Website Partnership Agreement
- Links
Site owner will place links, at its sole discretion, from relevant portions of the site owner’s site to the co-branded site. When the site owner creates an area of the site owner network dedicated to targeted to site owner will place a link to the co-branded site in such area. The preceding are some of the terms that may be included in the agreement.
- A co-branded site
- i) Operating and serving
The content provider shall launch the co-branded site on [date] (the “launch date”) unless otherwise agreed to by the parties. The content provider of the website partnership agreement will operate and serve the co-branded site in a manner consistent with the present quality standards of site owner. The preceding meets the response performance standards for site owner users at least as good as those of the site owner site. in addition, content provider will be responsible for system operation software costs, hardware costs, and network costs.
The content provider will also generate weekly traffic reports and provide site owner with traffic reports. Moreover, the website partnership agreement’s content provider will be responsible for the integration of site owner’s ad serving software with the co-branded site. Further, the content provider shall not sell or place advertisements or sponsorships on any page of the co-branded site for any entity or person and shall not sell any merchandise or other items on any page of the co-branded site without the prior approval of site owner. Additionally, without the site owner’s prior approval, content provider shall not place a link to the content provider site or any other site on the co-branded site.
Moreover, additional services and functionality that are developed by content provider for the content provider site (or any successor to it) will be provided by content provider at no cost so that the co-branded site is maintained at a level substantially equal to the content provider site as it appears from time to time. Further, the site owner may elect not to include on the co-branded site any such additional services and functionality. Moreover, the site owner shall have the right to provide online access to the co-branded site to site owner’s subsidiaries, joint venture partners of site owner, and licensees of the site owner web services.
- ii) Branding
Th site owner of the website partnership agreement creates and designs the “look and feel” of the co-branded site. the co-branded site shall include content provider’s logo (subject to site owner’s approval). This is displayed on each page unless otherwise agreed to by both parties. site owner, in its sole discretion, shall determine the url (domain name) of the co-branded site.
- Advertising
In its sole discretion, the website partnership agreement’s owner will sell advertising and/or sponsorships on the co-branded site. The net revenue for such programs will be awarded to content providers of the agreement. “Net Revenue” in a website partnership agreement means the net sum payment received by site owner less any commissions, transaction fees or other attendant costs such as specified. Payment will be made for several days following the month or quarter in which the site owner actually receives the revenues. The content provider will have the right, at its expense (except as provided below) to audit the site owner’s books and records for the purpose of verifying net revenues. Such audits will be made no more than several times per year, on no less than [NUMBER] days written notice, during regular business hours, by auditors reasonably acceptable to site owner. If the auditor’s figures reflect net revenues higher than those reported by site owner, site owner will pay the difference. Moreover, if the auditor’s figures vary more than 10% of the figures provided by the site owner, the site owner of the website partnership agreement will also pay the cost of the audit.
- Teasers
The site owner of the website partnership agreement may use portions of the cto create “teasers” (previews) to be displayed. This will be in the website partnership agreement site owner’s sole discretion, throughout the site. It can also be done throughout any website or network of sites to entice users to view the co-branded site.
- Partner fees
The website partnership agreement content provider will pay the site owner a certain percentage of the fees. They are charged by content provider to partners whose products, services and/or ads are displayed on the co-branded site. Moreover, payment will be made several days following the month in which the content provider begins displaying partners’ products, services and/or ads on the co-branded site. Further, the agreement content provider will provide site owner with monthly reports regarding the partner fees invoiced and collected during the prior month. Also, the website owner will have the right, at its expense (except as provided below) to audit content provider’s books and records for the purpose of verifying the partner fees. Such audits will be made no more than [number] times per year, on no less than [number] days written notice, during regular business hours, by auditors reasonably acceptable to content provider. If the auditor’s figures reflect partner fees higher than those reported by content provider, content provider will pay the difference. Further, if the auditor’s figures vary more than 10% of the figures provided by the content provider, content provider will also pay the cost of the audit.
- Licenses
To the extent that access to the co-branded site is deemed a use, public display, transmission, distribution or reproduction of the content, or to the extent the content is actually used, publicly displayed, transmitted, distributed or reproduced on the site owner site, content provider hereby grants site owner a non-transferable (except as provided herein), royalty-free (except as provided herein), worldwide license to use, publicly display, transmit, distribute and reproduce the content during the term solely for the purposes described. Additionally, subject to the terms and conditions of this agreement, site owner hereby grants content provider, and content provider hereby grants site owner, the right to reproduce and display the other’s logos, trademarks, trade names and other similar identifying material solely for the limited purposes. All the preceding aspects are dependent on the aspects of the website partnership agreement.
