You are on page 1of 8

NETWORK PARTNER AGREEMENT

Trunity, Inc. (Trunity) and the undersigned Network Partner (NP) agree to the following terms:

1. Grant of Licensed Service and Marketing License. Trunity grants to NP a non-exclusive license to use
Trunity’s Trunity Web Service and to use, private-label (if so desired) and market Trunity’s Web Service (TWS).
This license applies to any additional products, services, and marketing tools Trunity may include with its Trunity
Web Service over time as this service expands. Trunity also grants to NP a non-exclusive, non-transferable right
to market the licensed service to its members and the general public in a manner consistent with any general
quality standards for marketing that Trunity may establish to maintain brand-consistency or quality. This
marketing right includes the rights to (a) private-label and brand the licensed service, (b) to directly, or through a
third-party contractor, market and promote the resulting Trunity Empowered Web Service, and (c) to receive from
Trunity a Residual (discussed below) calculated on all subscription fees and renewals received from Subscribers
recruited by or on behalf of NP. Trunity also grants to NP, with rights to sublicense the same right to marketing
contractors engaged by NP, the nonexclusive right and license to use and display Trunity’s Marks solely in
connection with the use and marketing by NP of the licensed service during the term of this Agreement. This
applies to any Marks posted on Trunity’s website and is subject to any trademark policies or restrictions posted on
Trunity’s website.

The grant of these licenses does not limit Trunity from providing the licensed service to other Network Partners or
from marketing this service directly under Trunity’s own name. Trunity’s fee for granting this license is the
amount of subscription revenue generated by NP’s subscribers that Trunity retains.

Notwithstanding any of the foregoing, the promotion and use of the Licensed Service shall be prohibited in any
country, state or other jurisdiction where the rights of Trunity and its third-party licensors in any software
elements of the Licensed Service would not be recognized or would not be protected by law.

2. Responsibilities. Trunity and NP agree to perform and provide each other with the following products
and services:

2.a. Trunity will:


i. Honor the rights and licenses granted to NP in this Agreement.
ii. Build, run, and evolve the shared technology platform, known as the Trunity Web Service (TWS), for the
benefit of NP and its Subscribers.
iii. Provide customer support to Subscribers of Trunity-based services (excluding products or services NP
may provide independently, for which NP shall provide its own customer support).
iv. Market and build the Trunity brand through methods and timing at its discretion with the ultimate
objective of equating the name with a “technology seal of approval” (subject to reasonable expectations of the
amount of time it takes to build and establish such a brand).
v. Operate a compelling “hub” Master Directory — built and evolved over time in an “open source” manner
by subject-matter experts (according to “Trusted Content” polices set fourth by the Digital Universe Foundation)
— that is shared and may leveraged by all users of the platform.
vi. Provide English-language marketing and technical support to partners, including a specialized partner
extranet, software tools and assistance in building out websites (should a partner wish to build out websites at its
own expense), and production of partner specific marketing and sales collateral (available to partners at their own
expense) for signing up subscribers.

2.b. NP will:
i. Offer the Trunity Web Service to its constituencies, and bear direct responsibility for marketing and
promoting the Service, either directly or through an independent third-party contractor.
ii. Private-label and customize the Trunity Web Service, if it chooses to do so.
iii. Offer access to The Trunity Network through their own unchanged website.
iv. Alternatively, if it chooses to do so, create at its own expense its own customized websites through the
Web Service, using Trunity’s publishing system. These websites may, at the partner’s option, include e-mail and
other premium services described in Trunity’s promotional materials.

