it depends on specific software vendor, but our intention is to provide maximum incentive fee to our Expert(s).
If you are developer or programmer, and you are an expert in one of the specific technologies, We can help you to publish your solutions, software, apps, and similar (“App”). Before publishing, you guarantee that your App is your ownership, and you didn’t violate anybody’s copyright and you are compliant with our Copyright Policy and Terms.
Publishing an App with Us, We guarantee that we will provide services related with this App only to you or to other Experts you authorized. There are two options how to publish an App, as we can do it (i) through some of the official software vendors’ marketplaces, or (ii) through our Co-sell Marketplace.
Publishing an App on the official software vendors’ marketplaces in the most of cases requires company as an official partner of this software vendor. These marketplaces may be, but not limited on: Microsoft AppSource, Salesforce AppExchange, AP Store, Oracle’s SuiteApp, Workday Marketplace, and similar. We are already a partner with the many of these software vendors and we can support you in publishing your Apps on their marketplaces.
If you choose to publish your App on one of those marketplaces you understand that official publisher will be Tounca. But you will sign an agreement with Tounca where Tounca guarantee that every time when we sell one of these Apps, you will get this amount of money, reduced for eventually marketplace owner’s fee and Tounca’s fee disclosed in the Pricing and Fees Policy. This agreement also guarantees your engagement for all services related with the implementation of this App where we will provide total amount of these services reduced for the Tounca’s fee disclosed in the Pricing and Fees Policy. We can engage other Experts for implementation only if you authorize them.
Tounca’s sales fees guarantee you not only sales and invoicing, but also Tounca’s support during publishing process, providing communications during publishing and validation processes between you and marketplace owner. There is not any fee from our side during this process and before the sales process. You don’t need to pay Us before you earn money.
If your App is not intended for publishing on the software vendor’s marketplace from any reason, we may support you to publish your solution on our Tounca’s Co-sell Marketplace. Before publishing the App, you need to pass validation process and prove that this App works properly. After that you will be required to prepare marketing materials using templates you will get from Us. Before publishing, you will sign an agreement with Us where we guarantee that (i) you will get full amount for selling your App, reducing for Tounca’s fee disclosed in the Pricing and Fees Policy, and (ii) only you will be engaged for implementation services related with this App, except you authorized some other Expert for this job.
Tounca’s sales fees guarantee you not only sales and invoicing, but also Tounca’s support during publishing process and availability of your App on our Co-sell Marketplace. There is not any fee from our side during this process and before the sales process. You don’t need to pay Us before you earn money.
If you want, you can be enrolled as a Tounca team member for certification process. In some cases, certification requires from you to be part of the organization and you can use membership in our Virtual Company for this purpose or you just want to be enrolled with Us. There is not fees for this kind of activities.
In any case regarding the Virtual Company Policy, Client choses to work directly with the Individual Expert under Tounca’s organization and will not require any kind of compensation from Tounca. Expert shall exclusively face all claims due to Expert’s failure to perform his services and/ or obligations faultily, defectively, or incompletely. Tounca shall not be liable for material, moral, direct, or indirect loss arising from Expert's services, and it may not be held liable in criminal or civil terms on account of any unlawful act by its Expert and/or Client.
Expert acknowledges that Services to be provided to the Client shall be performed by itself, its own actions and the work shall be sent to the Client directly and “as is” basis, Tounca has no responsibility to control or supervise such operations and hence all responsibility belongs to the Expert. In any condition, Tounca shall have right or authority to control and supervise the provided Service or prepared Product.
Nothing contained in this Virtual Company Policy or additional Agreement shall be deemed or construed to create any employee/employer relationship under the Labor Code or applicable legislation. Service terms and conditions including business model, how and in what way the services shall be delivered, shall be decided by the Client and Expert.
In case Tounca reasonably believes and/or discovers that Expert has committed any fraudulence, abuse, double or erroneous transactions or any breach of the Virtual Company Policy, Terms, and Agreement, Tounca reserves its right to retain such sums due to Expert under the Terms and not to transfer them to Expert’s account.
Process of using Virtual Company is when Expert find customer and for its engagement pays Tounca a fee to make an invoice in Expert’s name.
If Client doesn’t pay total amount from the invoice in maximum 10 days after due date, Tounca will withdraw invoice and cancel completely procedure. In this case Tounca doesn’t have any obligation to the Expert.
Tounca will pay Expert only after receiving total invoiced amount from the Client. Due date for payout of Expert is 7 days after receiving total amount on the Tounca’s bank account.
Tounca is not responsible for any obligation from invoicing to the Client and completely liability is on the side of the Expert who required invoicing. In a case that the purpose of invoicing is unlawful and immoral, Tounca has the right to cancel process. In such a case, Tounca reserves its indemnity rights arising from the contracts and laws and if this information appears after receiving money, Tounca doesn’t have an obligation to provide payout to the Expert.