Partner Program

Partner Agreement Terms

General terms and conditions for the PunchCommerce Partner Program.

As of: March 2026 · Version 1.1

These partner agreement terms are bindingly accepted by submitting the registration form on the Become a Partner page. A separate signature is not required.

§ 1 Subject Matter

netzdirektion | Gesellschaft für digitale Wertarbeit mbH (hereinafter "PunchCommerce") operates a punchout platform and related services (hereinafter "Platform"). These partner agreement terms govern the admission of the partner into the PunchCommerce Partner Program and the rights and obligations of both parties.

The partner actively acquires new customers for PunchCommerce in the course of its business activities and/or integrates its technology with the Platform. In return, PunchCommerce grants the partner the services defined in these terms and compensates the partner in accordance with the following provisions.

The contractual relationship is established by submitting the partner registration form and the associated acceptance of these terms. PunchCommerce confirms receipt by email. The partner account is activated following review by PunchCommerce.

§ 2 Partner Types and Tiers

2.1 Partner Types

Upon registration, the partner selects one of the following partner types:

2.2 Partner Tiers (Agency Partners only)

Within the Agency Partner type, two tiers are distinguished:

Criterion Registered Certified
Active customersfewer than 5≥ 5
Commission on net MRR (24 months)10%15%
Commission on upgrades (24 months)10%15%
Free project supporton request
Co-branding / marketingincluded (§ 7)
Semi-annual enablement callincluded

2.3 Tier Promotion and Demotion

Every Agency Partner starts as a Registered Partner. PunchCommerce reviews tier criteria on a monthly basis. When a Registered Partner reaches at least five active customers, PunchCommerce is notified about the upgrade opportunity and may promote the partner to Certified Partner status following review. PunchCommerce will inform the partner by email.

If a Certified Partner falls below the minimum of five active customers, PunchCommerce sets a warning period of three (3) months. If the minimum is not met again within this period, the partner is automatically demoted to Registered Partner status. The warning period is reset as soon as the minimum is met again.

§ 3 Minimum Activity and Status Maintenance

The following minimum requirements must be continuously met to maintain the respective partner status:

If a partner falls below the minimum number of active customers, PunchCommerce is entitled, after written notice with a grace period of three (3) months, to demote the partner status or to terminate the contractual relationship with four (4) weeks' notice to the end of the month.

§ 4 Commissions and Compensation

4.1 Commission Basis

Commissions are granted exclusively to Agency Partners (§ 2.1). The basis for commission calculation is the monthly recurring net revenue (net MRR) of the end customers assigned to the partner that has actually been collected by PunchCommerce. One-time payments, implementation fees, and third-party taxes and charges are excluded from the commission basis.

4.2 Commission Rate and Duration

The commission rate depends on the partner tier pursuant to § 2.2 (10% for Registered Partners, 15% for Certified Partners). The commission is calculated on the cumulative net MRR of all active end customers assigned to the partner.

The commission entitlement for an end customer exists for a period of twenty-four (24) months from the date the respective end customer enters into a contract with PunchCommerce. After expiry of this 24-month period, the commission entitlement for the relevant end customer lapses, regardless of whether the customer continues to use the Platform.

For end customer upgrades (switching to a higher plan or acquiring additional services) within the 24-month period, the commission is calculated on the entire new net MRR of the end customer at the full rate. An upgrade does not extend the commission period.

4.3 Customer Assignment

An end customer is assigned to the partner for commission purposes when one of the following conditions is met:

Retrospective assignment of an end customer who has already entered into a contract with PunchCommerce is not possible. In the case of multiple assignment claims by different partners, the first evidence received (referral link registration or named nomination) shall be decisive.

4.4 Billing Procedure

Billing is performed monthly. PunchCommerce generates an automated commission report at the end of each month and transmits it by email to the partner's registered email address. The report contains the number of active customers, the net MRR and the calculated commission amount.

Payouts are made from a minimum commission amount of €50.00 per month via credit note procedure. If the commission amount falls below this threshold, it is carried forward to the following month.

The partner is obliged to issue a proper invoice to PunchCommerce within 30 calendar days based on the transmitted report in accordance with applicable tax requirements. Payment is made within 14 business days of receipt of the invoice, provided there are no objections.

Objections to a commission report must be raised in writing to PunchCommerce within 14 calendar days of receipt. After this period, the report is deemed accepted.

4.5 Expiry of Commission Entitlement

The commission entitlement for an end customer expires after twenty-four (24) months from the date of the end customer's contract (§ 4.2) or upon termination of the partner agreement – whichever occurs first. After termination becomes effective, there is no entitlement to commissions for periods after the termination date. Already due but unpaid commissions remain unaffected.

§ 5 Services Provided by PunchCommerce

5.1 General Partner Services

PunchCommerce provides the partner with the following services:

5.2 Services for Certified Partners (Agency)

Certified Partners additionally receive:

5.3 Services for Technology Partners

Technology Partners receive prioritised technical support from the PunchCommerce development team. PunchCommerce develops and maintains the PunchOut integration for the Technology Partner's platform. Requests are processed with priority. Access is set up upon activation of the partner account and ends upon termination of the contractual relationship.

§ 6 Partner Obligations

6.1 General Obligations

The partner undertakes to:

6.2 No Exclusivity

The partner program does not establish any exclusivity obligation. The partner is entitled to market, distribute or recommend products or services from other providers – including those that compete with PunchCommerce.

