The Reseller License Agreement is a crucial document for businesses expanding their distribution networks in Denmark and potentially other territories. It is typically used when a company (licensor) wants to authorize another entity (reseller) to sell its products or services while maintaining control over how these are marketed and distributed. The agreement must comply with Danish law and EU regulations, particularly regarding competition law, commercial agency rules, and data protection requirements. It includes detailed provisions on intellectual property rights, territory definitions, performance metrics, and compliance obligations. This type of agreement is essential for companies seeking to expand their market reach while protecting their brand and maintaining quality control over their distribution channels.
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Key Requirements PROMPT example:
Reseller License Agreement
I need a Reseller License Agreement under Danish law for my software company, granting exclusive distribution rights in the Nordic countries to a single reseller, with specific requirements for minimum annual sales targets and quarterly performance reporting.
1. Parties: Identification of the licensor and reseller, including full legal names, registration numbers, and addresses
2. Background: Context of the agreement, brief description of the business relationship and parties' objectives
3. Definitions: Defined terms used throughout the agreement, including Products, Territory, Intellectual Property Rights, etc.
4. Appointment and Territory: Scope of reseller appointment, territory definition, and any exclusivity provisions
5. License Grant: Scope of license, permitted uses, and restrictions on use of licensed products/materials
6. Reseller Obligations: Core responsibilities including minimum purchase requirements, marketing efforts, reporting, and compliance
7. Licensor Obligations: Support, training, product supply, and other commitments from the licensor
8. Intellectual Property Rights: Ownership of IP, usage rights, and protection obligations
9. Financial Terms: Pricing, payment terms, currency, invoicing, and price adjustment mechanisms
10. Term and Termination: Duration of agreement, renewal provisions, and termination rights
11. Confidentiality: Protection of confidential information and trade secrets
12. Warranties and Indemnities: Product warranties, service levels, and indemnification obligations
13. Limitation of Liability: Caps on liability and exclusions of certain types of damages
14. General Provisions: Standard clauses including notices, assignment, entire agreement, and governing law
1. Non-Competition: Restrictions on competing products/services - include when exclusivity is granted or market protection is needed
2. Data Protection: GDPR compliance obligations - include when personal data processing is involved
3. Export Control: Export restrictions and compliance - include for products with export control requirements
4. Source Code Escrow: Software escrow arrangements - include for critical software products
5. Insurance: Insurance requirements - include for high-value or high-risk products
6. Service Level Agreement: Detailed service levels - include when technical support is critical
7. Change Control: Process for changes to products/services - include for complex technical products
8. Compliance with Laws: Specific regulatory compliance obligations - include for regulated industries
1. Schedule 1 - Products and Pricing: Detailed list of licensed products and price lists
2. Schedule 2 - Territory Definition: Detailed description of geographical territory and any excluded areas
3. Schedule 3 - Service Levels: Technical support and service level commitments
4. Schedule 4 - Minimum Requirements: Sales targets, minimum purchase volumes, and performance metrics
5. Schedule 5 - Technical Requirements: Technical specifications and implementation requirements
6. Schedule 6 - Brand Guidelines: Guidelines for use of trademarks and marketing materials
7. Appendix A - Approved Sub-resellers: List of approved sub-resellers if permitted
8. Appendix B - Report Ƶ: Standard formats for required reporting
Authors
Relevant legal definitions
Clauses
Relevant Industries
Software & Technology
Manufacturing
Consumer Electronics
Industrial Equipment
Medical Devices
Automotive
Telecommunications
IT Services
Pharmaceuticals
Chemical Products
Retail
Professional Services
Relevant Teams
Legal
Commercial
Sales
Business Development
Channel Management
Compliance
Intellectual Property
Partner Relations
Operations
Finance
Relevant Roles
Legal Counsel
Commercial Director
Sales Director
Channel Manager
Business Development Manager
Licensing Manager
Contract Manager
Chief Commercial Officer
Distribution Manager
Partner Relations Manager
Compliance Officer
IP Manager
General Counsel
Sales Operations Manager
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