The Software Partner Agreement is essential for businesses looking to establish formal partnerships in software distribution, implementation, or value-added services. This contract type, governed by English and Welsh law, is commonly used when a software provider wants to expand its market reach through authorized partners. It addresses critical aspects such as licensing, revenue sharing, support obligations, and compliance with UK regulations including data protection and intellectual property laws. The agreement provides clarity on roles, responsibilities, and commercial terms while protecting both parties' interests in the software partnership ecosystem.
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1. Parties: Identification and details of the contracting parties
2. Background: Context of the agreement and relationship between parties
3. Definitions: Key terms used throughout the agreement
4. Appointment and Scope: Terms of partnership and scope of services/relationship
5. License Grant: Software licensing terms and usage rights
6. Intellectual Property Rights: Ownership and protection of IP
7. Obligations of the Parties: Key responsibilities of each party
8. Fees and Payment: Commercial terms and payment conditions
9. Confidentiality: Protection of confidential information
10. Term and Termination: Duration and termination provisions
1. Marketing and Promotion: Terms for joint marketing activities when parties plan joint marketing initiatives
2. Service Levels: Performance metrics and support requirements when specific service levels need to be maintained
3. Territory Restrictions: Geographical limitations on partnership when partnership is limited to specific regions
4. Training: Training obligations and requirements when partner requires product training
5. Data Protection: GDPR and data protection obligations when personal data is processed
1. Schedule 1 - Software Description: Detailed description of software products covered
2. Schedule 2 - Service Levels: Detailed service level metrics and requirements
3. Schedule 3 - Fee Schedule: Detailed pricing and payment terms
4. Schedule 4 - Technical Requirements: Technical specifications and requirements
5. Schedule 5 - Support Services: Details of support services provided
6. Schedule 6 - Partner Requirements: Qualification criteria and ongoing requirements
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