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geolocal-io/docs/legal/Partnership Agreement Skeleton.md
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Ty 2be10ce42c feat: MVP implementation — MCP server, partner one-pager, legal docs
Code (code/):
- TypeScript MCP server with 5 tools (business info, hours, services, booking, related)
- PostgreSQL schema with pilot business seed data
- /.well-known/mcp-server manifest generator
- Railway deployment config (Dockerfile, railway.json)
- Multi-tenant gateway placeholder

GTM (docs/gtm/):
- Partner One-Pager: agency sales asset with economics, onboarding, competitive comparison

Legal (docs/legal/):
- Data Flow & Privacy: data collection, storage, sharing, GDPR/CCPA commitments
- Partnership Agreement Skeleton: template for agency/CoC partnerships
- IP Notes: well-known convention positioning, telemetry ownership, open-source strategy
2026-07-16 14:10:21 -07:00

4.2 KiB

Partnership Agreement Skeleton — geolocal.io

Template — NOT LEGAL ADVICE. Consult qualified counsel before execution. Last updated: 2026-07-16


Parties

Provider: geolocal.io (the "Platform")

Partner: [Partner Name / Agency / Chamber of Commerce] (the "Partner")

Effective Date: [Date]


1. Scope of Partnership

Partner is authorized to:

  1. Offer geolocal.io MCP endpoints to their clients/members
  2. Use geolocal.io branding and marketing materials (subject to brand guidelines)
  3. Access the Partner Dashboard for client management and analytics
  4. Earn recurring commissions as specified in Section 4

Partner is NOT authorized to:

  1. Resell geolocal.io as a white-label product without Strategic-tier status
  2. Modify or redistribute geolocal.io software code
  3. Claim ownership of geolocal.io data or telemetry

2. Data Ownership

  • Businesses own their data. All business profile data (name, services, photos, story, booking info) remains the intellectual property of the business that provided it.
  • geolocal.io owns the platform. The MCP server infrastructure, telemetry data (anonymized), and platform code are owned by geolocal.io.
  • Partner owns their client relationships. Partner retains all rights to their client relationships and may migrate clients off the platform at any time.
  • Data export. Upon request, businesses may export their full profile data in JSON format.

3. Term & Termination

  • Term: This agreement is effective until terminated by either party.
  • Termination for convenience: Either party may terminate with 30 days written notice.
  • Termination for cause: Either party may terminate immediately for material breach, fraud, or illegal activity.
  • Effect of termination:
    • Partner commissions cease on the termination date
    • Business client data remains on the platform until businesses migrate off (grace period: 90 days)
    • Partner loses access to Partner Dashboard on termination date
    • geolocal.io retains anonymized telemetry data

4. Commission Structure

Tier Requirements Commission Rate
Affiliate Signed partner agreement 20% of MRR
Partner 10+ active clients 25% of MRR
Strategic 50+ active clients 30% of MRR
  • Commissions are calculated on net revenue (after payment processing fees)
  • Commissions paid monthly, payable on the 15th of each month
  • Partner may access commission reports via Partner Dashboard

5. Confidentiality

Both parties agree to keep confidential:

  • Business client data and analytics
  • Telemetry data and insights
  • Commission rates and partnership terms
  • Platform technical architecture and API endpoints

Confidentiality obligations survive termination for 24 months.


6. Liability

  • Limitation of liability: Neither party is liable for indirect, consequential, or punitive damages arising from this agreement.
  • Maximum liability: Provider's total liability is capped at the Partner's commissions earned in the preceding 12 months.
  • No warranty: The platform is provided "as is" without warranty of merchantability or fitness for a particular purpose.
  • Partner indemnification: Partner agrees to indemnify geolocal.io against claims arising from Partner's misuse of the platform or misrepresentation to clients.

7. Compliance

Both parties agree to:

  • Comply with applicable data protection laws (GDPR, CCPA)
  • Not use the platform for fraudulent or deceptive purposes
  • Report data breaches within 24 hours of discovery
  • Maintain accurate business data for enrolled clients

8. Dispute Resolution

  • Governing law: [State/Jurisdiction]
  • Good faith negotiation: 30-day period before formal action
  • Arbitration: Binding arbitration if negotiation fails
  • Venue: [City, State]

9. Amendment

This agreement may be amended by mutual written consent of both parties. geolocal.io may update platform terms (pricing, features) with 30 days written notice.


Provider: ___________________ Date: ___________

Partner: ___________________ Date: ___________


This template must reference NORTH_STAR.md for principles. Consult legal counsel before use.