Vendor Net Revenue Schedule

Schedule Effective Date: April 21, 2025

This Vendor Net Revenue Schedule (this “Schedule”) is applicable as of the Schedule Effective Date above. The percentage used for the calculation of Vendor Net Revenue will be based on the Deal Type and Total Contract Value (“TCV”) as further described in the table below.

1. A transaction will be considered a Native Renewal, Channel Shift, or Migration under this Schedule if (a) it is indicated as a Native Renewal, Channel Shift, or Migration by Vendor in the Marketplace and (b) meets the definition of Native Renewal, Channel Shift, or Migration below. Vendor will reasonably cooperate with Google to validate that a transaction indicated by Vendor in the Marketplace as a Channel Shift, Migration, or Native Renewal meets the applicable definition below of such a transaction, including through the provision of written documentation.
2. The applicability of this Schedule is as follows:

a. For Standard Offers, this Schedule will only apply to Marketplace transactions and usage that take place after the Schedule Effective Date. 

b. For Private Offers, this Schedule will only apply to (i) Marketplace transactions for which the Private Offer is published on or after the Schedule Effective Date, or (ii) auto-renewals of Private Offers published prior to the Schedule Effective Date, provided that the auto-renewal occurs on or after the Schedule Effective Date. For a Private Offer Marketplace transactions for which the offer is published prior to the Schedule Effective Date (except for subsection (ii) in the preceding sentence), the Vendor Net Revenue percentage that applied to such transaction at the start of such transaction (whether new or a Native Renewal) will continue to apply until the end of the transaction’s current term (whether new or a Native Renewal).

A “Channel shift” means a new Google Cloud Marketplace Private Offer between Vendor and a Customer that is replacing an existing non-Marketplace transaction between the Vendor and the same Customer for the same Product for which the workload is currently hosted on GCP.

A “Migration” means a new Google Cloud Marketplace Private Offer between Vendor and a Customer that is replacing an existing non-Marketplace transaction between the Vendor and the same Customer for the same Product where all of the following criteria are met:

a. The workload for the existing transaction was not hosted on GCP (e.g., the workload was hosted on-premise or on another cloud provider’s infrastructure); and

b. The workload for the new Private Offer is hosted on GCP as of the start date of the new Private Offer.

A “Native Renewal” means a (i) renewal of an existing Private Offer that was configured through the Marketplace to auto-renew; or (ii) new Marketplace Private Offer between Vendor and a Customer that is replacing a previous Marketplace transaction between the Vendor and the Customer for the same Product where all of the following criteria are met: 

a. The workloads for both the original transaction and the new Private Offer are hosted on GCP;

b. The original transaction had a duration of at least 9 months; 

c. If the original transaction expired (i.e. the term of the original Private Offer has ended), then the new Private Offer will be considered a Native Renewal only if the start date of the new Private Offer is within 90 days of the original transaction’s expiration; and

d. If the original transaction is being amended, then the amended Private Offer will be considered a Native Renewal only if the amended Private Offer increases in both duration (calculated in days) and TCV by at least 60% as compared to the original Private Offer. For clarity, only future payments from Customer of the incremental increase in value of the Native Renewal will be eligible for the increased Vendor Net Revenue Percentage applicable to Native Renewals.

Click here to learn more about how variable revenue share works for different offer scenarios.