TRUNITY, INC. • One Harbour Place, Suite 11, Portsmouth, NH 03801


Phone: 603-397-0901 • Fax: 603-218-6006

Trunity Network Partner Agreement, 2010-03-30, Page 1 of 8.


v. Refrain from imposing, charging or surcharging any additional fees for access to The Trunity Network
other than the Subscriber rates set by and billed directly to Subscribers by Trunity. (This restriction does not
prevent or prohibit NP from charging its members or constituencies directly for other products or services it
provides directly under its own name).
vi. Permit all Subscribers of The Trunity Network access to its website and/or customized website and all
content within that website or website, including its own subscribers, subscribers of other Network Partners, and
Trunity’s direct subscribers. (Specific exceptions to this may be arranged, so long as they are agreed to when this
Agreement is entered or mutually agreed to in writing if requested at a subsequent date and are based on
reasonable justification for limiting or restricting access.)
vii. Abide by Trunity’s posted Privacy Policy, unless it clearly on its own website notifies Subscribers that its
privacy policy differs from The Trunity Network’s Privacy Policy.
viii. Refrain from conducting any activity that might be considered “spamming,” as that term is commonly
used in connection with Internet or electronic communications, including unsolicited broadcast emails to other
Network Partners or Subscribers within The Trunity Network.
ix. Conduct business in a manner that reflects favorably at all times on Trunity’s products, services, goodwill
and reputation; avoid deceptive, misleading or unethical practices that are or might be detrimental to Trunity;
refrain from making any representations, warranties, or guarantees or any false or misleading representations to
customers or other third parties with respect to the Trunity Web Services’ specifications, features or capabilities
that are inconsistent with the product literature distributed by Trunity; and protect any of Trunity’s intellectual
property rights that may be underlying the open-source elements of Trunity’s architecture as may be discussed
within the Trunity partner extranet.

2.c. NP understands and acknowledges that many of the features and eventual functionality associated with
the Trunity Web Service will be added over time and may not be available to NP or its Subscribers when the
parties enter this Agreement. Additionally, the full and diverse product and service envisioned by Trunity’s
development strategy may, at Trunity’s discretion, not be immediately available to NP or its Subscribers and may
not be available to all Network Partners or all Subscribers at the same time. The Trunity and Trunity Network
brands can also be expected to take time to be fully established in the marketplace.

2.d. Notwithstanding any of the licensed rights granted and responsibilities discussed above, Trunity reserves
the right at all times, and at its sole discretion, to restrict partially or, if necessary, completely revoke Network
Partner’s use of the Licensed Service in any manner which Trunity deems to jeopardize the reputation of Trunity’s
products or services or the quality and standards of The Trunity Network.

3. Grant of Right to Utilize Third Party Promotional Agreements. Trunity recognizes that some
Network Partners may, for various reasons, prefer to have a third party conduct marketing and promotional efforts
on its behalf. Therefore, Trunity agrees that NP may contract with or use the services of third parties to market
and promote Subscriptions to the combination of NP’s website and the Trunity Web Service, provided that NP
may not sublicense or assign its own rights to another NP under this Agreement. NP assumes responsibility for
the actions of, and its agreements with, its own marketing channels and for its own compliance, as well as the
compliance of its marketing agents or contractors, with the restrictions of this Agreement and any of Trunity’s
Policies or Procedures that may be published or amended from time to time on the Trunity partner extranet. NP
shall take prompt and commercially reasonable action at its expense to remedy any breach of these duties by its
marketing agents, and shall immediately notify Trunity of any breach such that Trunity can take its own corrective
action as a third-party beneficiary of NP’s agreements with its marketing partners.

4. Affiliate Program. NP may select a single affiliated organization of its choosing to act as an Affiliate
Distributor, also known as an Affiliate Partner. An Affiliate may, upon receiving permission from NP and upon
NP notifying Trunity in writing of the Affiliate’s identify, either publicize a link to NP’s version of the Trunity
Web Service. If NP chooses to take advantage of this option, Residuals will be adjusted accordingly as discussed
below.