- No infringement clause
Each party has the right to enter into the website partnership agreement and to grant the licenses provided herein. Each party represents and warrants that neither its website nor any elements or parts thereof (other than content placed on such site by a third party, of which the site owner does not have actual knowledge) will violate or infringe upon the patent, copyright, literary, privacy, publicity, trademark, service mark or any other personal or property right of any person, nor will same constitute a libel or defamation of any person or entity.
- Indemnification
Each party agrees to indemnify and hold harmless the other party and the other party’s officers, directors, shareholders, employees, accountants, attorneys, agents, affiliates, subsidiaries, successors and assigns from and against any and all third-party claims, damages, liabilities, costs and expenses. This includes reasonable legal fees and expenses, arising out of or related to any breach of any warranty, representation, covenant or agreement made by the indemnifying party in this the website partnership agreement. The foregoing indemnity is conditioned upon: prompt written notice by the indemnified party to the indemnifying party of any claim, action or demand for which indemnity is claimed; complete control of the defense and settlement thereof by the indemnifying party; and such reasonable cooperation by the indemnified party in the defense as the indemnifying party may request.
- Press releases
The parties may jointly prepare press releases concerning the existence of the website partnership agreement and the terms. Otherwise, no public statements concerning the existence or terms of the website partnership agreement will be made or released to any medium except with the prior approval of both parties or as required by law.
- Confidentiality
During the term of the website partnership agreement and afterwards, each party will use and reproduce the other party’s confidential information only for purposes of the website partnership agreement. Further, this will only be to the extent necessary for such purpose and will restrict disclosure of the other party’s confidential information to its employees, consultants or independent contractors with a need to know. The website partnership agreement also obliges them not to disclose the other party’s confidential information to any third party without the prior written approval of the other party. Notwithstanding the foregoing, it will not be a breach of the website partnership agreement for either party to disclose confidential information of the other party if required to do so under law or in a judicial or other governmental investigation or proceeding. This is provided that the other party has been given prior notice, and the disclosing party has sought all available safeguards against widespread dissemination prior to such disclosure.
- The term “confidential information” in a website partnership agreement refers to:
- The terms and conditions;
- Each party’s trade secrets, business plans, strategies, methods and/or practices; and
- Any other information relating to either party or its business that is not generally known to the public, including but not limited to information about either party’s personnel, products, customers, marketing strategies, services or future business plans.
Notwithstanding the foregoing, the term “Confidential Information” specifically excludes:
- Information that is now in the public domain or subsequently enters the public domain by publication or otherwise through no action or fault of the other party;
- Information that is known to either party without restriction, prior to receipt from the other party under the website partnership agreement, from its own independent sources as evidenced by such party’s written records, and which was not acquired, directly or indirectly, from the other party;
- Information that either party receives from any third party reasonably known by such receiving party to have a legal right to transmit such information, and not under any obligation to keep such information confidential; and
- Information independently developed by either party’s employees or agents provided that either party can show that those same employees or agents had no access to the Confidential Information received as per the website partnership agreement.
- Terms
The term (“Term”) of the website partnership agreement normally starts on the effective date first written above and continue till a certain date unless provided otherwise. Moreover, the website partnership agreement renews automatically for successive periods of time unless either party gives written notice of non-renewal to the other party at least several days prior to any such renewal date.
- Termination
Either party may terminate the agreement:
- If the other party files a petition for bankruptcy, becomes insolvent, or makes an assignment for the benefit of its creditors, or a receiver is appointed for the other party or its business;
- Upon the occurrence of a material breach of a material provision by the other party if such breach is not cured within several days after written notice is received by the breaching party identifying the matter constituting the material breach;
- Upon several days written notice if the other party’s product or service, viewed as a whole, ceases to be competitive with substantially similar services then being offered by third parties; or
- By mutual consent of the parties.
In addition, the site owner may terminate the website partnership agreement within several days from the effective date.
- The relationship of the parties
The content provider and site owner are independent contractors under the website partnership agreement. Further, nothing is construed to create a partnership, joint venture or agency relationship between them. Neither party has the authority to enter into website partnership agreement of any kind on behalf of the other.
References
https://www.mywebserach.co/localized/results
https://www.wefindanswers.co/localized/results
https://www.mysearchexperts.com/
https://www.business-in-a-box.com
https://www.businessnewsdaily.com
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