Common use of Engagement Model Clause in Contracts

Engagement Model. 1. Upon Open Ecosystem Partner meeting the Program Requirements for the first time and subject to Open Ecosystem Partner’s compliance with all Program Requirements at all times during the term of this Sell On Premise Open Ecosystem Model, SAP hereby grants to Open Ecosystem Partner and Open Ecosystem Partner hereby accepts from SAP the right to: a) purchase those Software products from Distributors for which Open Ecosystem Partner achieved and continues to uphold a successful Sell Authorization; b) market and distribute the Software purchased from a Distributor in its own name, at its own risk and for its own account to End Users located in the Territory (as defined in the Sell On Premise Open Ecosystem Schedule); and c) position SAP Delivered Support for the Software purchased from a Distributor to End Users located in the Territory (as defined in the Sell On Premise Open Ecosystem Schedule), if available for the Software product. 2. Open Ecosystem Partner will use its best efforts to market and position SAP Delivered Support for the Software purchase from a Distributor to End Users located in the Territory. 3. SAP will inform its Distributors located in the Territory: a) once Open Ecosystem Partner has fulfilled the Program Requirements for the first time by displaying the Open Ecosystem Partner as “Open Ecosystem Partner” on SAP’s partner-dedicated website; and b) if Open Ecosystem Partner ceases to fulfill the Program Requirements or if this Sell On Premise Open Ecosystem Model is terminated, rescinded or ends in any other way by either showing the Open Ecosystem Partner as “non-operational” on or delisting the Open Ecosystem Partner from SAP’s partner-dedicated website. 4. Open Ecosystem Partner is solely responsible for accurately and completely representing the Software and the Maintenance Services. Open Ecosystem Partner assumes all financial and legal liability for the quality, reliability and accuracy of all representations and warranties made by Open Ecosystem Partner, its employees, agents and consultants beyond what is contained in the Documentation. Open Ecosystem Partner will at any presentation give the SAP Group and its licensors appropriate credit for the ownership of the Software, Documentation and other SAP Materials. 5. Open Ecosystem Partner must not deliver or recommend any software or other products that are incompatible with the Software. 6. Open Ecosystem Partner will be solely responsible for setting its own prices vis-à-vis the End User for the distribution of the Software.

Engagement Model. 1. Upon Open Ecosystem Partner Distributor meeting the Program Requirements for the first time and subject to Open Ecosystem PartnerDistributor’s compliance with all Program Requirements at all times during the term of this Sell On Premise Open Ecosystem Distribution Model, SAP hereby grants to Open Ecosystem Partner Distributor and Open Ecosystem Partner Distributor hereby accepts from SAP the right to: a) purchase market and distribute those Software products from Distributors for which Open Ecosystem Partner Distributor achieved and continues to uphold a successful Sell Authorization; b) market and distribute the Software purchased from a Distributor Authorization in its own name, at its own risk risk, and for its own account account; and b) position SAP Delivered Support for the Software purchased from SAP, if available for the Software product, to End Users Open Ecosystem Partners located in the Territory (as defined in the Sell On Premise Open Ecosystem Distribution Schedule); and c) position SAP Delivered Support for the Software purchased from a Distributor to End Users located in the Territory (as defined in the Sell On Premise Open Ecosystem Schedule), if available for the Software product. 2. Open Ecosystem Partner will use its best efforts to market and position SAP Delivered Support for the Software purchase from a Distributor to End Users located in the Territory. 3. SAP will inform its Distributors Open Ecosystem Partners located in the Territory: a) once Open Ecosystem Partner Distributor has fulfilled the Program Requirements for the first time by displaying the Open Ecosystem Partner as “Open Ecosystem Partner” Distributor on SAP’s partner-dedicated website; and b) if Open Ecosystem Partner Distributor ceases to fulfill the Program Requirements or if this Sell On Premise Open Ecosystem Distribution Model is terminated, rescinded or ends in any other way by either showing the Distributor as “non-operational” on or delisting the Distributor from SAP’s partner-dedicated website. 3. SAP will inform Distributor about available Open Ecosystem Partners located in the Territory by displaying the available Open Ecosystem Partners on SAP’s partner-dedicated website. If an Open Ecosystem Partner is no longer authorized to order Software from a Distributor, SAP will either show the Open Ecosystem Partner as “non-operational” on or delisting the Open Ecosystem Partner delist it from SAP’s partner-dedicated website. Prior to placing an order with SAP, Distributor must verify on SAP’s partner-dedicated website that the person or entity that Distributor wants to sell the Software to is still authorized to order Software as Open Ecosystem Partner. 4. Open Ecosystem Partner Distributor is solely responsible for accurately and completely representing the Software and the Maintenance Services. Open Ecosystem Partner Distributor assumes all financial and legal liability for the quality, reliability and accuracy of all representations and warranties made by Open Ecosystem PartnerDistributor, its employees, agents and consultants beyond what is contained in the Documentation. Open Ecosystem Partner Distributor will at any presentation give the SAP Group and its licensors appropriate credit for the ownership of the Software, Documentation and other SAP Materials. 5. Open Ecosystem Partner Distributor must not deliver or recommend any software or other products that are incompatible with the Software. 6. Open Ecosystem Partner Distributor will be solely responsible for setting its own prices vis-à-vis the End User Open Ecosystem Partner for the distribution of the Software.

