SuccessPartner Program

Affiliate Partners

The Affiliate Partner Program is designed for consultants or consulting firms seeking a performance and talent management solution that they can recommend with confidence to their clients on an ongoing basis. This Program provides an easy and effective way to refer and cultivate long-term clients while accelerating and expanding your consulting opportunities. For every referral made that results in a SuccessFactors customer you are eligible to receive a referral fee.

Ready to join now to recommend products like SuccessFactors?

CONTACT INFO

* First Name:

* Last Name:

* Job Title:

* Phone:

* Mobile Phone:

* Email:

COMPANY INFO

* Company Name:

* Address:

* City:

* State/Province:

* Zip:

* Country:

Website:

* Number of employees:

* Annual Revenue:

CURRENT ALLIANCES

HR Application Vendors:

SALES & MARKETING

* Primary Target Market:

SUCCESSFACTORS PARTNER AGREEMENT

BY CLICKING THE "I AGREE TO THE ABOVE TERMS" BUTTON, YOU ACCEPT THE FOLLOWING TERMS AND CONDITIONS RELATING TO THIS SUCCESSFACTORS PARTNER PROGRAM ("AGREEMENT").  IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THIS AGREEMENT, IN WHICH CASE THE TERM "PARTNER" SHALL REFER TO SUCH ENTITY.  IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT CLICK THE "I AGREE TO THE ABOVE TERMS" BUTTON AND CANNOT PARTICIPATE IN THE PROGRAM.  THE "EFFECTIVE DATE" OF THIS AGREEMENT SHALL BE THE DATE OF YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS.

1. DEFINITIONS

1.1 "First Year Net Revenue" means, with respect to a particular Opportunity, Net Subscription Revenue actually received by SuccessFactors for that Opportunity over the twelve-month period beginning on the subscription start date of that Opportunity.

1.2 "Net Subscription Revenue" means all amounts actually received by SuccessFactors as Subscription Fees, less any taxes or refunds.

1.3 "Opportunity" means a single, fully-executed and closed order for a subscription to the SuccessFactors Service that, in SuccessFactors' reasonable judgment, satisfies the following:

(i) The order must close within nine (9) months of the referral and be for ten (10) or more users for a committed subscription term that is at least one (1) year.

(ii) The order must be (A) the initial order by a customer who was referred to SuccessFactors by Partner, or (B) an additional order by a pre-existing SuccessFactors customer for a new group of users, which additional order was independently identified and referred to SuccessFactors by Partner.

(iii) The referred opportunity cannot have been previously submitted (by Partner or another partner) and cannot be one that is or was in SuccessFactors' active sales process at the time of the referral or during the prior 120 days.

(iv) The referred customer must be headquartered in the Territory and cannot be Partner itself or a competitor of SuccessFactors, including those companies listed in Section 5.5.

(v) The referral must be submitted online at http://www.successfactors.com/partnerlead.

1.4 "Referral Fees" means payments made by SuccessFactors to Partner for Opportunities referred by Partner.

1.5 "Subscription Fees" means fees paid by SuccessFactors customers for the SuccessFactors Service, which fees are determined by SuccessFactors in its sole discretion and do not include fees for implementation, configuration, training, premium support, consulting or other professional services.

1.6 "SuccessFactors Service" means the Professional and Enterprise Editions of the hosted, on-demand, Web-based performance and talent management service offered by SuccessFactors, excluding third party products resold by SuccessFactors.

1.7 "Territory" means the country of Partner's principal place of business above.

2. APPOINTMENT AND RELATIONSHIP

SuccessFactors hereby appoints Partner as a nonexclusive, independent referral partner for the SuccessFactors Service in the Territory, subject to the terms and conditions of this Agreement.  Partner understands that notwithstanding the use of terms such as "sell," "sales" or the like in connection with Partner's activities under this Agreement, Partner is solely an independent contractor and not a franchisee, partner, employee or agent, sales or otherwise, of SuccessFactors and has no authority to conclude sales or commit to pricing or other terms of the SuccessFactors Service or make representations, incur obligations or otherwise act on behalf of SuccessFactors in any way.  In addition, any use of the term "partner" in this Agreement or in connection with this relationship shall in no way imply that Partner is engaged in a joint venture with SuccessFactors or otherwise has any ownership interest in SuccessFactors or in any common enterprise with SuccessFactors.  Partner understands that SuccessFactors may, in its sole discretion, enter into similar arrangements with other companies or firms in the Territory or elsewhere.

