Updates to the HubSpot Solutions Partner Program Agreement

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Effective December 21, 2022, HubSpot has updated the August 2020 version of the HubSpot Solutions Partner Program Agreement (“HSPPA”). Here's some information on what's changed.

We’ve updated our HubSpot Solutions Partner Program Agreement (HSPPA) to include some new terms and definitions, clarify existing ones, and add a new indemnity protection for our partners. We’re also very excited to introduce our brand new Program Code of Conduct in this update! The Program Code of Conduct offers guidance and transparency for our partners and providers on a level we haven’t had before. You can read the summary below for a high-level overview of the changes. Please make sure you also read through and understand the complete updated agreement. The essence and intent of the majority of the terms have not changed, but some of the more notable changes are summarized below:

• We have introduced and added our Program Code of Conduct to the HSPPA to provide transparency and foster better alignment between us and partners and providers on program participation expectations, requirements and values. Please note that the Program Code of Conduct includes our Security Requirements and the new Program Events Code of Conduct. You will find these additions in the newly added section of the HSPPA called “Partner and Provider Rights and Obligations”. The new Program Code of Conduct is published here.
  
  
• We have added Intellectual Property and Confidentiality Indemnity protection for partners and providers that meet a Qualified Subscription Value requirement (current value threshold is placed at USD $125,000).

• Definition for “Subscription Service” was updated to clarify that Ops Hub, CMS Hub and any add-ons are included in the definition and that tools or features like Payments are excluded.
  
  

• We have updated the section “Engagement with Prospects and End Users”. Most importantly, for access security we clarify that log-in information may never be shared or repurposed between partner users/individuals.
  
  
• We have updated the section “Requirements for Payment; Forfeiture”, to clarify the requirements for payment, including where applicable, the submission of VAT invoices.
  
  
• “Training and Support” section was updated to inform that any data submitted to us via the Partner Toolset in your partner portal will be stored in HubSpot’s US Data Center.
  
  
• “Disclaimer of Warranties” section was updated to clarify that we offer a performance warranty for our products, as specified in the Customer Terms of Service.
  
  
• We updated the “Limitation of Liability” section to clarify that our cap on liability will be limited to total revenue share amounts you have actually earned in the twelve month period preceding the event giving rise to a claim.
  
  
• “Term and Termination” section was updated to better align termination pathways for both HubSpot and our Program Participants. We’ve specified that you may terminate for HSPPA changes with prompt notice and in the absence of such notice we will consider any and all changes accepted by you 15 days after. We also clarified that termination of the HSPPA without cause by us or by you, with cause, does not affect our payment obligations to you for the revenue share you have earned up until date of termination. However in situations of termination without cause by you, or for cause by us, our obligation to pay any revenue share terminates on the date of termination.

Finally, as we usually do when we update the HSPPA, we made some drafting clean-ups, numbering changes, clarifications and formatting improvements. Some of these updates were made to help provide a clearer description of the intent of the terms or to make the terms easier to review.

Review the new version of the HSPPA here.

Questions? Please let us know!