5. Joint Expert-Content-Network Partners. Under the Expert Content Program, certain partners referred
to as “Expert Content Partners” or “Experts” undertake responsibility for development and management of
substantive content within a specific category or categories of information within the Master Directory. A NP
may apply to be, and be accepted to be an Expert Content Partner. If this occurs, the partner will have the right to
TRUNITY, INC. • One Harbour Place, Suite 11, Portsmouth, NH 03801
Phone: 603-397-0901 • Fax: 603-218-6006

Trunity Network Partner Agreement, 2010-03-30, Page 2 of 8.


market subscriptions to The Trunity Web Service delivered through that category within the Main Directory. The
length and terms of the Expert Content Partnership will be governed by the terms of a separate Expert Content
Partnership Agreement. This Agreement shall survive any termination or expiration of the Expert Content
Agreement. Residuals provided to NP from qualifying subscribers recruited by NP shall be governed by this
Agreement, regardless of any change in the Expert Content Partner of a certain website within Master Directory.

6. Subscription Pricing and Payment of Residuals. Trunity will set, and NP shall honor, the subscription
rates and pricing set for by Trunity for Subscribers of The Trunity Network, including NP’s Subscribers. The
current subscription rates and pricing structures for different products and levels of service are published for
Subscribers on Trunity’s website and in its other promotional materials, but are subject to change and re-posting
by Trunity at any time. Any changes to subscription rates shall be applied to all subscriptions received after the
effective date of any such change. Trunity reserves the right, in its sole discretion, to provide certain products,
features, or levels of service within the Trunity Web Service to Subscribers for free. Additionally, Trunity
reserves the right, in its sole discretion, to charge reduced amounts for some or all services, such as services that
are in beta-testing for example, in which case NP’s Residual shall be based on the adjusted pricing. All payments
by Subscribers for subscriptions to Trunity’s products and services, including NP’s version (whether Trunity
labeled or private-labeled) of the Trunity Web Service, shall be made directly by Subscriber to Trunity. These
payments shall be made in accordance with Trunity’s subscription policies and Subscriber sign-up processes and
instructions. Trunity will, in turn, pay to NP fees in the nature of passive royalties or residuals calculated on all
such subscription payments from qualifying subscriptions, as set forth below (the “Residuals”).

Residuals payable by Trunity to NP calculated on qualifying subscription fees will be payable monthly by Trunity
within thirty days following the end of the calendar month during which the subscription fees or other fees upon
which the Residuals are calculated are received by Trunity. The Residuals shall be paid in United States currency
by check or wire transfer, at Trunity’s option, or as otherwise agreed between Trunity and NP. NP shall be
responsible for its own marketing and, if it chooses, supplemental engineering or development costs for additional
website development, as well as the costs incurred for marketing and sales collateral. Residuals due from Trunity
to NP shall not be altered in any way as a result of these costs incurred by NP, unless other specific arrangements
are agreed to between the parties. Trunity may reduce any Residuals due to NP by any amounts owed to Trunity,
such as prior overpayments that may have resulted from cancelled subscriptions.

Qualifying Subscriptions, for which Residuals will be paid, shall mean subscription fees received by Trunity from
subscribers who are recruited by or on behalf of NP. To qualify for Residuals credited to NP, NP must be in good
standing under this Agreement at the time of the initial subscription by the Subscriber upon which the Residuals
are calculated. NP shall have no rights to Residuals accruing on subscription fees received by Trunity from
Subscribers who initially become Subscribers following expiration of this Agreement without proper renewal.

Trunity shall have no responsibility to pay Residuals on receipts from other than Subscribers who sign up as
members of NP’s website and properly identify NP as their website, as Subscribers may do either (at Trunity’s
discretion) through automated identification as part of the serialization of marketing and sales collatoral or
through manual identification by Subscribers of the referring NP as part of the sign up process. The sign-up
process occurs after a Subscriber accesses the Trunity Web Service and then signs up for the Trunity Web Service
through Trunity’s online sign-up process. Trunity will use its best efforts to establish automated systems for
identifying NP’s Subscribers through serialization within reasonable parameters, but Trunity cannot guarantee and
makes no warranties about its ability through serialization to identify all Subscribers of NP who do not manually
identify NP.

NP shall be responsible to provide to Trunity proof of proper business organization and licensure (or appropriate
social security number in the case of an individual, sole-proprietorship, or partnership) and federal and state tax
identification numbers. Trunity may withhold payment of Residuals until such requirements are met.

