Before you sign a strategic partnership, write down what the company gets in numbers, what it gives up, what happens if the partner delivers a fraction of what it promised, and how you get out. Paste the term sheet or draft agreement, the partner's projections, your own pipeline and roadmap, the support and data terms, and the name of the executive who would own the relationship into one request. Instruct Pingpong to build the give-and-get list, run the case where the partner underperforms, and flag terms that tie the company down without a matching commitment from the partner. Review your written answers in a second round. Counsel owns the contract language.
This page is for chief executives, partnership leads, and directors weighing a distribution, embedded, co-selling, or technology partnership large enough to shape the company. Executive starting points live under Pingpong for executives.
Write what you get and what you give
The get side should be in numbers you can track: referred customers, revenue, a launch date, an integration delivered. The give side is often longer than it looks:
- Exclusivity that closes off other partners or customers.
- Roadmap commitments that move your engineers onto the partner's priorities.
- Data rights that let the partner learn from your customers' usage.
- Revenue share, and which customers it applies to.
- Support load from a new kind of user.
- Brand placement, including whether your name appears at all.
Run the failure case
Assume the partner delivers a fifth of its projection. Which of your commitments still apply? Can you end the agreement, and on what notice? What did exclusivity cost you in the meantime? A partnership worth signing still makes sense in that case, or lets you leave cleanly.
Name the owner
One executive owns the relationship, the numbers, and the renewal decision. The board hears how the partnership is doing at set intervals, measured against the get side.
A worked example
This example is illustrative and does not describe a customer. A 180-person expense management company has been offered a place as the preferred expense tool in a large accounting platform's marketplace, with co-selling. The draft terms include three years of exclusivity against two competing accounting platforms, a 30% revenue share, broad usage data rights for the partner, two integrations a year built to the partner's roadmap, and first-line support for all marketplace users. The partner projects 2,000 referred customers in year one.
The chief executive pastes the draft terms, the partner's projection, the company's pipeline by integration, the roadmap, support volume data, and notes from the partner meetings.
A useful pass finds that the projection is the partner's own, with no history behind it and no minimum in the contract. The exclusivity would block integrations that about a quarter of the current pipeline needs. The revenue share clause could be read to include existing customers who connect through the marketplace, a question for counsel. The data rights would let the partner study usage patterns in a category where it sells a basic expense feature of its own.
The failure case looks worse. At a fifth of the projection, the company still carries three years of exclusivity, two integrations a year, and support for a large base of small business users, with no right to end the agreement for underperformance. The relationship is assigned to "the partnerships team," with no executive named.
The chief executive and counsel prepare a counterproposal. Exclusivity drops to one year, covers co-marketing only, and depends on a minimum of 500 referred customers by month nine. Revenue share applies only to new customers sourced through the marketplace. Data rights are limited to aggregate reporting. The roadmap commitment falls to one integration a year. The company can end the agreement if the minimum is missed. The chief revenue officer owns the relationship and reports to the board each quarter. The board agrees in advance that if the partner refuses an exit for underperformance, the company walks away.
If the real alternative is buying a company that already has the capability, see test the thesis before you acquire.
A request you can copy
Below are draft terms for a strategic partnership, the partner's projections, our pipeline and roadmap, our support and data terms, and the executive who would own the relationship. List what we get in measurable terms and everything we give. Run the case where the partner delivers a fifth of its projection and show which of our commitments still apply. Flag one-sided terms, missing minimums, and missing exit rights. Mark contract questions for our counsel. Stop there so we can answer in writing, then review our answers.
How Pingpong runs the review
The web review app sends your request through several models in order. Each later model receives the original request and every earlier answer, with instructions to assess the work so far. For the steps inside the app, see running your first review.
What a model can't review
A model does not know the partner's internal priorities, how its sales team is paid, or how past partners fared. Counsel owns the contract, and you and the board own the decision.
When the agreement goes to the board, see war-game a decision before the board meeting. More guides live under work decisions before you commit.