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Software Implementation Partner Agreement
1. Parties: Identification of the contracting parties - software vendor and implementation partner
2. Background: Context of the agreement, relationship between parties, and general purpose of the partnership
3. Definitions: Definitions of key terms used throughout the agreement
4. Appointment and Scope: Formal appointment of implementation partner and scope of authority
5. Partner Obligations: Core responsibilities and obligations of the implementation partner
6. Vendor Obligations: Core responsibilities and support obligations of the software vendor
7. Certification Requirements: Required certifications and training for partner's implementation team
8. Commercial Terms: Pricing, payment terms, commissions, and revenue sharing arrangements
9. Intellectual Property Rights: IP ownership, licenses, and usage rights
10. Data Protection and Security: GDPR compliance, data handling requirements, and security standards
11. Confidentiality: Protection of confidential information and trade secrets
12. Liability and Indemnification: Limitation of liability, indemnification obligations, and risk allocation
13. Term and Termination: Duration, renewal, and termination provisions
14. Post-Termination: Obligations and rights after agreement termination
15. General Provisions: Standard legal provisions including governing law, disputes, and notices
1. Marketing and Promotion: Rules for partner's marketing of vendor's software, used when partner has marketing rights
2. Training Services: Include when partner provides end-user training
3. Support Services: Include when partner provides first-line support to end-users
4. Service Levels: Include when specific performance metrics are required
5. Insurance: Detailed insurance requirements, included for high-value implementations
6. Compliance and Audit: Include when regulatory compliance or regular audits are required
7. Source Code Access: Include when partner needs access to software source code
8. Non-Competition: Include when territorial or customer exclusivity is granted
1. Schedule A - Software Products: List and description of software products covered by the agreement
2. Schedule B - Implementation Services: Detailed scope of implementation services and methodologies
3. Schedule C - Service Levels: Performance metrics and service level requirements
4. Schedule D - Price List: Pricing structure, rates, and commission schedules
5. Schedule E - Technical Requirements: Technical specifications and requirements for implementation
6. Schedule F - Support Process: Support escalation procedures and responsibilities
7. Schedule G - Data Processing Agreement: GDPR-compliant data processing terms and conditions
8. Schedule H - Security Requirements: Security protocols and requirements for implementation
9. Appendix 1 - Approved Subcontractors: List of approved subcontractors and their roles
10. Appendix 2 - Certificate Requirements: Required certifications and qualifications for implementation staff
Authors
Confidential Information
Data Protection Laws
Documentation
End Client
End User
Force Majeure
Implementation Services
Intellectual Property Rights
License
Partner
Partner Personnel
Personal Data
Professional Services
Project
Service Levels
Software
Software Products
Source Code
Specifications
Statement of Work
Subcontractor
Support Services
Term
Territory
Third Party Software
Updates
Upgrades
Vendor
Vendor Materials
Work Product
Working Day
Implementation Methodology
Certification Requirements
Partner Portal
Implementation Tools
Acceptance Criteria
Go-Live
Project Plan
Maintenance Release
Security Requirements
Service Credits
Commission
Revenue Share
Implementation Fees
Partner Level
Technical Requirements
User Acceptance Testing
Configuration
Customization
Data Migration
Integration
Authorization
Scope
Partner Obligations
Vendor Obligations
Implementation Services
Certification Requirements
Training
Support Services
Service Levels
Quality Standards
Fees and Payment
Commission Structure
Revenue Share
Intellectual Property
Licensing
Data Protection
GDPR Compliance
Confidentiality
Non-Competition
Non-Solicitation
Warranties
Indemnification
Limitation of Liability
Insurance
Force Majeure
Term and Duration
Termination
Post-Termination
Assignment
Subcontracting
Audit Rights
Compliance
Security Requirements
Marketing Rights
Reporting
Performance Metrics
Dispute Resolution
Governing Law
Jurisdiction
Notices
Entire Agreement
Severability
Amendments
Waiver
Third Party Rights
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