The HubSpot Solutions Partner Program Agreement to replace the APPA and SSPPA

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Effective February 5, HubSpot has updated and combined the September 2019 versions of the HubSpot Agency Partner Program Agreement (“APPA”) and the HubSpot Sales Solutions Partner Program Agreement (“SSPPA”), together the PPAs, and we wanted to give you some information on what's changed. 

The biggest, most obvious change is the combination of the PPAs into one agreement called the HubSpot Solutions Partner Program Agreement (“HSPPA”) to reflect and facilitate the relaunch of our partner programs as one unified Solutions Partner Program. The rebranded program has two levels of participation. You now can participate as either a Partner (previously Agency Partners) or a Provider (previously Sales Solution Partners). 

As part of the merge of the two PPAs, we have combined and streamlined many sections in the prior agreements so please review the terms carefully. The essence and intent of the majority of the terms that applied to our Agency Partners and to our Sales Solutions Partners have not changed but some of the more notable changes that affect your participation in the program are summarized below.

• We’ve updated and built out the Program Policies that are incorporated into the HSPPA. The Program Policies have specific sections that apply to Partners vs Providers and contain important operational details and requirements for participation in the program. For example, the Program Policies now describe how and where to properly submit your tax forms and what kind of bank information you need to provide in order to get paid. 
  
  
• We have added a definition of an “Affiliate”. Please note that your affiliates are not valid prospects or leads under the HSPPA and a sale to your affiliate may not qualify for revenue share.
  
  
• The”Termination Without Cause” section has been updated to allow either party to terminate the HSPPA upon 30 days written notice. This change is meant to provide more flexibility to all parties and help bring consistency in notification time frames between Providers and Partners and HubSpot.
  
  
• Applicable to both Partner and Providers, we have updated the “Engagement with Prospects and End Users” section to clarify why, when and how we engage with prospects and End Users that our Partners and Providers submit to us for registration. Please note that HubSpot retains flexibility to engage with prospects for reasons such as completing the subscription process, providing support and generally, in the course of our regular business activities. 
  
  
• The “Test Portal” section has been renamed to “HubSpot Demo Account” to reflect the new functionality of this program benefit. The new Demo Account is a unique account for each partner with the full Enterprise Growth Suite, and with corresponding CRM dummy data, to enable you to demo all HubSpot software, not just software you have purchased. We are updating the existing Test Portal with this functionality, and rebranding it to the Demo Account to reflect these enhancements. Please note that you must only use this account for demonstration and education purposes and cannot use any customer or prospect data in this account. You must also abide by the set limits of the account in terms of number of contacts and other objects.
  
  
• We have clarified that the termination of the HSPPA (for any reason) in itself does not terminate your or your clients’ Subscription Service. The terms and conditions that apply to the purchase and use of any Subscription Service or any other HubSpot products and services are governed by the HubSpot Customer Terms of Service. 
  
  
• The “Payment Obligations” section has been updated to reflect our notification and suspension procedures for non-payment. If you do not pay fees (for either your own subscriptions and products or any applicable fees for an End User for which you have taken on the contractual and billing obligations) that are past due within 10 days after our notice of non-payment, we may suspend any of the HubSpot Products and may charge a reactivation fee to reinstate your account. Please note that these are the same terms that we implement under the HubSpot Customer Terms of Service.
  
  
• We have clarified that, as part of your privacy compliance, you must have, maintain and abide by your own privacy policy and that the contact information of your submitted leads and prospects must be legally obtained.
  
  
• Definitions of “Other Products” and “Net Revenue” have been updated to clarify that transactions for any professional services, including onboarding, provided by HubSpot or any third-party products or services do not qualify for revenue share.
  
  
• Due to significant administrative burden we have been experiencing with delayed and and incorrect tax and bank information forms, we have added a requirement that your submitted forms must be approved before the submissions will be regarded as completed for purposes of making a payment to you. Please take care when you submit this information to us. If you submit this information late or if the information is incorrect, you may be at risk of forfeiting revenue share.
  
  
• We have made USD $100 the minimum amount due to you for us to initiate a payment transaction. This minimum now applies to all participation levels of the Program (i.e.: both Partners and Providers). This means that we may withhold the revenue share payment until the amount that we owe you is above $100 USD.
  
  
• We have added a definition of  “Legitimate Prospect” which is now incorporated into the section on “Submission, Acceptance and Validity of Prospects”. This update is meant to explain that one of the requirements for prospect validity is that you are actively pursuing a prospect and that you can demonstrate an established business relationship with the lead you are submitting to HubSpot for registration.
  
  
• Training and certification have been added to the definition of “Partner Eligibility Requirements”. For current Partners and Providers, there aren't any new certifications or training you have to fulfill to maintain your participation in the program as of the date of this post. However, there may be requirements added in the future for certain partnership levels or tiers. If this happens, the particulars will be communicated in the Program Policies, and you’ll be notified in advance so you’ll have time to meet the new requirements.
  
  
• We have highlighted that it is your responsibility as a Partner or Provider to maintain the number of registrations within your then-current lead registration capacity limit (your capacity limit depends on your participation level in the program and/or your tier if you are a Partner). Any registration over your then-current capacity limit will be considered invalid. We also reserve the right to suspend your participation and/or suspend your payments until you have brought your registrations within then-current limits. 
  
  
• In the Other Eligibility Section, we have added a disqualification criteria for any transaction where we determine you are acting, or have acted, in a way that has or may negatively reflect on us. We have always had the flexibility to terminate the Agreement for the same or similar reasons. This change allows us to address instances of conduct on a transactional basis rather than through contract termination.
  
  
• We’re incorporating a comprehensive HubSpot Business Partner Data Processing Agreement (“BP DPA”) into the HSPPA to replace the provisions collectively referred to as GDPR Data Processing Addendum in the PPAs. We have also updated the “Data Processing” section to incorporate the BP DPA. As with the prior Addendum, the BP DPA shall apply to the extent that any Personal Data is processed in connection with the Solutions Partner Program. 

Finally, as part of the combination of the PPAs into one agreement, the HSPPA, we’ve removed reduncies, moved some of the content into our Program Policies, made drafting clean-ups, clarifications, and formatting improvements. Some of these updates were made to help provide consistency, a clearer description of the intent of the terms or to make the terms easier to review.

And that’s it! Please remember that this is just an informal high-level summary of the most recent changes to these legal documents, and that you should always make sure you’ve read and understand the full agreements and policies before you agree to participate in our Solutions Partner Program or use our software and services.

Questions? Please let us know!