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Reseller Software License

Reseller Software License Template for Denmark

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Reseller Software License

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The Reseller Software License Agreement is essential for businesses seeking to expand their software distribution through third-party channels in Denmark and potentially across the EU. This agreement type is particularly relevant when a software owner wants to leverage external sales channels while maintaining control over their intellectual property and brand. The document complies with Danish legal requirements and EU regulations, making it suitable for both domestic and cross-border transactions. It typically includes comprehensive provisions for licensing, distribution rights, territory definitions, pricing structures, and support obligations. Companies should use this agreement when establishing new reseller relationships or formalizing existing software distribution arrangements, ensuring all aspects of the commercial relationship are properly documented and legally protected.
Suggested Sections

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

2. Background: Context of the agreement, including brief description of the software and purpose of the reseller arrangement

3. Definitions: Detailed definitions of key terms used throughout the agreement

4. Appointment and Territory: Scope of reseller appointment and defined territory for operations

5. License Grant: Specific rights granted to reseller, including right to sublicense and any restrictions

6. Intellectual Property Rights: Protection of software owner's IP rights and permitted usage

7. Reseller Obligations: Core responsibilities including marketing, sales targets, and customer support

8. Software Owner Obligations: Support, updates, and maintenance commitments to the reseller

9. Financial Terms: Pricing, payment terms, and commission structure

10. Term and Termination: Duration of agreement and termination provisions

11. Confidentiality: Protection of confidential information and trade secrets

12. Data Protection: GDPR compliance and data handling requirements

13. Warranties and Indemnities: Standard warranties and indemnification provisions

14. Liability Limitations: Limitations and exclusions of liability

15. General Provisions: Standard boilerplate clauses including notices, assignment, and governing law

Optional Sections

1. Non-Competition: Restrictions on reseller's ability to sell competing products, optional based on business relationship and competition law considerations

2. Marketing Requirements: Detailed marketing obligations and brand usage guidelines, recommended for larger scale distribution

3. Service Level Agreement: Specific performance metrics and support levels, needed if providing technical support is part of reseller's duties

4. Insurance Requirements: Specific insurance coverage requirements, recommended for high-value software or critical applications

5. Source Code Escrow: Provisions for source code escrow arrangements, relevant for business-critical software

6. Professional Services: Terms for additional services like implementation or customization, if offered by reseller

7. Export Control: Export regulation compliance, necessary if international distribution is involved

Suggested Schedules

1. Schedule 1 - Software Description: Detailed description of the licensed software, including versions and features

2. Schedule 2 - Territory and Exclusivity Details: Detailed definition of geographic territory and any exclusivity rights

3. Schedule 3 - Price List and Commission Structure: Detailed pricing information and commission calculations

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

5. Schedule 5 - Minimum Performance Requirements: Sales targets and minimum performance criteria

6. Schedule 6 - Technical Requirements: Technical specifications and system requirements for the software

7. Appendix A - Approved Marketing Materials: Pre-approved marketing materials and guidelines

8. Appendix B - End User License Agreement: Standard EULA to be used with end customers

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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,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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