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Reseller License Agreement
"I need a Reseller License Agreement for my software company to appoint an exclusive distributor in Ireland and the UK, with strict data protection requirements and a minimum annual revenue commitment of €500,000, starting March 1, 2025."
1. Parties: Identification of the licensor and reseller with full legal names and registered addresses
2. Background: Context of the agreement, brief description of the business relationship and purpose
3. Definitions: Defined terms used throughout the agreement for clarity and consistency
4. Appointment and Territory: Terms of reseller appointment, exclusivity/non-exclusivity, and defined territory
5. License Grant: Scope of the license, permitted uses, and restrictions
6. Ordering and Delivery: Process for placing orders, delivery terms, and minimum purchase requirements
7. Prices and Payment: Pricing structure, payment terms, invoicing, and late payment consequences
8. Obligations of the Reseller: Reseller's duties, performance standards, and compliance requirements
9. Obligations of the Licensor: Licensor's responsibilities, support, and training commitments
10. Intellectual Property Rights: Protection of IP, authorized use of trademarks, and branding requirements
11. Confidentiality: Protection of confidential information and trade secrets
12. Term and Termination: Duration of agreement, renewal terms, and termination rights
13. Post-Termination: Obligations and rights after agreement termination
14. Warranties and Indemnities: Product warranties, service levels, and indemnification provisions
15. Limitation of Liability: Caps on liability and excluded losses
16. General Provisions: Standard boilerplate clauses including notices, assignment, and governing law
1. Marketing and Promotion: Specific requirements for marketing activities and promotional materials - include when reseller has marketing obligations
2. Training Requirements: Detailed training obligations and certification requirements - include for technical or complex products
3. Service Level Agreement: Specific performance metrics and support requirements - include when offering technical support services
4. Data Protection: GDPR compliance and data processing terms - include when personal data processing is involved
5. Insurance: Insurance requirements and coverage levels - include for high-value products or services
6. Import/Export Compliance: International trade compliance requirements - include for cross-border sales
7. Anti-Corruption Compliance: Anti-bribery and corruption provisions - include for international business
8. Source Code Escrow: Software source code escrow arrangements - include for software resale agreements
1. Schedule 1 - Products and Services: Detailed list of licensed products and services covered by the agreement
2. Schedule 2 - Price List: Current pricing structure, discounts, and commission rates
3. Schedule 3 - Territory Definition: Detailed description of geographical territory and any excluded areas
4. Schedule 4 - Service Level Requirements: Detailed support and service level specifications
5. Schedule 5 - Trademark Usage Guidelines: Guidelines for use of licensor's trademarks and branding
6. Schedule 6 - Reporting Requirements: Templates and specifications for required reports
7. Appendix A - Technical Requirements: Technical specifications and compliance requirements
8. Appendix B - Order Form Template: Standard form for placing orders
Authors
Technology & Software
Manufacturing
Telecommunications
Electronics & Hardware
Medical Devices
Automotive
Consumer Goods
Industrial Equipment
Professional Services
Cloud Services
Digital Products
Legal
Sales
Commercial
Business Development
Operations
Finance
Compliance
Procurement
Product Management
Partner Relations
Channel Management
Chief Executive Officer
Commercial Director
Sales Director
Channel Manager
Partner Manager
Legal Counsel
Contracts Manager
Business Development Manager
Operations Director
Compliance Officer
Chief Financial Officer
Procurement Manager
Product Manager
Account Manager
Chief Technology Officer
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