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Software Reseller Agreement for United Arab Emirates

Software Reseller Agreement Template for United Arab Emirates

A comprehensive legal agreement governed by UAE law that establishes the terms and conditions under which a software owner grants rights to a reseller to market, distribute, and sell their software products. The agreement addresses key aspects including territorial rights, pricing structures, support obligations, and compliance with UAE commercial agency laws and electronic transactions regulations. It includes provisions for intellectual property protection, data privacy compliance, and cybersecurity requirements specific to the UAE market, while establishing clear performance metrics and operational guidelines for the reseller relationship.

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Software Reseller Agreement

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What is a Software Reseller Agreement?

The Software Reseller Agreement is essential for technology companies seeking to expand their distribution network in the UAE market through authorized resellers. This agreement type is particularly important given the UAE's specific requirements under the Commercial Agencies Law and Electronic Transactions regulations. It defines the commercial relationship between software owners and resellers, covering crucial aspects such as territory rights, pricing structures, support obligations, and compliance requirements. The document is designed to protect both parties' interests while ensuring compliance with UAE laws regarding software distribution, data protection, and electronic commerce. It's particularly relevant for international software companies establishing local distribution channels or UAE-based companies seeking to formalize their software reselling arrangements. The agreement includes comprehensive provisions for performance metrics, technical support requirements, and intellectual property protection, tailored to meet both local legal requirements and international software industry standards.

What sections should be included in a Software Reseller Agreement?

1. Parties: Identification of the software owner/supplier and the reseller, including full legal names, registration details, and addresses

2. Background: Context of the agreement, nature of the software, and general business relationship between the parties

3. Definitions: Detailed definitions of key terms used throughout the agreement, including technical and legal terminology

4. Appointment and Territory: Scope of reseller appointment, territory definitions, and exclusivity/non-exclusivity provisions

5. License Grant: Specific rights granted to reseller for marketing, distributing, and selling the software

6. Obligations of the Supplier: Supplier's commitments regarding software delivery, updates, support, and training

7. Obligations of the Reseller: Reseller's commitments including marketing, sales targets, reporting, and compliance requirements

8. Intellectual Property Rights: Protection and ownership of IP, usage rights, and restrictions

9. Financial Terms: Pricing structure, payment terms, currencies, and accounting requirements

10. Term and Termination: Duration of agreement, renewal terms, and termination provisions

11. Confidentiality: Protection of confidential information and trade secrets

12. Warranties and Indemnities: Warranties regarding software, service levels, and mutual indemnification provisions

13. Compliance with Laws: Obligations to comply with UAE laws, export controls, and data protection requirements

14. General Provisions: Standard clauses including notices, assignment, force majeure, and governing law

What sections are optional to include in a Software Reseller Agreement?

1. White Labeling Rights: Terms for rebranding the software under reseller's brand, used when white labeling is part of the business model

2. Customization Rights: Terms governing the reseller's rights to modify or customize the software, included when customization is permitted

3. Marketing Requirements: Detailed marketing obligations and brand guidelines, included for agreements with specific marketing commitments

4. Service Level Agreement: Detailed service levels and support requirements, included when reseller provides direct support to end users

5. Insurance Requirements: Specific insurance coverage requirements, included for high-value or high-risk distributions

6. Source Code Escrow: Terms for source code escrow arrangements, included when reseller requires additional security

7. Data Protection: Detailed data protection and privacy requirements, included when software processes personal data

8. Training and Certification: Requirements for staff training and certification, included when technical expertise is crucial

What schedules should be included in a Software Reseller Agreement?

1. Schedule 1 - Software Description: Detailed description of the software, including features, specifications, and technical requirements

2. Schedule 2 - Territory Definition: Detailed description of authorized sales territory, including any excluded areas or customers

3. Schedule 3 - Pricing and Commission Structure: Detailed pricing information, discount levels, and commission calculations

4. Schedule 4 - Service Level Requirements: Technical support and maintenance service level specifications

5. Schedule 5 - Minimum Performance Requirements: Sales targets, minimum purchase commitments, and performance metrics

6. Schedule 6 - Marketing Guidelines: Brand guidelines, approved marketing materials, and marketing requirements

7. Schedule 7 - End User License Agreement: Standard EULA to be used with end customers

8. Schedule 8 - Support and Maintenance Terms: Detailed terms for ongoing support and maintenance services

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Document Type

Agreement Contract

Cost

Free to use
Relevant legal definitions

































Clauses

































Relevant Industries

Information Technology

Software Development

Technology Distribution

E-commerce

Digital Services

Enterprise Solutions

Cloud Computing

Systems Integration

Telecommunications

Retail Technology

Business Services

Professional Services

Relevant Teams

Legal

Sales

Business Development

Channel Management

Operations

Procurement

Compliance

Partner Relations

Software Licensing

Commercial Operations

Distribution

Contract Management

Relevant Roles

Chief Technology Officer

Sales Director

Channel Manager

Business Development Manager

Legal Counsel

Commercial Director

Procurement Manager

Distribution Manager

Partner Relations Manager

Software Licensing Manager

Compliance Officer

Regional Sales Manager

Contract Manager

Operations Director

Partnership Director

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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