All sums not paid when due by either party to the other shall be considered past due. Interest on all past due
amounts shall accrue at the rate of 3/4% per month (9% annually) or, if less, at the highest rate allowed by law.

TRUNITY, INC. • One Harbour Place, Suite 11, Portsmouth, NH 03801


Phone: 603-397-0901 • Fax: 603-218-6006

Trunity Network Partner Agreement, 2010-03-30, Page 3 of 8.


7. Calculation of Residuals: Trunity shall pay the Residuals, as provided for above, to NP based on the
following calculations.

Residual Rates:
The Residual shall be calculated as a percentage (as stated below) of the total of all qualifying Net Subscription
Fees actually received by Trunity from NP’s Use Subscribers. Unless otherwise specifically granted by separate
written agreement or a specific amendment to this Agreement, NP shall have no right or claim to Residuals or
other compensation in any form calculated on Residuals payable to other NPs or on subscriptions by or resulting
from other NPs. Qualifying Residuals shall be payable according to the structure and methods provided for earlier
in this Agreement.

Over the period of this Agreement, and all renewals hereof, Trunity shall pay to NP a Residual equal to fifty
percent (50%) of the gross margin of all Subscription Fees actually received by Trunity from Subscribers first
recruited by NP or by NP’s marketing contractor specifically for NP. For purposes of such calculation, “gross
margin” shall be the total of subscription payments received by Trunity from qualifying active Subscribers, less
Trunity’s actual costs, including payments to third-party vendors, of providing services, such as e-mail and
connectivity. Calculation of gross margins shall be determined by Trunity, in a manner consistent with generally
accepted accounting practices.

Affiliate Partner Program as Applicable to NP Residual Rates:


Trunity has made available an “Affiliate Partner” Software Distribution Program, under which a NP may select
Affiliate Partners who may distribute a Trunity branded or private-labeled version of the Trunity Web Service on
NP’s behalf. If a NP chooses to take advantage of this option, Affiliate Partners are eligible to receive twenty-five
(25%) of the gross-margin from qualifying Subscribers under this program. If NP chooses to utilize the Affiliate
Partner Program and have an Affiliate operate on its behalf, Residuals calculated on qualifying subscriptions
through a NP’s Affiliate Partner shall be reduced accordingly. In this case, Trunity shall pay to NP twenty-five
(25%) percent (instead of the above mentioned fifty (50%) percent) of the gross margin for this Subscriber and
distribute directly to NP’s Affiliate Partner twenty-five (25%) percent of the gross margin for this Subscriber.

Provisions with regard to Cancelled or Refunded Subscriptions and Identification of Partners:


Residuals paid by Trunity on subscriptions subsequently cancelled or on subscription fees refunded by Trunity in
accordance with its published refund policies shall be credited by Trunity against Residuals subsequently accruing
to NP. In the event that no subsequent Residuals are payable, by reason of the failure of qualifying new
subscriptions or qualifying renewal subscriptions, NP shall repay such Residuals to Trunity within thirty (30) days
of Trunity’s written demand. Late payments shall be subject to interest as set forth above.

Residuals shall be calculated and payable to NP only for those Subscribers who have not earlier subscribed or
applied to Trunity and who properly identify NP as the source of the recruitment or referral, by name, website and
NP Identifying Number, either manually or through Trunity’s automated serialization procedures, as provided for
earlier in this Agreement. Trunity shall have no duty to investigate or identify the source of any referral that does
not identify NP or to pay any Residuals on subscriptions received from any referral first made (according to
Trunity’s records) by other than NP.

Trunity may allow Subscribers to change the NP with whom they identify, thereby altering some of an NP’s
customization features, or to have their email show as an “@Trunity” rather than “@[NP’s name]” address.
Under either of these cases, the NP through which the Subscriber initially became a member of The Trunity
Network will continue to receive the Residuals for that Subscriber payable at the subscription pricing that is
current at that time. However, Trunity has no right or obligation to prevent Subscribers from canceling their
registration as a Subscriber-User under one NP and registering under another, thereby preventing NP from
continuing to receive Residuals for this Subscriber.

