White Label Software Reseller Agreement Template for Australia
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White Label Software Reseller Agreement
"I need a White Label Software Reseller Agreement for my AI-powered healthcare analytics software, allowing resellers in Australia and New Zealand to rebrand and distribute it to medical facilities, with strict data protection requirements and quarterly revenue sharing."
1. Parties: Identification of the software owner/licensor and the reseller
2. Background: Context of the agreement, including brief description of the software and business relationship
3. Definitions: Key terms used throughout the agreement
4. Appointment and License: Appointment of reseller and scope of rights granted
5. White Labeling Rights: Rights and restrictions regarding rebranding and modification of the software
6. Pricing and Payment Terms: Financial terms, including license fees, payment schedule, and pricing model
7. Obligations of Software Owner: Support, maintenance, updates, and other obligations of the software provider
8. Obligations of Reseller: Marketing, sales, reporting, and minimum performance requirements
9. Intellectual Property Rights: Ownership and protection of IP, including original and rebranded elements
10. Confidentiality: Protection of confidential information and trade secrets
11. Term and Termination: Duration, renewal, and termination provisions
12. Warranties and Indemnities: Warranties regarding software, services, and mutual indemnification obligations
13. Limitation of Liability: Caps on liability and exclusions of certain types of damages
14. General Provisions: Standard boilerplate clauses including governing law, notices, and assignment
1. End User License Terms: Required if reseller will be issuing end user licenses directly
2. Data Protection: Required if the software processes personal data
3. Source Code Escrow: Optional protection if reseller requires access to source code in specific circumstances
4. Professional Services: Required if additional implementation or customization services are provided
5. Territory Restrictions: Required if the reseller's rights are limited to specific geographic areas
6. Non-Competition: Optional restrictions on competing products or services
7. Insurance Requirements: Optional section specifying required insurance coverage
8. Marketing Requirements: Required if specific marketing obligations or restrictions apply
1. Schedule 1 - Software Description: Detailed description of the software, features, and functionality
2. Schedule 2 - Service Level Agreement: Support and maintenance terms, response times, and service levels
3. Schedule 3 - Fee Schedule: Detailed pricing, payment terms, and commission structures
4. Schedule 4 - Branding Guidelines: Requirements and restrictions for white labeling and rebranding
5. Schedule 5 - Technical Requirements: Minimum system requirements and technical specifications
6. Schedule 6 - Territory and Exclusivity: Detailed description of territorial rights and exclusivity terms
7. Appendix A - Approved Marketing Materials: Templates or guidelines for marketing materials
8. Appendix B - End User License Agreement Template: Standard form of end user agreement to be used by reseller
Authors
Acceptance Criteria
Affiliate
API
Authorized Users
Background IP
Business Day
Branding Guidelines
Commencement Date
Confidential Information
Contract Year
Critical Defect
Customer Data
Documentation
End User
End User Agreement
End User License
Fees
Force Majeure Event
GST
Initial Term
Intellectual Property Rights
License
Licensed Software
Maintenance Release
Major Release
Minimum Performance Requirements
Net Revenue
Original Branding
Personal Information
Privacy Laws
Rebranded Software
Renewal Term
Reseller Platform
Reseller Territory
Revenue Share
Service Levels
Software
Software Updates
Source Code
Specifications
Support Services
Term
Third Party Components
Trade Marks
User Documentation
Version
White Label Rights
Appointment of Reseller
White Label Rights
Territory and Exclusivity
Intellectual Property
Software Support and Maintenance
Service Levels
Fees and Payment
Revenue Share
Marketing and Promotion
Confidentiality
Data Protection
Performance Requirements
Quality Control
Warranties
Indemnification
Limitation of Liability
Term and Termination
Force Majeure
Non-Competition
Non-Solicitation
Audit Rights
Insurance
Dispute Resolution
Assignment
Governing Law
Entire Agreement
Variation
Notices
Severability
Relationship of Parties
Compliance with Laws
Subcontracting
Source Code Escrow
Business Continuity
Information Technology
Software Development
Financial Services
Healthcare Technology
Educational Technology
Professional Services
Telecommunications
E-commerce
Digital Marketing
Business Process Management
Cloud Services
Enterprise Software
Legal
Commercial
Sales
Business Development
Product Management
Partner Relations
Technology
Procurement
Compliance
Operations
Chief Technology Officer
Commercial Director
Legal Counsel
Software Licensing Manager
Business Development Manager
Channel Partner Manager
Product Manager
Sales Director
Procurement Manager
Technology Contracts Manager
IP Counsel
Chief Revenue Officer
Partner Success Manager
Chief Commercial Officer
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