3. TERM AND TERMINATION

The initial term of this Agreement shall be one (1) year commencing on the Effective Date.  Thereafter, this Agreement shall automatically renew for successive one year terms.  Either party may terminate this Agreement at any time for convenience upon thirty (30) days prior written notice.  Opportunities submitted prior to the date of termination of this Agreement will qualify for Referral Fees even if the order closes after the date of termination.

4. SUCCESSFACTORS' OBLIGATIONS

4.1 SuccessFactors will pay Partner Referral Fees in accordance with Section 6.

4.2 SuccessFactors will, in its sole discretion, provide product sales positioning training and materials for Partner's sales and marketing personnel through the SuccessFactors partner portal.

4.3 SuccessFactors shall comply with all applicable laws and regulations in its performance hereunder.

5. PARTNER'S OBLIGATIONS

5.1 Partner agrees to use good faith efforts to refer potential Opportunities to SuccessFactors and introduce SuccessFactors to Partner's installed customer base and prospects as appropriate.  Partner will engage in marketing and sales efforts to generate leads for the SuccessFactors Service and incorporate presentation of the SuccessFactors Service into its sales and engagement delivery processes as appropriate and reasonable.

5.2 Partner agrees to assist SuccessFactors during the sales process with customers referred by Partner upon reasonable request by SuccessFactors.

5.3 Partner shall comply with all applicable laws and regulations in its performance hereunder.

5.4 Any promotional materials Partner may wish to use in its marketing and sales efforts hereunder, aside from unmodified materials supplied by SuccessFactors, must be submitted to SuccessFactors for its prior written approval (not to be unreasonably withheld) at least 60 days prior to use.  Partner's marketing, sales and services activities under this Agreement shall adhere to good professional and industry standards, be consistent with SuccessFactors' marketing materials, and not misrepresent the SuccessFactors Service in any way.

5.5 Partner shall advise SuccessFactors within thirty (30) days of commencing any promotion, marketing or distribution of a new product or service that offers similar functionality to the SuccessFactors Service (each a "Competing Product").  Partner shall promote the SuccessFactors Service in a balanced and equitable manner as compared to any existing or new Competing Product.  In no event shall Partner's marketing or sales materials or websites disparage the SuccessFactors Service or compare it unfavorably to a Competing Product.  Any presentation of the SuccessFactors Service together with a Competing Product, in Partner's marketing or sales materials or on its websites, shall be subject to SuccessFactors' prior written approval.  During the term of this Agreement, Partner agrees not to enter into a partnership or similar relationship with any of the following (or their subsidiaries or affiliates):  Authoria, Inc.; Cornerstone OnDemand, Inc.; Halogen Software Inc.; KnowledgePoint, a Vurv company; MindSolve Technologies, Inc.; RTIX Ltd.; Saba Software, Inc.; Softscape, Inc.; Vurv Technology; Workscape, Inc.; Workstream Inc.; or any other SuccessFactors competitor of which SuccessFactors provides Partner written notice.

6. REFERRAL FEES

6.1 For each Opportunity referred to SuccessFactors by Partner hereunder, SuccessFactors will pay Partner Referral Fees in the amount of seven percent (7%) of First Year Net Revenue for that Opportunity.  SuccessFactors reserves the right in its sole discretion to refuse to do business with any prospect or customer.

6.2 Referral Fees will be paid to Partner on a calendar quarterly basis.  Each payment for a given Opportunity will be made no later than thirty (30) days after the end of the calendar quarter in which SuccessFactors received payment from the customer for that Opportunity.  SuccessFactors will provide a summary report with each payment showing how the payment was calculated.  All Referral Fees will be paid in U.S. dollars.

