This Reseller Software License Agreement template is designed for use in the Saudi Arabian market when a software company wishes to authorize a third party to resell its software products. The document is structured to comply with Saudi Arabian commercial law, including Sharia principles, and addresses specific local requirements for software distribution and commercial agency relationships. The agreement covers essential elements such as license scope, territorial rights, revenue sharing, technical support, and compliance requirements. It is particularly important to use this specific Reseller Software License template when establishing software distribution channels in Saudi Arabia, as it incorporates local regulatory requirements, including those related to electronic commerce, data protection, and commercial agency regulations. The document provides comprehensive protection for intellectual property rights while ensuring compliance with local business practices and legal requirements.
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1. Parties: Identification of the Software Owner/Licensor and the Reseller, including full legal names and addresses
2. Background: Context of the agreement, including brief description of the software and business relationship
3. Definitions: Key terms used throughout the agreement, including technical and commercial definitions
4. Grant of License: Scope of license granted to reseller, including territory, exclusivity/non-exclusivity, and sublicensing rights
5. Appointment of Reseller: Terms of reseller appointment, territory rights, and any restrictions
6. Financial Terms: Pricing, payment terms, currency, taxes, and revenue sharing arrangements
7. Reseller Obligations: Core responsibilities including marketing, support, reporting, and minimum performance requirements
8. Licensor Obligations: Software owner's commitments including support, updates, and training
9. Intellectual Property Rights: Protection of IP rights, ownership declarations, and usage restrictions
10. Compliance: Regulatory compliance requirements, including Sharia compliance and local laws
11. Term and Termination: Duration, renewal terms, and termination conditions
12. Warranties and Representations: Guarantees regarding software functionality, ownership, and service delivery
13. Liability and Indemnification: Limitation of liability and mutual indemnification provisions
14. Confidentiality: Protection of confidential information and trade secrets
15. General Provisions: Standard clauses including notices, assignment, force majeure, and governing law
1. Service Level Agreement: Detailed support and maintenance requirements, used when reseller provides direct technical support
2. Data Protection: Specific data handling and privacy requirements, needed if software processes personal data
3. Export Control: Export compliance provisions, required for international distribution
4. Source Code Escrow: Terms for source code protection and release conditions, used for critical enterprise software
5. Training and Certification: Required when reseller staff need specific certifications or training
6. Marketing Requirements: Detailed marketing obligations and brand usage guidelines, for cases requiring specific promotion efforts
7. Anti-corruption Compliance: Additional compliance requirements for government or high-risk territory sales
8. Insurance Requirements: Specific insurance coverage requirements for high-value or high-risk distributions
1. Schedule 1: Software Description: Detailed technical specifications and functionality of the licensed software
2. Schedule 2: License Fees and Pricing: Detailed pricing structure, discounts, and payment terms
3. Schedule 3: Territory Definition: Detailed description of authorized sales territory and any exclusions
4. Schedule 4: Service Level Requirements: Technical support and maintenance service levels and metrics
5. Schedule 5: Minimum Performance Requirements: Sales targets, minimum purchase commitments, and performance metrics
6. Schedule 6: Approved Sub-resellers: List of approved sub-resellers if sublicensing is permitted
7. Schedule 7: Technical Documentation: Required technical and user documentation to be provided
8. Appendix A: Trademark Usage Guidelines: Guidelines for using licensor's trademarks and branding
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Reseller Software License
A Saudi Arabian law-governed agreement authorizing a reseller to distribute and sell software products, including local regulatory compliance and Sharia law requirements.
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