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Software Partner Agreement
1. Parties: Identification and details of the contracting parties
2. Background: Context of the partnership and general objectives
3. Definitions: Defined terms used throughout the agreement
4. Appointment and Scope: Formal appointment of partner and scope of partnership
5. Partner Rights and Obligations: Key responsibilities and rights of the partner
6. Software Provider Rights and Obligations: Key responsibilities and rights of the software provider
7. Intellectual Property Rights: Ownership and licensing of software and related IP
8. Data Protection and Security: GDPR compliance and data security requirements
9. Commercial Terms: Pricing, revenue sharing, and payment terms
10. Service Levels: Performance standards and service level commitments
11. Confidentiality: Protection of confidential information
12. Liability and Indemnification: Risk allocation between parties
13. Term and Termination: Duration, renewal, and termination provisions
14. General Provisions: Standard legal provisions including governing law
1. Marketing and Promotion: Terms for joint marketing activities and brand usage - include if partner will engage in marketing
2. Training and Support: Details of training and support provided - include if comprehensive partner enablement is required
3. Territory Restrictions: Geographic limitations on partner activities - include if territory-specific rights are granted
4. Non-Compete: Competitive restrictions - include if exclusivity or competitive restrictions are needed
5. Insurance: Insurance requirements - include for high-risk or regulated industries
6. Source Code Escrow: Source code protection provisions - include if partner requires business continuity assurance
7. Professional Services: Terms for additional services - include if partner will provide implementation or consulting
8. Compliance and Audit: Detailed compliance requirements - include for regulated industries or complex partnerships
1. Schedule 1 - Software Description: Detailed description of software products covered by the agreement
2. Schedule 2 - Partner Program Benefits: Specific benefits, support levels, and requirements for each partner tier
3. Schedule 3 - Commercial Terms: Detailed pricing, discounts, and revenue sharing arrangements
4. Schedule 4 - Service Level Agreement: Detailed service levels, metrics, and remedies
5. Schedule 5 - Data Processing Agreement: GDPR-compliant data processing terms
6. Schedule 6 - Technical Requirements: Technical specifications and integration requirements
7. Appendix A - Partner Certification Requirements: Required certifications and training for partner staff
8. Appendix B - Support Procedures: Procedures for support escalation and issue resolution
Authors
Authorized Users
Background IP
Business Day
Confidential Information
Customer
Customer Data
Data Protection Laws
Documentation
Effective Date
End User License Agreement (EULA)
Fees
Force Majeure Event
Foreground IP
GDPR
Intellectual Property Rights
Licensed Software
Maintenance Services
Partner
Partner Program
Partner Territory
Personal Data
Professional Services
Revenue Share
Service Levels
Software Provider
Software Updates
Source Code
Specifications
Support Services
Term
Third Party Software
Training Materials
Unauthorized Access
User Data
Value Added Services
Working Hours
Authority
Change Control
Commercial Terms
Compliance
Confidentiality
Data Protection
Dispute Resolution
Force Majeure
General
Governing Law
Indemnification
Insurance
Intellectual Property
Liability
Licensing
Marketing
Non-Compete
Non-Solicitation
Notices
Partnership Obligations
Payment
Performance
Personnel
Representations and Warranties
Service Levels
Software Maintenance
Support Services
Term and Termination
Territory
Training
Use Rights
Warranties
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