6.3 Partner shall refund to SuccessFactors a pro rata portion of payments (based on the appropriate rate) made to Partner for a particular Opportunity to the extent expected customer payments associated with that Opportunity are not received, or are refunded, by SuccessFactors.  Such amount to be refunded by Partner may be offset, in SuccessFactors' sole discretion, against other or future Referral Fee payments.  SuccessFactors' right to a refund from Partner with respect to a particular Opportunity shall expire ninety (90) days after the one (1) year anniversary of the subscription start date of that Opportunity.

7. INTELLECTUAL PROPERTY RIGHTS

7.1 Each party hereby grants the other a nonexclusive, nontransferable, non-sublicensable, royalty-free license to use, in Partner's case, "SuccessFactors" and associated logos and, in SuccessFactors' case, Partner's company name and associated logos (collectively, "Marks"), solely in connection with each party's rights and obligations under this Agreement.  Any use of Marks must be in accordance with the granting party's reasonable trademark usage policies, with proper markings and legends, and subject to the granting party's prior written approval.  The granting party may withdraw any approval of any use of its Marks at any time in its sole discretion.  During the period of use, the licensed party shall reasonably cooperate with the granting party in facilitating the granting party's monitoring and control of the nature and quality of products and services bearing the granting party's Marks, and shall supply the granting party with specimens of the licensed party's use of the granting party's Marks upon request.  If the granting party notifies the licensed party that the licensed party's use of the granting party's Marks is not in compliance with the granting party's trademark policies or is otherwise deficient, then the licensed party shall promptly comply with such policies or otherwise as directed by the granting party.  Neither party shall make any express or implied statement or suggestion, or use the other party's Marks in any manner, that dilutes, tarnishes, degrades, disparages or otherwise reflects adversely on the other party or its business, products or services. Each party acknowledges that the other party's Marks are and shall remain Marks of the other party.  Neither party shall gain any right, title or interest with respect to the other party's Marks by use thereof, and all rights or goodwill associated with the other party's Marks shall inure to the benefit of the other party.

7.2 SuccessFactors retains all right, title and interest in and to the SuccessFactors Service and all documentation, training, sales, marketing and other materials supplied by SuccessFactors.  No rights in the SuccessFactors Service or in such materials are granted to Partner except as expressly provided herein.

8. CONFIDENTIALITY

Neither party shall use or disclose any Confidential Information (defined below) of the other party for any purpose outside the scope of this Agreement, except with the other party's prior written consent.  Each party shall protect the other party's Confidential Information in a manner similar to its own Confidential Information of like nature (but in no event using less than reasonable care).  In the event of an actual or threatened breach of a party's confidentiality obligations, the non-breaching party shall have the right, in addition to any other remedies available to it, to seek injunctive relief, it being specifically acknowledged by the breaching party that other remedies may be inadequate.  "Confidential Information" means all proprietary or confidential material or information disclosed orally or in writing by the disclosing party to the receiving party, including the terms and conditions of this Agreement, and all data of SuccessFactors' customers (which shall be deemed Confidential Information of SuccessFactors), that is designated as proprietary or confidential or that reasonably should be understood to be proprietary or confidential given the nature of the information and the circumstances of the disclosure; provided, that Confidential Information shall not include any information or material that:  (i) was or becomes generally known to the public without the receiving party's breach of any obligation owed to the disclosing party; (ii) was or subsequently is independently developed by the receiving party without reference to Confidential Information of the disclosing party; (iii) was or subsequently is received from a third party who obtained and disclosed such Confidential Information without breach of any obligation owed to the disclosing party; or (iv) is required by law to be disclosed (in which case the receiving party shall give the disclosing party reasonable prior notice of such compelled disclosure and reasonable assistance, at disclosing party's expense, should disclosing party wish to contest the disclosure or seek a protective order).

