Contenu connexe Similaire à Navigating the maze of OEM terms (20) Navigating the maze of OEM terms1. NAVIGATING THE MAZE OF OEM
TERMS
with
Dmitry Shesterin
© 2013 Dmitry Shesterin. All Rights Reserved.
2. Agenda
Introduction
Before you partner
Common terms
Uncommon terms
Implementation best practices
© 2013 Dmitry Shesterin. All Rights Reserved.
3. Intro
Pragmatic:
Management Consultant
Startup Advisor for Seed & Round A
VP, Product Management
VP, Marketing
Large Capital Project Sales Manager
Academic
Executive MBA
BA, Intercultural Communications
Likes
Theory of pricing
Being a geek
© 2013 Dmitry Shesterin. All Rights Reserved.
4. Agenda
Introduction
Before you partner
Common terms
Uncommon terms
Implementation best practices
© 2013 Dmitry Shesterin. All Rights Reserved.
5. Before you partner
Assess Build / Buy / Partner options
Evaluate all potential arrangements
Scoring:
Get consensus on: Consideration rating = 80%
5 - Excellent / Highest
Parameters 4 - Good
3 - Average
2 - Below Average
Assessment spectrum 1 - Poor / Low
Weighting
Option 1
Option 2
Option 3
Option 4
Option 5
Weight
Criteria
Criteria 1
25% 5 4 2 3 2
Criteria 2
25% 4 5 5 2 2
Criteria 3
20% 5 4 3 3 2
Criteria 4
20% 4 3 3 3 3
Criteria 5
10% 4 4 4 4 2
Percentage
100% 89% 81% 67% 57% 44%
Rank 1 2 3 4 5
Recommendation Consider Consider Reject Reject Reject
© 2013 Dmitry Shesterin. All Rights Reserved.
6. Secure alignment
• With management preferences
• Board / CEO / COO / Departments
• Organizational capabilities
• Abilities, experience, skills
• Availability of resources
• Capex / Opex requirements
• Extra office space
• Additional regulations or certification
© 2013 Dmitry Shesterin. All Rights Reserved.
7. Agenda
Introduction
Before you partner
Common terms
Uncommon terms
Implementation best practices
© 2013 Dmitry Shesterin. All Rights Reserved.
8. Common Terms - Royalties
• Royalties
• Values can be deceptive
• Net or Gross?
• Currency hedging
• Payment terms
• Net 30 / 60 /90
• Regular sales volume reports
• Invoicing frequency
• Revenue recognition
© 2013 Dmitry Shesterin. All Rights Reserved.
9. Common Terms - IP
• Who owns what:
• OEMee:
• IP for all technical designs
• Even if designs are based on feedback from OEMer
• Original trademarks and branding elements
• Own customer data
• OEMer:
• New trademarks
• Copyright
• Resulting offering
• Own customer data
© 2013 Dmitry Shesterin. All Rights Reserved.
10. Common Terms - Embargos
• Refrain from competition
• Geographically
• Vertically
• Based on customer segmentation
• Employment
• Goes both ways
• Sharing of customer data
© 2013 Dmitry Shesterin. All Rights Reserved.
11. Common Terms - Termination
• Duration of initial agreement
(from one to five years)
• Renews automatically annually thereafter
• Cancellations:
• At least 6 months notice
• Consider scaled penalties
• Support to extend for one to two years
• Can be used to renegotiate other terms
© 2013 Dmitry Shesterin. All Rights Reserved.
12. Agenda
Introduction
Before you partner
Common terms
Uncommon terms
Implementation best practices
© 2013 Dmitry Shesterin. All Rights Reserved.
13. Uncommon Terms - Commitments
• Promotional spend
• Fixed or variable amount over time
• Plans typically signed off on by OEMee
• Source code in escrow
• Dedicated resources
• In Product Management / Marketing
• In Support based on SLA or other KPI
• Development and QA
© 2013 Dmitry Shesterin. All Rights Reserved.
14. Uncommon Terms – Nuts and Bolts
• Localization
• Who pays for which languages
• Who pays for localization of what
• Technical documentation
• Tends to be expensive and often underestimated
• User guides, release notes, known bugs, features
• Upgrade / update lag
• Avoid being used as beta customer
© 2013 Dmitry Shesterin. All Rights Reserved.
15. Uncommon Terms – Brand & Price
• Brand attribution
• In product UI
• In marketing and sales collateral
• Price floors
• Establish MSRP
• Agree on escalation trigger (volume, deal type)
• Beware of becoming a loss leader
• Everything is negotiable!
© 2013 Dmitry Shesterin. All Rights Reserved.
16. Agenda
Introduction
Before you partner
Common terms
Uncommon terms
Implementation best practices
© 2013 Dmitry Shesterin. All Rights Reserved.
17. All Systems GO!
1. Learn EVERYTHING about your partner
2. Confirm stakeholders with authority
3. Draft a term sheet (integrative stage)
4. Codify terms in a contract (distributive stage)
5. Launch
6. Maintain
© 2013 Dmitry Shesterin. All Rights Reserved.
18. Best Practices to get there
• Keep regular communication consistent
• Secure authority (budgets and resources if needed)
• Internal status updates for governance
• Regular check-ins with key outside stakeholders
• Put faces to emails
• Development / QA to co-locate pre-launch
• Sales and marketing to cross – train @launch
• Provide a runway for sales quotas
• Allow champions to emerge
• Focus will grow organically
© 2013 Dmitry Shesterin. All Rights Reserved.
19. Best Practices to stay there
• Maintain good relationships
• Meet at least once a year
• Insure quarterly visits by cross functional members
• Get to know your partners personally
• Share successes, not only escalations
• Avoid changing contact persons
• Coordinate
• Events to avoid pitting
• Customer couponing
• Channel partner promos and acquisitions
© 2013 Dmitry Shesterin. All Rights Reserved.
20. Happy Partnering!
Email d.shesterin@gmail.com for deck copy,
templates files and frameworks
Connect on LinkedIn at linkd.in/shesterin
Follow me @dscheste
© 2013 Dmitry Shesterin. All Rights Reserved.