Exhibit 10.16
Memorandum of Understanding
Joint Marketing
This document, when signed by MicroStrategy Incorporated ("MicroStrategy") and
NCR ("NCR") will, effective as of September 30, 1999, serve as a binding
memorandum of understanding ("MOU") regarding a Joint Marketing Alliance between
MicroStrategy and NCR with respect to MicroStrategy's products and NCR's
business vision as it relates to the MicroStrategy Products. The parties intend
to enter into one or more agreements ("Definitive Agreement(s)") to govern the
terms of such joint marketing activities, which will include the following
business terms as well as other customary terms and conditions.
The following describes the agreement between the parties.
A. NCR Intent. NCR expects to exploit the relationship between MicroStrategy
and NCR to expound upon its e-business vision and jointly promote
MicroStrategy's products as part of that vision. NCR desires to make sure
that its efforts are coordinated with MicroStrategy.
B. MicroStrategy Intent. MicroStrategy expects to exploit the relationship
between NCR and MicroStrategy to expound upon its e-business product
offerings and vision and jointly promote the NCR relationship as part of
that vision. MicroStrategy desires to ensure that these activities are
coordinated with NCR.
The following describes the agreement between the parties.
MicroStrategy Obligations
1. MicroStrategy will use commercially reasonable efforts to establish an NCR
business unit consisting of sales, consulting, engineering support, and
education staff for the term of the joint-marketing relationship.
MicroStrategy anticipates that it will invest at least five million US
dollars (US$5,000,000) per year for this business unit.
2. MicroStrategy will use commercially reasonable efforts to launch in e-
business joint-marketing campaign. MicroStrategy anticipates that it will
invest at least five million US dollars (US$5,000,000) of its marketing
budget per year for this campaign.
3. MicroStrategy will add a "powered by Teradata logo" to its Xxxxxxxx.xxx site
and promotional materials.
NCR Obligations
1. NCR will us commercially reasonable efforts to establish a 25 person sales,
consulting and marketing business unit to market and sell the MicroStrategy
products for the term of the joint-marketing relationship.
2. NCR will use commercially reasonable efforts to launch in e-business joint
marketing campaign. NCR anticipates that it will invest at least five
million US dollars (US$5,000,000) of its marketing budget per year, for
this campaign.
Joint Obligations
1. As part of the joint-marketing relationship, MicroStrategy and NCR will work
together on initiatives such as the following:
a. A full media advertising campaign;
b. Joint product/offering collateral;
c. A full scale launch of the partnership, including analysis and press
briefings;
d. A sales force education program;
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e. Product management programs;
f. Sales and pre-sales support; and
g. Other similar initiatives.
The parties acknowledge and agree that these activities and the timeframe
for implementation will be more specifically articulated in the Definitive
Agreement.
2. All of these initiatives will be coordinated and planned and implemented in
conjunction with NCR.
3. The third party costs of the initiatives will be paid for out of the five
million US dollars (US$5,000,000) joint-marketing funds to be established by
both parties. All such costs will be pre-approved by both parties and would
include activities such as (a) print media advertising, (b) collateral
production and dissemination, (c) television advertising, and (d) special
events (seminars, press, conferences, etc.). The costs would not include
the NCR or MicroStrategy employees, related employee travel and expenses,
etc.
Terms of Agreement
The joint marketing relationship will last for one (1) year and automatically
renew for successive one (1) year terms unless a party notifies the other party
of its intent not to renew at least forty-five (45) days prior to the expiration
of this term.
Additional Terms
The parties acknowledge and agree that the parties will enter into a definitive
Agreement, which contains these substantive terms as well as additional terms
that are standard in the industry. The Definitive Agreement will supersede this
MOU. The parties agree that they will, in good faith, negotiate the terms and
conditions of the Definitive Agreement. The parties further agree that they
will endeavor to complete such a Definitive Agreement by October 30, 1999.
The party executing this Agreement on behalf of the parties represents and
warrants that he or she has been duly authorized under the party's charter
documents and applicable law to do so.
XXX Xxxxxxxxxxx MicroStrategy Incorporated
By: /s/ Xxxx X. Xxxxxx By: /s/ Xxxxxxx X. Xxxxxx
----------------------- --------------------------
Name: Xxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx
----------------------- --------------------------
Title: Vice President-Corp.
Finance Title: President & CEO
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0000 Xxxxx Xxxxxxxxx Xxxx. Date:
Xxxxxx, XX 00000-0000 ------------------------
0000 Xxxxxx Xxxxxxxx Xxxxx
Xxxxxx, XX 00000
Telephone: (000) 000-0000
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