d. Does the Syndicate Agreement prohibit the use of the Licensed Content to contact the Supplier or the Supplier`s participants, subscribers or representatives for marketing purposes? One. Does the syndication agreement prohibit the re-syndication or sub-licensing of licensed content to third parties? c. If re-syndication or sub-licensing is permitted, are the terms of such activity clearly and narrowly set forth in this Agreement? q. Does the agreement prohibit the display of certain types of content in close proximity to the licensed content? (e.B. offensive, discriminatory or harassing content.) If any provision of this Agreement is held to be unenforceable, the enforceability of the remaining provisions shall not be affected or affected in any way. This Agreement and any dispute arising therefrom shall be governed by the laws of the State, without regard to its conflict of laws rules. Any failure by either party to exercise any right or authority conferred upon it in this Agreement, or any delay in exercising such right or authority, shall not be deemed a waiver of such right or authority. THIS AGREEMENT is entered into today of the current month, the current year by and between the name of the company (“Company”) and the name of the company (“Syndicate”).
The purpose of this Agreement (hereinafter referred to as the “Agreement”) is to define a long-term contractual agreement under which syndicate provides syndication services on behalf of the Company. As a service, the standard syndication agreement with the Company is provided below. b. How can the contract be terminated? i. Can the Supplier terminate at any time for any reason? ii. Can the provider terminate publisher flows at any time for any reason? d. How does the Syndicator ensure that the Syndicator and the Publishers cannot access, use or retain the Licensed Material after termination of the Syndication Agreement? One. How can the agreement be amended? I. Is the union required to inform the supplier if the terms of the agreement are changed? ii. Is the supplier`s written consent required for an amendment to the syndication agreement? One. Does the agreement grant the syndicate or publishers intellectual property rights or interest in the licensed content? @Gregory Gypsy is a fact of the matter. Each transaction will be different and structured differently.
You may be able to get your hands on a sample model, but how likely is it that the structure of the transaction matches the agreement you are experiencing? Chances are they are not similar. You should listen to every podcast and read every book about syndication you can. Know the difference between 506C and 506B, otherwise, I wouldn`t worry about an example model. It looks like you need more than one foundation than you already have before you look at a PPM a. How long is the syndication agreement? Does it expand automatically? I am expanding my knowledge base on syndication. I am looking for an example of a syndication contract to help me imagine how such an agreement is structured. I understand the breath and complexity of this subject. I`m just trying to familiarize myself with the contracts and structure so that I can have conversations with potential investors and set some expectations Regardless of whether a syndication agreement is provided to the MLS, broker or agent in the form of a contract or a terms of use page on the syndicator`s website, it is essential for data providers, read the fine print and ask questions. This checklist contains a variety of topics and issues that a data provider may want to discuss with the syndicator. This checklist is not exhaustive, but should provide the MLS, broker or agent with a good basis for understanding the terms of a syndication agreement. e. Are the terms of re-syndication or sub-licensing consistent with the terms of the syndication agreement? (Z.B.
the Publisher receiving the Licensed Content from the Syndicator has no right to use the License in any manner other than as set forth in the Syndication Agreement between the Provider and the Syndicator.) d. What are the lump sum damages that the Syndicator must pay to the Provider for the unauthorized use of or access to the Licensed Material or for any breach of the Agreement by the Syndicator or the Publisher? d. Who receives and/or can view the Licensed Content in addition to the Syndicator? i. Does the provider have the ability to control which parties receive the licensed content or not? ii. Can the Supplier access the agreements between the Syndicator and the Publishers? c. Does the Syndicator`s obligation to pay compensation extend beyond the termination of the contract? One. How does Syndicator ensure compliance with the terms of the contract? How does Syndicator ensure publisher compliance? Whitey Sewell has a multifamily syndication podcast and there are a lot of good episodes about the number of structured transactions. e. Does the Agreement prohibit the Syndicator or Publisher from contesting or taking any action inconsistent with the Provider`s rights in the Licensed Material? The Company may, in its sole discretion, terminate this Agreement if one or more of the following occurs: (1) non-compliance with the terms of the Agreement upon receipt of written notice from the Company of such breach, (2) appointment of an insolvency administrator or where the Syndicate files an application for discharge of creditors, (3) by mutual written agreement between the Company and the Syndicate. b. Are syndicators and publishers required to do so on a regular basis (e.B.
every 6 months) provide a written certificate that the Licensed Material is being used in accordance with the terms of the Agreement? b. Does the Syndicator acknowledge the Supplier`s Rights and ownership of the Licensed Material? i. Does the Agreement clearly state that no intellectual property rights are granted under this Agreement? Does the provider retain the rights and ownership of all licensed content? c. If the agreement allows the Syndicator to create derivative works, who owns the rights to those derivative works? c. Can The Provider change the definition of licensed Content, i.e. limit the number of fields provided or the number of entries provided during the term of the Agreement? Thank you all. As mentioned earlier, although I “increase my knowledge base”, which implies that I read, listen (Fairless et al.) and seek advice, I think it would be beneficial to visualize one or two model contracts. I wasn`t looking for a shortcut, I was just looking for context as a starting point and to apply the content. Thanks for the comments!.
. d. What mechanisms does Syndicator have in place to ensure compliance for each publisher? i. How, if any, is licensed content marked for tracking? Identify? Watermark? c. How are expired or sold listings removed? How does a union force publishers to comply with this process? ii. How can the Provider request that the information be removed from the Syndicator`s or Publisher`s websites? One. Does the Syndicator agree to indemnify the Supplier against any claim related to the display or use of the Licensed Content by the Syndicator or the Publisher? e. Does Syndicator regularly provide reports on Licensed Content on the Syndicator website and/or publishers` websites? These reports may contain information on: i. What offers have Been received by Syndicator ii? Which have been rejected or accepted iii. How duplicate offers were processed iv. Traffic to content licensed k. What is the syndicator`s disaster recovery policy? One.
What license terms restrict Syndicator`s use of the Licensed Material? g. Under what conditions can the provider suspend or discontinue the provision of the licensed content? b. Does the syndicator need to obtain written permission from the supplier before re-syndicating or sub-licensing to third parties? One. Does Syndicator guarantee and ensure that it complies with all federal and state laws, including state regulations for real estate professionals? One. How is licensed content delivered to Syndicator? To the publisher? i. What mechanisms does Syndicator have in place to ensure compliance for each publisher? “Content” means all code provided by the Company to the Syndicate under this Agreement. .