Design Partner Agreement

DESIGN PARTNER AGREEMENT

This Design Partner Agreement ("Agreement") is entered into as of [DATE] ("Effective Date") by and between:

[YOUR COMPANY NAME], a [STATE] corporation with its principal place of business at [ADDRESS] ("Company")

and

[DESIGN PARTNER NAME], a [STATE] corporation with its principal place of business at [ADDRESS] ("Design Partner")

RECITALS

WHEREAS, Company is developing [PRODUCT NAME], a [BRIEF PRODUCT DESCRIPTION] ("Product");
WHEREAS, Design Partner operates in [INDUSTRY/VERTICAL] and has expressed interest in using the Product;
WHEREAS, Company desires early feedback and validation from qualified users;
WHEREAS, Design Partner desires early access to the Product at preferential terms;

NOW, THEREFORE, in consideration of the mutual covenants herein, the parties agree:

1. PURPOSE AND SCOPE

1.1 Design Partnership. Company grants Design Partner early access to the Product in exchange for Design Partner's active participation in product development through feedback, testing, and validation.

1.2 Goals. The parties intend to:
   a) Validate Product-market fit in Design Partner's use case
   b) Identify and prioritize feature requirements
   c) Establish a reference customer relationship
   d) Develop a joint case study upon successful deployment

2. PRODUCT ACCESS

2.1 License Grant. Company grants Design Partner a non-exclusive, non-transferable license to use the Product during the Term for Design Partner's internal business purposes.

2.2 Access Level. Design Partner shall receive:
   - [Full/Limited] access to the Product
   - Up to [NUMBER] user seats
   - Access to pre-release features and beta functionality
   - Priority access to new features during the Term

2.3 Pricing During Design Partnership.
   [OPTION A - Free Access]
   Design Partner shall have free access to the Product during the Design Partner Term.

   [OPTION B - Discounted Access]
   Design Partner shall pay [AMOUNT/PERCENTAGE]% of standard pricing during the Design Partner Term.

   [OPTION C - Deferred Payment]
   No fees during the Design Partner Term. Upon graduation to a standard plan, Design Partner receives [PERCENTAGE]% discount for [DURATION].

2.4 Service Level. Company shall use commercially reasonable efforts to maintain Product availability but does not guarantee uptime during the design partnership phase. The Product is provided in its current state and may contain bugs or incomplete features.

3. DESIGN PARTNER OBLIGATIONS

3.1 Feedback Requirements. Design Partner agrees to:
   a) Designate [1-2] primary contacts for feedback and communication
   b) Participate in [bi-weekly/monthly] feedback sessions (approximately [30-60] minutes each)
   c) Respond to surveys and questionnaires within [5] business days
   d) Report bugs and issues through Company's designated channels
   e) Provide candid, constructive feedback on features, usability, and value

3.2 Usage Requirements. Design Partner shall:
   a) Actively use the Product for its intended purpose
   b) Onboard at least [NUMBER] users within [30] days of access
   c) Achieve minimum usage of [METRIC, e.g., weekly active use] during the Term

3.3 Reasonable Effort. Company acknowledges that Design Partner is providing feedback as a courtesy alongside its core business operations and shall not impose unreasonable demands on Design Partner's time.

4. COMPANY OBLIGATIONS

4.1 Support. Company shall provide:
   a) Dedicated point of contact for Design Partner
   b) Priority support with [24-hour] response time
   c) Onboarding assistance and training
   d) Regular product updates and roadmap visibility

4.2 Feedback Integration. Company shall:
   a) Review all feedback within [10] business days
   b) Provide quarterly updates on how feedback influenced the roadmap
   c) Give Design Partner advance notice of major changes

4.3 No Obligation. Company is not obligated to implement any specific feedback or feature request. Product decisions remain at Company's sole discretion.

5. CASE STUDY AND REFERENCE RIGHTS

5.1 Case Study. Upon mutual agreement, the parties shall develop a joint case study that:
   a) Highlights Design Partner's use case and results
   b) Is reviewed and approved by both parties before publication
   c) May be used by Company for marketing purposes

5.2 Reference. Design Partner agrees to:
   [OPTION A - Full Reference]
   Serve as a reference customer, including participating in up to [4] reference calls per year with Company's prospective customers.