8. Joint Press Release and other Public Announcements. In any case in which either NP or Trunity plans
to issue a press release or other public announcement regarding their partnership within thirty days after entering
this Agreement, NP and Trunity shall issue a joint press release stating that both parties are collaborating with
respect to the Web Service. The announcement shall include both NP’s and Trunity’s name in its heading or
TRUNITY, INC. • One Harbour Place, Suite 11, Portsmouth, NH 03801
Phone: 603-397-0901 • Fax: 603-218-6006

Trunity Network Partner Agreement, 2010-03-30, Page 4 of 8.


subheading, shall include at least one quote attributed to a Trunity executive and one quote attributed to a NP’s
executive, and shall include NP’s and Trunity’s boilerplate press release information in its conclusion. The press
release shall be coordinated and subject to approval of both Trunity and NP prior to publication, which approval
shall not be unreasonably withheld. Additionally, NP and Trunity hereby agree to act as a press reference for one
another, whereby each shall make appropriate personnel available for comment to press and industry analysts, and
allow such personnel to be quoted in at least one subsequent press release. Furthermore, future press releases
referencing NP and/or Trunity in any substantial and significant subject matter other than identifying NP as a
member of, or NP within, The Trunity Network must be subject to approval of both Trunity and NP prior to
publication, which approval shall not be unreasonably withheld.

9. Service/Product Orders:

NP Services: All orders or requests from NP for services from Trunity shall be in writing, conveyed by mail, e-
mail, facsimile, or by such other method as may be facilitated or directed through Trunity’s website or partner
extranet and disclosed methods for contacting Trunity and shall specify the services requested.

Subscriber Services: For purposes of account control and accountability, all NP Subscriber subscriptions will be
processed by and through Trunity, directly, in accordance with Trunity’s subscription policies and instructions and
shall identify NP as the website provider. Similarly, product or service subscriptions from NP or NP’s Subscribers
for any additional Trunity products or services shall be made directly through Trunity, as provided by Trunity’s
standard order or subscription procedure, whether in writing, by Internet order or subscription, by telephone, or
other method adopted by Trunity. Trunity shall be deemed to be NP’s exclusive and authorized agent for
purposes of collecting the required fees from NP’s Subscribers, and shall be responsible to remit to NP any
applicable Residual due under this Agreement on such subscription fees actually received by Trunity from NP’s
referred qualifying Subscribers. However, NP shall be solely responsible for providing to its Subscribers any
direct products or services provided by NP to its members or the general public other than the Trunity Web
Service and its related products and services.

10. Term and Termination:

Term of Agreement and Extensions. The initial term of this Agreement expires twenty-four (24) months from the
Effective Date and shall automatically renew for subsequent two-year periods, subject to terms governing
termination and renewals set forth below. Unless earlier terminated for breach as provided herein, or unless either
party notifies the other in writing not later than thirty (30) days prior to expiration of the initial (or any successive)
term of its intention to terminate the agreement upon its expiration, this Agreement shall automatically renew at
the end of the initial (or any successive) term for additional successive two (2) year terms.

Termination for Cause. Either party may terminate this Agreement for the substantial breach by the other party of
a material term, including failure or refusal by NP to comply with additions to or other modifications of Trunity’s
published policies and procedures. The terminating party will first give the other party written notice of the
breach and a reasonable period of at least thirty (30) days in which to cure the alleged breach. If a cure is not
achieved during the cure period, then the non-breaching party may terminate this Agreement upon written notice.

