Partner Agreement

Tally grants you a non-exclusive, non-transferable, revocable licence during the term to (a) call the Tally Partner API to provision spaces and push spend/earn entries and documents on behalf of your end users, (b) display Tally trademarks solely to identify the integration ("Works with Tally"), and (c) be listed in the Tally marketplace subject to our editorial discretion.

Nothing in this Agreement grants you any right to hold yourself out as endorsed, certified, or accredited by Tally, or to imply any partnership beyond the technical integration described here.

• You will use the API only in accordance with our public documentation and the Acceptable Use Policy.
• You will secure your credentials (API keys, connection secrets) at least to the standard of a customer credential and rotate them on compromise.
• You will obtain a lawful basis (consent or contract) from each end user before enabling their Tally integration, and will present a clear disclosure inside your product that names Tally as the recipient of the data described in the DPA.
• You will not send special-category personal data, payment card numbers, government identifiers, or credentials through the API.
• You are responsible for your users, your platform, and the accuracy of the data you send.

You may use the "Tally" wordmark and logo solely to state that your product integrates with Tally, subject to our brand guidelines (available on request). You will not modify the marks, combine them with your own to form a composite mark, or use them in a way that implies certification, sponsorship, or endorsement. We may require you to stop any use that we reasonably believe is misleading or harms the mark.

Listing in the Tally marketplace is at our discretion. We may decline, defer, edit, or remove a listing at any time — for example if we cannot verify your domain, if your product overlaps with existing Tally functionality in a confusing way, or if we receive credible complaints. We will give reasonable notice before removing an active listing except in the case of an AUP breach, security incident, or legal order.

We target an availability of 99.5% measured monthly for the Partner API, excluding scheduled maintenance and factors outside our reasonable control. This is a target, not a contractual SLA with service credits at this tier. If your product needs enterprise-grade uptime commitments, contact us before you launch.

The API is versioned in the URL path (currently /v1/). Additive changes may be made at any time. Breaking changes will be released under a new major version and the previous version will be supported for at least 12 months from the deprecation notice, which will be published on the changelog and emailed to your registered contact.

Access to the Partner API is currently free. We reserve the right to introduce fees for the Partner API in future on at least 60 days' written notice. Any commissions you earn through the affiliate scheme are governed by the terms shown inside your partner console at the time of the underlying customer transaction.

Each party may receive information that is confidential to the other. Each party will use the other's confidential information only to perform this Agreement, protect it with the same care as its own confidential information (and no less than reasonable care), and disclose it only to personnel who need it and are bound by confidentiality obligations no less protective than these.

The API is provided "as is" and "as available". To the fullest extent permitted by law, Tally disclaims all warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the API will be uninterrupted, error-free, or free of harmful components, or that any data pushed to a user's space will be preserved indefinitely.

To the fullest extent permitted by law, in no event will either party be liable for indirect, incidental, special, consequential, or punitive damages, or for loss of profits, revenues, data, or goodwill, arising out of or in connection with this Agreement, even if advised of the possibility of such damages. Each party's total aggregate liability arising out of or in connection with this Agreement in any 12-month period is limited to the greater of (a) US $100 or (b) the amounts paid or payable by the Partner to Tally for the Partner API in that period. Nothing in this Agreement excludes liability that cannot lawfully be excluded.

You will defend, indemnify and hold Tally harmless from and against any third-party claim arising out of (a) your platform, product, or services, (b) your use of the API in breach of this Agreement or the AUP, (c) your handling of end-user data before it is sent to Tally, or (d) your infringement of any third-party right.

This Agreement starts when you first accept it and continues until terminated. Either party may terminate for convenience on 30 days' written notice. Tally may suspend or terminate immediately on material breach of this Agreement, the DPA, or the AUP, on reasonable suspicion of a security incident, or where required by law. On termination we will revoke your API keys and remove your marketplace listing; provisions that by their nature should survive termination will do so.

This Agreement is governed by the laws of England and Wales, and the parties submit to the exclusive jurisdiction of the courts of London for any dispute arising out of or in connection with it, without prejudice to either party's right to seek injunctive relief in any competent jurisdiction.

This Agreement (together with the DPA and AUP) is the entire agreement between the parties on its subject matter and supersedes any prior discussions. Neither party may assign it without the other's consent, except to a successor by merger, acquisition or sale of substantially all assets. No waiver is effective unless in writing. If any provision is held unenforceable, the remainder continues in force. Notices to Tally must be sent to partners@tally.ac; notices to Partner will be sent to the contact email registered in the partner console.