   [OPTION B - Limited Reference]
   Allow Company to list Design Partner's name and logo as a customer, but reference calls require separate consent.

   [OPTION C - Anonymous]
   Allow Company to reference the partnership anonymously (e.g., "a leading [INDUSTRY] company").

5.3 Testimonials. Any testimonials or quotes require written approval from Design Partner before use.

6. INTELLECTUAL PROPERTY

6.1 Company IP. All rights to the Product, including improvements made based on Design Partner feedback, belong exclusively to Company.

6.2 Feedback License. Design Partner grants Company an irrevocable, perpetual, royalty-free license to use, modify, and incorporate any feedback, suggestions, or ideas provided under this Agreement.

6.3 Design Partner IP. Design Partner retains all rights to its proprietary data, processes, and business methods.

6.4 Data Ownership. All data entered by Design Partner into the Product remains Design Partner's property. Company may use anonymized, aggregated usage data for product improvement.

7. CONFIDENTIALITY

7.1 Pre-Release Information. Design Partner shall treat all information about unreleased features, product roadmap, and pricing as Confidential Information.

7.2 Mutual Obligations. Each party shall:
   a) Protect Confidential Information with reasonable care
   b) Use it only for purposes of this Agreement
   c) Not disclose to third parties without written consent

7.3 Exceptions. Confidentiality obligations do not apply to information that is publicly available, independently developed, or required by law.

8. TERM AND GRADUATION

8.1 Design Partner Term. This Agreement begins on the Effective Date and continues for [6/12] months ("Design Partner Term").

8.2 Extension. The Design Partner Term may be extended by mutual written agreement.

8.3 Graduation. At the end of the Design Partner Term, Design Partner may:
   a) Convert to a standard paid subscription at [PERCENTAGE]% discount for [DURATION]
   b) Continue month-to-month at the then-current Design Partner terms (if mutually agreed)
   c) Terminate the relationship with [30] days notice

8.4 Early Termination. Either party may terminate with [30] days written notice if:
   a) The other party materially breaches and fails to cure within [15] days
   b) The Product direction no longer aligns with Design Partner's needs
   c) Company discontinues the Product

8.5 Data Export. Upon termination, Company shall provide Design Partner with an export of its data in a standard format within [30] days.

9. WARRANTIES AND DISCLAIMERS

9.1 AS-IS. THE PRODUCT IS PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED.

9.2 NO UPTIME GUARANTEE. Company does not guarantee continuous, uninterrupted access during the design partnership phase.

9.3 Each party represents that it has authority to enter this Agreement and will comply with applicable laws.

10. LIMITATION OF LIABILITY

10.1 EXCLUSION. NEITHER PARTY SHALL BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES.

10.2 CAP. COMPANY'S TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNTS PAID (IF ANY) BY DESIGN PARTNER UNDER THIS AGREEMENT IN THE [12] MONTHS PRECEDING THE CLAIM.

11. GENERAL PROVISIONS

11.1 Independent Contractors. Parties are independent contractors.

11.2 Governing Law. This Agreement is governed by [STATE] law.

11.3 Entire Agreement. This supersedes all prior agreements and may only be amended in writing signed by both parties.

11.4 Assignment. Neither party may assign without prior written consent.

11.5 Notices. Notices shall be sent to the addresses above or via email to the designated contacts.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the Effective Date.

COMPANY:                               DESIGN PARTNER:
[YOUR COMPANY NAME]                    [DESIGN PARTNER NAME]

By: _________________________          By: _________________________
Name:                                  Name:
Title:                                 Title:
Date:                                  Date:

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EXHIBIT A: PRODUCT DESCRIPTION
[Detailed description of the Product and features included]

EXHIBIT B: FEEDBACK SCHEDULE
[Cadence and format for feedback sessions]

EXHIBIT C: SUCCESS CRITERIA
[Metrics and milestones for a successful design partnership]