9. INDEMNIFICATION

9.1 Each party shall indemnify, defend and hold harmless the other party and its officers, directors, employees, agents, subcontractors and affiliates from and against any loss, damage or expense (including reasonable attorneys' fees) incurred in connection with any claims, actions, demands, suits or proceedings (collectively, "Claims") made against the other party by a third party and arising out of a breach by the indemnifying party of this Agreement (including any representation or warranty contained herein).

9.2 The party seeking indemnification shall (i) notify the indemnifying party in writing of any Claim as soon as practicable upon knowledge of same, (ii) give the indemnifying party the opportunity, and full and exclusive authority, to defend, settle or participate in the defense or settlement of the Claim, and (iii) provide to the indemnifying party all reasonable requested assistance (at the indemnifying party's expense); provided, however, that (a) no failure to notify the indemnifying party shall relieve it of its indemnification obligations hereunder except to the extent the indemnifying party can demonstrate detriment attributable to such failure, and (b) the indemnifying party shall not settle any Claim in a way that imposes any obligation or liability on the indemnified party without the indemnified party's prior written consent (which consent will not be unreasonably withheld).

10. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY

10.1 EACH PARTY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES REGARDING ITS PRODUCTS AND SERVICES, WHETHER EXPRESS, IMPLIED OR STATUTORY, ORAL OR IN WRITING, ARISING UNDER ANY LAW, INCLUDING WITH RESPECT TO VALIDITY, NON-INTERRUPTION, ERROR-FREE OPERATION, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT.

10.2 NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY SPECIAL, CONSEQUENTIAL OR INCIDENTAL DAMAGES, WHETHER UNDER TORT, CONTRACT OR ANY OTHER THEORY, EVEN IF THE OTHER PARTY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES.  EXCEPT FOR EACH PARTY'S INDEMNIFICATION OBLIGATIONS, IN NO EVENT SHALL EITHER PARTY'S TOTAL LIABILITY ARISING OUT OF THIS AGREEMENT EXCEED THE AGGREGATE OF THE AMOUNTS PAID OR OWED BY EITHER PARTY TO THE OTHER UNDER THIS AGREEMENT.

11. MISCELLANEOUS

11.1 Neither party shall engage in any publicity regarding this relationship, including by means of press releases, advertising or other means, without the other party's prior written consent.  Either party may include the other's name and logo in lists of partners.

11.2 Notices shall be in writing and effective upon receipt.  Notices to SuccessFactors shall be addressed to its General Counsel at the address stated in the preamble or by facsimile or email as follows:  650-645-2377 (fax) or contracts@successfactors.com (email).  Notices to Partner shall be addressed in accordance with Partner's registration information, as Partner may update from time to time.

11.3 This Agreement represents the entire agreement of the parties, and supersedes all prior or contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter.  No amendment or waiver of any provision of this Agreement shall be effective unless in writing and signed by the party against whom the amendment or waiver is to be asserted.  To the extent of any conflict between the body of this Agreement and any schedules or attachments hereto, the body of this Agreement shall prevail unless expressly stated otherwise.  There are no third party beneficiaries to this Agreement.

11.4 No failure or delay in exercising any right hereunder shall constitute a waiver of such right.  Except as otherwise provided, remedies provided herein are in addition to, and not exclusive of, any other remedies of a party at law or in equity.  If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, such provision shall be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions shall remain in effect.

11.5 Neither party may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of the other (not to be unreasonably withheld).  Notwithstanding the foregoing, either party may assign this Agreement in its entirety, without consent of the other party, in connection with a merger, reorganization, or sale of all or substantially all assets or equity not involving a direct competitor of the other party.  Any attempted assignment in breach of this section shall be void.  This Agreement shall bind and inure to the benefit of the parties, their respective successors and permitted assigns.

11.6 The country of Partner's principal place of business shall determine the exclusive governing law of this Agreement (excluding conflicts of laws rules) as follows:  (i) if Europe, the Middle East or Africa, then that of the U.K.; (ii) if Australia or New Zealand, then that of the state of New South Wales, Australia; (iii) if Asia Pacific (other than Australia or New Zealand), then that of Singapore; and (iv) if the United States or otherwise, then that of the state of California.

* I agree to the above terms

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