Your Upside

Value Creation Partnerships.

Together, we build, improve, and grow the business. We share in the upside.

We bring Q44’s technology work and your operational expertise together to pursue growth. We agree on a revenue baseline for each quarter and share qualifying revenue above it. The four quarterly baselines add up to an annual reference. Your business keeps revenue up to each quarterly baseline and the substantial majority above it under the illustrated terms.

Aligned incentivesNo upfront development chargesShared upside

Explore the arrangement

See what your business could keep.

New revenue your business keeps

$0Above the seasonal quarterly baselines, after Q44’s share
How revenue is sharedParticipation applies only to each quarter’s revenue above its seasonal baseline.
New revenue above seasonal baselines$0
Your business$00%
Q44$00%
New revenue by yearIllustrative scenario only. We allocate projected annual revenue across quarters using the same seasonal percentages as the agreement table, then calculate Q44’s share separately for each quarter. Growth, volatility, and random paths are assumptions, not predictions or performance promises.
Annual new revenue, split between your business and Q44
Your businessQ44
Annual revenue-sharing forecast
YearAnnual growthTotal revenueNew revenueQ44 shareNew revenue kept by you

How we partner

Built around measurable progress.

01

Agree on a starting point

We agree on a baseline for each of the four quarters. Together, they show the annual reference amount. Revenue up to each quarterly baseline stays with your business.

02

Build what moves the business

We combine Q44’s technology work with your operational knowledge to improve the business and pursue growth together, without a traditional recurring development fee in this illustrated model.

03

Share in growth

We share qualifying revenue above each quarter’s seasonal baseline using the agreed formula. Your business retains the majority of incremental revenue under the example terms.

Partnership FAQ

How the structure works.

These answers explain the illustrated arrangement. The final terms belong in a completed agreement.

01How is the revenue baseline set?

We agree on four quarterly baseline amounts that reflect the business’s normal seasonal pattern. They add up to an annual reference amount. The agreement shows each quarter’s amount directly, so we can compare each quarter’s revenue with its own baseline. The explorer uses an illustrative split until we set the real amounts together.

02What revenue does Q44 share in?

Under the proposed formula, Q44 participates in positive Net Recognized Revenue above the applicable seasonal quarterly baseline, after refunds, discounts, and sales taxes. We calculate that share without assigning individual sales to either party’s work. It is a revenue share, not a profit share.

03Are there upfront development charges?

No upfront or recurring development charge is part of the proposed agreement. Any other charge requires your business’s written approval.

04How would payments be calculated?

Each quarter, Q44 receives its agreed share of positive Net Recognized Revenue above that quarter’s seasonal baseline. A strong quarter can produce a payment even if the full year ends below the annual reference amount; a low later quarter does not reduce an earlier payment. The draft sets reporting and payment within 30 days after each quarter; the prepared agreement can use the deadline both parties choose.

05Who owns the software we build?

Your business owns all software and other technology Q44 creates under the agreement. Q44 retains its preexisting tools and grants your business a permanent, transferable license to any of those tools included in the delivered software.

06What happens if you terminate?

You may end ongoing services immediately by written notice. Ordinarily, Q44’s share continues for the negotiated tail period. No tail applies if Q44 materially fails to perform agreed written work, receives specific written notice and 30 days to cure, and does not cure before you terminate for that failure. Amounts already earned remain payable. The explorer models ordinary termination.

07What happens if Q44 terminates?

Q44 gives 30 days’ written notice and a reasonable technical handoff. Future participation stops when Q44 ends the arrangement. Amounts already earned remain payable, and your business keeps its agreed software rights.

08What if your business is sold?

In an asset sale, the business pays a buyout from its proceeds unless the buyer assumes the agreement with Q44’s consent. In an ownership sale, the agreement stays with the business unless Q44 and the selling owners agree to a buyout from their proceeds. The buyout is the lesser of the negotiated multiple applied to recent Q44 payments and Q44’s participation rate applied to sale proceeds after documented debt payoff, sale taxes, and transaction fees. Amounts already earned remain payable.

09Are the forecast results guaranteed?

No. Growth, volatility, and the amounts shown in the explorer are illustrative assumptions. They are not Q44 performance promises or contract terms.

Make it specific

What could we build and grow together?

Let’s discuss your real baseline, the opportunities we can pursue together, and a fair structure.

Start a conversation
Illustrative agreement template · complete blanks before signing

Q44 Technologies LLC

Value Creation Partnership Agreement

Review the terms and quarterly baseline before signing

Effective date (MM/DD/YYYY; quarter start): ________________

Business legal entity: ________________________

1. Working together

Q44 Technologies LLC (“Q44”) will take operational responsibility for Your Business’s software, technology, and data operations, and lead their ongoing improvement. We will pursue growth together. Your Business will provide reasonable access to its people, systems, and data. Q44 will protect the systems and data it manages with reasonable security safeguards, keep nonpublic business data confidential, use that data only for this work, and promptly notify Your Business of a suspected security incident affecting those systems or data. We will agree on work priorities and delivery dates in writing as we go. There is no upfront or recurring development charge; any other charge requires Your Business’s written approval.