Engagement Model. 1. Upon Open Ecosystem Partner Distributor meeting the Program Requirements for the first time and subject to Open Ecosystem PartnerDistributor’s compliance with all Program Requirements at all times during the term of this Sell On Premise Open Ecosystem Distribution Model, SAP hereby grants to Open Ecosystem Partner Distributor and Open Ecosystem Partner Distributor hereby accepts from SAP the right to: a) purchase market and distribute those Software products from Distributors product licenses for which Open Ecosystem Partner Distributor achieved and continues to uphold a successful Sell Authorization; b) market and distribute the Software purchased from a Distributor Authorization in its own name, at its own risk risk, and for its own account account; and b) position SAP Delivered Support for the Software licenses purchased from SAP, if available for the Software product, to End Users Open Ecosystem Partners located in the Territory (as defined in the Sell On Premise Open Ecosystem Distribution Schedule); and c) position SAP Delivered Support for the Software purchased from a Distributor to End Users located in the Territory (as defined in the Sell On Premise Open Ecosystem Schedule), if available for the Software product. 2. Open Ecosystem Partner will use its best efforts to market and position SAP Delivered Support for the Software purchase from a Distributor to End Users located in the Territory. 3. SAP will inform its Distributors Open Ecosystem Partners located in the Territory: a) once Open Ecosystem Partner Distributor has fulfilled the Program Requirements for the first time by displaying the Open Ecosystem Partner as “Open Ecosystem Partner” Distributor on SAP’s partner-dedicated website; and b) if Open Ecosystem Partner Distributor ceases to fulfill fulfil the Program Requirements or if this Sell On Premise Open Ecosystem Distribution Model is terminated, rescinded or ends in any other way by either showing the Distributor as “non-operational” on or delisting the Distributor from SAP’s partner-dedicated website. 3. SAP will inform Distributor about available Open Ecosystem Partners located in the Territory by displaying the available Open Ecosystem Partners on SAP’s partner-dedicated website. If an Open Ecosystem Partner is no longer authorized to order Software from a Distributor, SAP will either show the Open Ecosystem Partner as “non-operational” on or delisting the Open Ecosystem Partner delist it from SAP’s partner-dedicated website. Prior to placing an order with SAP, Distributor must verify on SAP’s partner-dedicated website that the person or entity that Distributor wants to sell the Software licenses to is still authorized to order Software as an Open Ecosystem Partner. 4. Open Ecosystem Partner Distributor is solely responsible for accurately and completely representing the Software and the Maintenance Services. Open Ecosystem Partner Distributor assumes all financial and legal liability for the quality, reliability and accuracy of all representations and warranties made by Open Ecosystem PartnerDistributor, its employees, agents and consultants beyond what is contained in the Documentation. Open Ecosystem Partner Distributor will at any presentation give the SAP Group and its licensors appropriate credit for the ownership of the Software, Documentation and other SAP Materials. 5. Open Ecosystem Partner Distributor must not deliver or recommend any software or other products that are incompatible with the Software. 6. Open Ecosystem Partner Distributor will be solely responsible for setting its own prices vis-à-vis the End User Open Ecosystem Partner for the distribution of the Software.

Engagement Model. 1. Upon Open Ecosystem Partner meeting the Program Requirements for the first time and subject to Open Ecosystem Partner’s compliance with all Program Requirements at all times during the term of this Sell On Premise Open Ecosystem Model, SAP hereby grants to Open Ecosystem Partner and Open Ecosystem Partner hereby accepts from SAP the right to: a) purchase those Software products from Distributors for which Open Ecosystem Partner achieved and continues to uphold a successful Sell Authorization; b) market and distribute the Software purchased from a Distributor in its own name, at its own risk and for its own account to End Users located in the Territory (as defined in the SAP Open Ecosystem – Sell On Premise Open Ecosystem Schedule); and c) position SAP Delivered Support for the Software purchased from a Distributor to End Users located in the Territory (as defined in the SAP Open Ecosystem – Sell On Premise Open Ecosystem Schedule), if available for the Software product. 2. Open Ecosystem Partner will use its best efforts to market and position SAP Delivered Support for the Software purchase from a Distributor to End Users located in the Territory. 3. SAP will inform its Distributors located in the Territory: a) once Open Ecosystem Partner has fulfilled the Program Requirements for the first time by displaying the Open Ecosystem Partner as “Open Ecosystem Partner” on SAP’s partner-dedicated website; and b) if Open Ecosystem Partner ceases to fulfill the Program Requirements or if this Sell On Premise Open Ecosystem Model is terminated, rescinded or ends in any other way by either showing the Open Ecosystem Partner as “non-operational” on or delisting the Open Ecosystem Partner from SAP’s partner-dedicated website. 4. Open Ecosystem Partner is solely responsible for accurately and completely representing the Software and the Maintenance Services. Open Ecosystem Partner assumes all financial and legal liability for the quality, reliability and accuracy of all representations and warranties made by Open Ecosystem Partner, its employees, agents and consultants beyond what is contained in the Documentation. Open Ecosystem Partner will at any presentation give the SAP Group and its licensors appropriate credit for the ownership of the Software, Documentation and other SAP Materials. 5. Open Ecosystem Partner must not deliver or recommend any software or other products that are incompatible with the Software. 6. Open Ecosystem Partner will be solely responsible for setting its own prices vis-à-vis the End User for the distribution of the Software.