Effect of Termination on Obligations. Upon termination of this Agreement for any reason, NP shall immediately
cease marketing and distribution of all Licensed Services. Notwithstanding the foregoing, and provided NP
fulfills its obligations specified in this Agreement, NP may continue to use and retain all copies of, documentation
related to, and items used to implement the Licensed Service to the extent, but only to the extent, necessary to
support and maintain the Licensed Service rightfully distributed to NP’s End Subscribers by NP prior to
termination of this Agreement. Termination of this Agreement shall not affect rights of NPs or End Subscribers
receiving the Licensed Service prior to the date of termination. Additionally, as provided for above in the sections
on Residuals, NP will be eligible to receive ongoing Residuals from qualifying subscriptions entered into prior to
the termination of this Agreement.

Survival of Terms. Termination of this Agreement shall not relieve either party of any obligations arising under
this Agreement prior to the date of termination. Any provisions of this Agreement that by their nature extend
beyond the Expiration Date or other termination of this Agreement shall remain in effect until all obligations are
TRUNITY, INC. • One Harbour Place, Suite 11, Portsmouth, NH 03801
Phone: 603-397-0901 • Fax: 603-218-6006

Trunity Network Partner Agreement, 2010-03-30, Page 5 of 8.


satisfied. This includes Trunity’s obligation to provide ongoing service and support to NP’s Subscribers.
Confidentiality provisions shall remain in effect until the Confidential Information is no longer confidential.

11. Independent Contractors: Each party acknowledges that the parties to this Agreement are independent
contractors and that it will not, except in accordance with this Agreement, represent itself as an agent or legal
representative of the other.

12. Assignment: This Agreement is not assignable or sellable by NP, in whole or in part, without Trunity’s
prior written consent, which shall not be unreasonably withheld. Notwithstanding, Trunity will not unreasonably
withhold consent to an assignment of this Agreement or any part of this Agreement to a parent, subsidiary or
affiliate of NP, or unreasonably prevent the sale of an NP’s website business (and resulting stream of Residuals)
developed as a result of this Agreement, provided that the successor entity is at least as capable as NP of
satisfying NP’s responsibilities hereunder. Any attempted assignment without Trunity’s written consent will be
null and void. For its part, however, Trunity shall have the right in its sole discretion, and without the prior
approval of NP, to assign all of Trunity’s rights and obligations under this Agreement to any entity capable of and
acting to fulfill all obligations of Trunity specified herein.

13. Confidential Information: In the course of entering and during the life of this Agreement, the parties
may share certain Confidential Information about each other’s business strategy, tactics, finances, marketing,
existing or planned products or services, operations, technology, and other Confidential Information. Neither
party shall use or disclose any Confidential Information supplied by the other party (that has not been clearly
made publicly known by the other party) about these or other obviously confidential matters, except as authorized
in writing by the other party in advance of such disclosure. Additionally, the parties shall safeguard all
Confidential Information provided by the other party in the same or more restrictive manner as it safeguards its
own Confidential Information.

14. Dispute Resolution: The Trunity Network is committed to providing an innovative and outstanding
product and service that advances the many business, community, technology, financial, and public interest
objectives of its Network Partners. Nonetheless, differences in perspectives or interpretation sometimes arise in
the normal course of events. If a difference arises, the parties agree to attempt in good faith to resolve all
disputes arising between them first through negotiated settlement, over an expedited period of no more than thirty
(30) days from the date of first written notice of the dispute and request for negotiation. In the event that
negotiation fails to yield a settlement or resolution, within the stated period, the parties agree to pursue mediation
within an expedited period (not less than thirty (30) nor more than sixty (60) days) from the receipt by a party of
the notice described below. If mediation is not successful, the parties will be free to pursue court action. Neither
party shall file a lawsuit until the mediation has been completed, except that in the event that the actions of one
party will cause or are causing the other immediate irreparable injury requiring temporary injunctive relief and the
other party is unwilling to suspend its planned or existing activity to allow for expedited mediation, in which case
the aggrieved party may file suit and seek such temporary injunctive relief in a court with jurisdiction over the
subject matter of the dispute. Dispute resolution under this section shall be triggered by one party’s service upon
the other of a written notice and request to mediate, identifying the subject matter of the dispute and the nature of
the relief sought. Unless otherwise agreed in writing at the time of mediation, mediation shall be conducted in
Santa Clara County and in the State of California, USA, through and under the normally accepted rules and
practices governing mediation.