2. Revenue baseline

Contract quarters are three-month periods beginning on the effective date, which must start a calendar quarter. The dates below show the first contract year; Q1–Q4 repeat in the same calendar quarters every contract year and during any participation tail. The four quarterly baselines add up to an annual reference of $10,000,000. The schedule below is illustrative. Set the four quarterly baselines in Prepare agreement, then both parties initial the table. Each quarter’s baseline remains fixed unless we both agree to change it in writing. “Net Recognized Revenue” means revenue recognized consistently by Your Business, after refunds, discounts, and sales taxes.

Quarterly revenue baselines and first-year dates
QuarterFirst-year datesQuarterly baseline
Q1Set effective date$2,500,000
Q2Set effective date$2,000,000
Q3Set effective date$2,500,000
Q4Set effective date$3,000,000
Annual total$10,000,000

Initial the agreed table: Your Business ______ Q44 ______

3. Q44 share and payment

Each quarter, Q44 earns 10% × max(0, that quarter’s Net Recognized Revenue − that quarter’s baseline above). This applies to Your Business’s revenue as a whole; we do not trace individual sales to either party. Your Business keeps the rest. Within 30 days after each quarter, Your Business will send the revenue calculation and pay Q44. Each quarter stands alone: a strong quarter can produce a payment even if annual revenue ends below the annual reference amount. A low later quarter does not reduce an earlier payment; there is no year-end true-up or clawback for that reason. A correction to reported revenue adjusts only the affected quarter. Your Business will keep supporting records and make them available to Q44 on reasonable request.

Example payments at a 10% Q44 share:

Example quarterly revenue-share payments
QuarterQuarterly revenueBaselineQ44 payment

4. Work ownership

All software, source code, documentation, and other technology Q44 creates under this agreement belongs to Your Business upon creation. Q44 hereby assigns to Your Business all of Q44’s rights in that work, will obtain the rights needed from its personnel and contractors, and will sign reasonable documents to confirm that ownership. Q44 retains tools it owned before this agreement; for any such tool included in the delivered software, Q44 grants Your Business a perpetual, worldwide, royalty-free, transferable license to use, maintain, modify, and transfer it with that software. Third-party materials remain subject to their own licenses. On termination, Q44 will provide a reasonable technical handoff and return Your Business’s data on request.

5. Ending the partnership

Your Business may end services by written notice, effective immediately. Q44’s quarterly share then continues for 24 months under Sections 2 and 3. No tail applies if Your Business first gives Q44 written notice identifying a material failure to perform agreed written work, Q44 does not cure within 30 days after receiving that notice, and Your Business terminates for that failure. Q44 may end the partnership with 30 days’ written notice; its share stops on the termination date. For a partial final quarter when participation ends, count revenue through that date and prorate that quarter’s baseline by days. In either case, amounts already earned remain payable.

6. Sale of Your Business

While Q44’s participation is active, including any tail, a sale of substantially all operating assets to an unrelated buyer requires Your Business either to obtain Q44’s written consent to the buyer assuming this agreement or to pay a buyout from its sale proceeds. On a sale of controlling ownership during that time, this agreement remains with Your Business unless Q44 and the selling owners agree in writing to a buyout paid from the owners’ proceeds. The buyout is the lesser of 3× the Q44 share earned over the last four completed contract quarters (all completed quarters if fewer than four) and 10% of the seller’s Net Sale Proceeds. Net Sale Proceeds means the sale price received by the seller, less documented debt of the sold business paid from the sale, taxes caused by the sale before accounting for this buyout, and third-party sale fees paid by the seller; the amount cannot be less than $0. The seller will provide reasonable support for those deductions. If taxes are estimated at closing, we will recalculate the cap when they are final and settle any difference. If the seller receives deferred proceeds, recalculate the lesser amount as proceeds are received and pay any increase after subtracting buyout already paid. The seller and Q44 must agree in writing on the value and payment form of noncash proceeds before closing. If no quarter has been completed or the trailing Q44 share is $0, the buyout is $0. A sale during a quarter also requires payment of Q44’s share earned through closing, using a baseline prorated by days. An agreed buyout replaces future participation as of closing; earned amounts and deferred buyout payments remain due separately. A transfer to an affiliate does not end participation; Your Business must have the affiliate assume this agreement. The multiple shown here is a proposed term for both parties to review before signing; the explorer’s sale proceeds are only an illustration.

7. Resolving disagreements

Either party may explain a dispute about performance, revenue, or payment in writing; email to the other party’s regular business contact is sufficient. We will discuss it within 15 days and try to resolve it within 30 days. Undisputed payments remain due on time. This process does not change the 30-day cure in Section 5. If unresolved, either party may pursue available remedies.

8. Signatures

By signing, both parties agree to this document, including the initialed quarterly baseline table. Changes must be agreed in writing by both parties.

For Q44 Technologies LLC

Signature: ________________________

Printed name / title: ________________________

Date (MM/DD/YYYY): ________________________

For Your Business

Signature: ________________________

Printed name / title: ________________________

Date (MM/DD/YYYY): ________________________

Prepare agreement

Put the real terms in place

Step 1 of 3 · Business and start date

Enter Your Business’s legal name and a start date that begins a calendar quarter. The first quarter of this agreement starts on that date.