6.3 Compliance

The partner ensures that its sales activities in connection with PunchCommerce comply with all applicable legal provisions, in particular data protection regulations (GDPR), competition law (UWG) and telemedia law (DDG). PunchCommerce assumes no liability for unlawful conduct by the partner towards third parties or end customers.

§ 7 Trademark Use and Co-Branding

PunchCommerce grants the partner a simple, non-transferable licence, limited to the duration of the contractual relationship, to use the trademark, logo and designation "PunchCommerce" to reference the partnership. Use is only permitted in the form approved by PunchCommerce and within the provided brand and design guidelines.

Access to co-branding materials (presentation templates, certification badges, joint press release templates) is granted exclusively to Certified Partners. Registered Partners and Technology Partners may only reference their existing partnership without using co-branding materials.

Upon termination of the contractual relationship, the licence expires. The partner is obliged to immediately cease all trademark use.

§ 8 Data Protection and Confidentiality

8.1 Confidentiality

Both parties undertake to treat all information obtained in the course of the contractual relationship regarding the business activities, customers, products, technology and other affairs of the other party as strictly confidential and not to disclose it to third parties. The confidentiality obligation continues for the duration of the contractual relationship and for a period of three (3) years after its termination.

8.2 Data Protection

The partner processes personal data of end customers exclusively in accordance with applicable data protection law, in particular the GDPR. If the partner processes personal data on behalf of PunchCommerce, a separate data processing agreement pursuant to Art. 28 GDPR must be concluded.

The partner is obliged to immediately inform PunchCommerce if it becomes aware of a data protection breach affecting PunchCommerce or data processed by PunchCommerce.

§ 9 Liability

PunchCommerce is liable without limitation for damages resulting from injury to life, body or health. For other damages, PunchCommerce is only liable in cases of intent and gross negligence as well as breach of material contractual obligations (cardinal obligations); in cases of slightly negligent breach of cardinal obligations, liability is limited to the foreseeable, contract-typical damage.

The partner is fully liable to PunchCommerce for damages arising from a culpable breach of its obligations under this contractual relationship, in particular through misrepresentation of PunchCommerce products or misuse of the referral link.

The partner indemnifies PunchCommerce against all third-party claims arising from a breach of its contractual or statutory obligations.

§ 10 Term and Termination

10.1 Term

The contractual relationship is concluded for an indefinite period and begins with the activation of the partner account by PunchCommerce.

10.2 Ordinary Termination

Either party may terminate the contractual relationship at any time with four (4) weeks' notice to the end of a calendar quarter (31 March, 30 June, 30 September, 31 December). Termination must be in writing (email is sufficient).

10.3 Extraordinary Termination

The right to extraordinary termination without notice for good cause remains unaffected. Good cause exists in particular when:

In the event of termination without notice for good cause attributable to the partner, the partner forfeits all outstanding commission claims, provided the breach was causal for the termination.

10.4 Consequences of Termination

Upon termination of the contractual relationship, all access authorisations granted to the partner (referral link, partner directory listing) shall be deactivated. The partner is obliged to return or demonstrably destroy all confidential information and documents upon request. Commission entitlements expire upon the effective date of termination (§ 4.5).

§ 11 Final Provisions

11.1 Changes to the Partner Model

PunchCommerce reserves the right to modify the partner model, including commission rates, tier criteria and offered services, with a notice period of at least eight (8) weeks. Changes will be communicated to the partner by email. If the partner does not object to a change within four (4) weeks, the change is deemed accepted. In the event of an objection, both parties have the right to ordinary termination pursuant to § 10.2.

11.2 Assignment

The partner is not entitled to transfer rights and obligations under this contractual relationship to third parties without the prior written consent of PunchCommerce. PunchCommerce is entitled to transfer the contractual relationship to an affiliated company in the course of an acquisition or restructuring.

11.3 Severability

Should any provision of these terms be or become invalid or unenforceable, this shall not affect the validity of the remaining provisions. The parties undertake to replace the invalid provision with a valid provision that comes closest to the economic purpose.

11.4 Written Form

Amendments and supplements to these terms require written form. Transmission by email is sufficient unless expressly stipulated otherwise.

11.5 Governing Law and Jurisdiction

These terms are governed by the laws of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods (CISG). The exclusive place of jurisdiction for all disputes is the registered office of PunchCommerce, provided the partner is a merchant within the meaning of the German Commercial Code (HGB).

11.6 Entire Agreement

These partner agreement terms, together with the partner registration, constitute the entire agreement of the parties and supersede all prior oral or written agreements and arrangements relating to the partner program.

Annex – Partner Tiers and Service Overview

Service / Criterion Registered Certified Technology
Minimum active customers< 5≥ 5n/a
Commission on net MRR (24 mo.)10%15%none
Commission on upgrades (24 mo.)10%15%none
Minimum payout€50/month€50/month
Free project supporton request
Co-branding / marketingincluded
Prioritised technical supportincluded
Semi-annual enablement callincluded
Partner directory listingincludedprioritised + badgeincluded
Individual referral linkincludedincluded
Integration maintained by PunchCommerceincluded

PunchCommerce is a product of netzdirektion | Gesellschaft für digitale Wertarbeit mbH · Version 1.1 · As of: March 2026

PunchCommerce® ist ein Produkt der Netzdirektion GmbH