A legally binding agreement template outlining the terms and conditions of the co-branding partnership.
Partner Agreement Template
This Agreement is made effective as of [Insert Date], by and between:
Partner 1:
[Insert Company Name]
[Insert Address]
[Insert Contact Information]
Partner 2:
[Insert Company Name]
[Insert Address]
[Insert Contact Information]
1. Purpose of the Agreement
The purpose of this Agreement is to establish a formal partnership between [Partner 1] and [Partner 2] for the purpose of engaging in a co-branding initiative. The brands agree to combine resources and collaborate on the development, marketing, and promotion of [Insert Product/Service/Event]. This partnership will be mutually beneficial, leveraging each partner’s strengths to achieve the outlined objectives.
2. Scope of the Partnership
- Co-Branding Efforts:
The parties agree to create, market, and distribute co-branded products, services, or marketing materials under the joint brand name [Insert Co-Brand Name]. - Marketing and Promotion:
Both parties will jointly develop and execute marketing strategies to promote the co-branded product, service, or event. This includes, but is not limited to, digital advertising, social media campaigns, influencer partnerships, public relations, and any other methods agreed upon. - Duration of the Agreement:
This agreement will commence on [Insert Start Date] and will remain in effect until [Insert End Date] or until terminated by either party according to the termination provisions.
3. Roles and Responsibilities
- Responsibilities of Partner 1:
[Insert specific responsibilities of Partner 1 in the co-branding initiative. Example: “Partner 1 is responsible for the creative development of co-branded marketing materials, managing social media campaigns, and coordinating the logistics of the product launch.”] - Responsibilities of Partner 2:
[Insert specific responsibilities of Partner 2. Example: “Partner 2 is responsible for the production of co-branded products, managing product distribution, and organizing promotional events.”] - Shared Responsibilities:
[Describe tasks that both partners will share, such as approving creative assets, monitoring performance metrics, etc.]
4. Financial Terms and Revenue Sharing
- Revenue Sharing:
Both parties agree that revenue generated from the sale of co-branded products/services will be shared as follows:- Partner 1’s share: [Insert Percentage]
- Partner 2’s share: [Insert Percentage]
- Payment Terms:
Payments due to either party under this Agreement will be made on a [monthly/quarterly] basis, starting from [Insert Date], via [Insert Payment Method (e.g., bank transfer, check)]. - Budget and Expenses:
Each party will bear its own costs unless otherwise specified. [Insert details about cost-sharing arrangements, if applicable.]
5. Intellectual Property
- Ownership of Intellectual Property:
Each party retains ownership of its pre-existing intellectual property. However, any intellectual property created during the partnership (such as co-branded logos, designs, content, etc.) will be jointly owned by both parties, unless otherwise agreed upon in writing. - Use of Trademarks and Branding:
Each party grants the other a limited, non-exclusive, non-transferable license to use its trademarks, logos, and branding for the duration of this Agreement, solely for the purpose of executing the co-branding activities. Use of these materials must be in accordance with brand guidelines and approved by both parties. - Approval of Materials:
All marketing, promotional, and product materials must be approved by both parties prior to distribution. Both parties must agree on any creative assets before they are used publicly.
6. Confidentiality
- Confidential Information:
Both parties agree to keep any proprietary or confidential information shared during the partnership confidential and will not disclose such information to third parties without prior written consent, unless required by law. - Non-Disclosure:
This clause shall survive the termination of this Agreement and remain in effect for [Insert Duration] after the termination.
7. Termination
- Termination for Convenience:
Either party may terminate this Agreement with [Insert Notice Period] written notice to the other party. Termination will not affect any accrued rights or obligations up to the date of termination. - Termination for Breach:
Either party may terminate the Agreement immediately if the other party breaches any material term of this Agreement and fails to remedy the breach within [Insert Time Period] after receiving written notice. - Effect of Termination:
Upon termination, both parties will cease the use of the other’s intellectual property, and any outstanding payments or revenue-sharing obligations will be settled within [Insert Time Period].
8. Indemnity and Liability
- Indemnification:
Each party agrees to indemnify, defend, and hold harmless the other party against any claims, liabilities, or expenses arising from the breach of this Agreement, negligent actions, or the infringement of any intellectual property rights. - Limitation of Liability:
Neither party shall be liable for any indirect, incidental, special, or consequential damages, including loss of profits, arising out of or in connection with this Agreement.
9. Dispute Resolution
- Mediation/Arbitration:
Any dispute or disagreement between the parties arising out of or in connection with this Agreement will first be attempted to be resolved through mediation. If mediation is unsuccessful, the dispute will be resolved through binding arbitration in accordance with the rules of [Insert Arbitration Organization]. - Governing Law:
This Agreement shall be governed by and construed in accordance with the laws of [Insert Jurisdiction/State/Country].
10. Miscellaneous
- Force Majeure:
Neither party will be liable for any delay or failure to perform under this Agreement due to circumstances beyond their reasonable control, such as acts of nature, war, terrorism, or government restrictions. - Amendments:
Any amendment or modification of this Agreement must be in writing and signed by authorized representatives of both parties. - Entire Agreement:
This Agreement constitutes the entire understanding between the parties and supersedes all prior discussions, agreements, or communications regarding the subject matter.
IN WITNESS WHEREOF, the parties have executed this Partner Agreement as of the date first above written.
Partner 1:
Signature: ___________________
Name: [Insert Name]
Title: [Insert Title]
Date: ___________________
Partner 2:
Signature: ___________________
Name: [Insert Name]
Title: [Insert Title]
Date: ___________________
This Partner Agreement Template covers all essential components for a legally binding co-branding partnership. It addresses the roles, responsibilities, financial terms, intellectual property rights, confidentiality, termination clauses, and dispute resolution methods to ensure both parties are clear on the expectations and obligations in the partnership.
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