15. Limitation of Actions. No action arising or resulting from this Agreement, regardless of its form, may
be brought by either party against the other more than two (2) years after termination of this Agreement.

16. Jurisdiction and Applicable Law. This Agreement will in all respects be governed by and construed in
accordance with the laws of the State of California of the United States of America and will not be construed in
accordance with or governed by the United Nations Convention for International Sales of Goods. Any lawsuit
brought by one party against the other, upon the possible failure of mediation, shall be brought only in a federal or
state court of competent jurisdiction in Santa Clara County and in the State of California, United States of
America. Both parties hereby submit to the personal jurisdiction of said court for said purpose.

TRUNITY, INC. • One Harbour Place, Suite 11, Portsmouth, NH 03801


Phone: 603-397-0901 • Fax: 603-218-6006

Trunity Network Partner Agreement, 2010-03-30, Page 6 of 8.


17. Attorneys’ Fees. Each party agrees to pay the other’s reasonable attorneys’ fees and costs of litigation if
the original party, for any cause whatsoever, brings suit against the other party and the other party is finally
adjudicated not to have liability.

18. Superior Agreement: This Agreement will not be supplemented or modified by any course of dealing
or usage of trade. Variance from or addition to the terms and conditions of this Agreement in any written
notification from NP will be of no effect, unless otherwise expressly provided for in this Agreement.

19. Scope of Agreement: Each of the parties hereto acknowledges that it has read this Agreement,
understands it and agrees to be bound by its terms. The parties further agree that this Agreement is the complete
and exclusive statement of agreement regarding the subject matter and supersedes all proposals (oral or written),
understandings, representations, conditions, warranties, covenants and all other communications between the
parties relating thereto. This Agreement incorporates by reference the latest amended form of any definitions,
general terms and conditions, and Policies and Procedures that Trunity may publish and amend from time to time
on the Trunity partner extranet. Any Stewardship Agreement between the parties shall be deemed to relate to
separate subject matter and shall stand independent of this Agreement. This Agreement may be amended or
modified only by a writing that refers specifically to this Agreement and is signed by both parties.

20. Supplemental Terms: The terms in this section, if any are added and if the end of this section is
initialed by authorized agents of both parties, are added to this Agreement. In the event of any conflict or
inconsistency between these supplemental or additional terms and terms stated elsewhere in this Agreement, the
terms in this section shall prevail.

Acknowledged: Trunity initials: _______ NP initials: _______

21. Signature: This Agreement is entered into as of the effective date stated below between The Trunity
Network and the undersigned Network Partner. By signing below, the parties acknowledge their agreement with
the terms and conditions of this Agreement, and each signatory represents and certifies that he/she is authorized to
sign on behalf of and to bind each of the respective parties to all of the terms and conditions of this Agreement:

Trunity Network: Network Partner:

Signature: Signature:
Printed Name: Printed Name:
Title: Title:
Date: Date:

Additional Information:
Effective Date:
NP’s URL (or, if agreed to by Trunity, Digital Universe Portal) from which NP’s Website will be accessed by
Subscribers:
NP’s Qualifying Identification Number (to be provided by Trunity):
NP’s Federal Tax ID Number (or individual SSN):
Name of Referral (or how you learned about Trunity):

NP’s Contact Information


Individual or Company Name:
Contact Person:
Address:
Telephone:
Alternate Telephone:
Facsimile:
Email:

TRUNITY, INC. • One Harbour Place, Suite 11, Portsmouth, NH 03801


Phone: 603-397-0901 • Fax: 603-218-6006

Trunity Network Partner Agreement, 2010-03-30, Page 7 of 8.


TRUNITY, INC. • One Harbour Place, Suite 11, Portsmouth, NH 03801
Phone: 603-397-0901 • Fax: 603-218-6006

Trunity Network Partner Agreement, 2010-03-30, Page 8 of 8.

You might also like