Software Reseller Agreement for Pakistan

Software Reseller Agreement Template for Pakistan

A comprehensive legal agreement governed by Pakistani 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 licensing terms, territorial rights, pricing structures, performance requirements, and compliance with Pakistani electronic commerce and IT laws, particularly the Electronic Transactions Ordinance 2002 and Prevention of Electronic Crimes Act 2016. It includes provisions for intellectual property protection, revenue sharing, support obligations, and termination procedures, all structured within the framework of Pakistani contract law.

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What is a Software Reseller Agreement?

The Software Reseller Agreement is a critical document used to establish and govern the commercial relationship between software owners and their authorized distributors in Pakistan. This agreement is essential when a software company wants to expand its market reach through third-party distribution channels while maintaining control over how its software is sold and distributed. The document incorporates requirements from Pakistani legislation, including the Electronic Transactions Ordinance 2002, Prevention of Electronic Crimes Act 2016, and Contract Act 1872. It covers crucial elements such as licensing rights, territory definitions, pricing structures, performance metrics, technical support requirements, and intellectual property protections. The agreement is particularly important in Pakistan's growing technology sector, where software distribution often requires local market expertise and established distribution networks.

What sections should be included in a Software Reseller Agreement?

1. Parties: Identification of the software owner/licensor and the appointed reseller with full legal details

2. Background: Context of the agreement including brief description of the software and business relationship

3. Definitions: Defined terms used throughout the agreement

4. Appointment and Scope: Terms of reseller appointment, exclusivity/non-exclusivity, and scope of authority

5. License Grant: Specific rights granted to reseller for software distribution

6. Term and Renewal: Duration of the agreement and renewal terms

7. Financial Terms: Pricing, payment terms, commissions, and revenue sharing arrangements

8. Obligations of Software Owner: Support, updates, training, and other obligations of the software owner

9. Obligations of Reseller: Sales targets, marketing efforts, reporting requirements, and performance standards

10. Intellectual Property Rights: Protection and usage of software owner's IP, trademarks, and branded materials

11. Confidentiality: Protection of confidential information and trade secrets

12. Warranties and Representations: Warranties regarding software, service levels, and business conduct

13. Limitation of Liability: Caps on liability and exclusions of certain types of damages

14. Termination: Grounds for termination, notice periods, and consequences of termination

15. Post-Termination Obligations: Duties and restrictions after agreement ends

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

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

1. Territory Restrictions: Define geographical limitations on reseller's activities when exclusive territories are granted

2. Marketing Requirements: Specific marketing obligations and standards when sophisticated marketing is needed

3. Service Level Requirements: Detailed service standards when reseller provides technical support

4. Sub-Reseller Rights: Terms for appointing sub-resellers when multi-tier distribution is permitted

5. Insurance Requirements: Specific insurance obligations for high-value or high-risk software

6. Data Protection: Specific data handling requirements when personal data is involved

7. Source Code Escrow: Escrow arrangements for critical software applications

8. Professional Services: Terms for additional services beyond basic reselling

9. Competition Restrictions: Non-compete and other restrictive covenants when required

What schedules should be included in a Software Reseller Agreement?

1. Schedule 1 - Software Description: Detailed description of software products covered by the agreement

2. Schedule 2 - Pricing and Commission Structure: Detailed pricing terms, commission rates, and payment calculations

3. Schedule 3 - Territory Definition: Detailed description of geographical territory if applicable

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

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

6. Schedule 6 - Technical Requirements: Technical specifications and requirements for reseller

7. Schedule 7 - Training Requirements: Required training programs and certifications

8. Appendix A - Approved Marketing Materials: List of approved marketing materials and usage guidelines

9. Appendix B - Reporting Templates: Standard forms for regular reporting requirements

Authors

Alex Denne

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

Jurisdiction

Pakistan

Publisher

Genie AI

Document Type

Agreement Contract

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Information Technology

Software Development

Technology Distribution

E-commerce

Cloud Services

Enterprise Software

Consumer Software

Mobile Applications

System Integration

Value-Added Reselling

Relevant Teams

Legal

Sales

Business Development

Partner Relations

Commercial

Finance

Compliance

Technical Support

Product Management

Channel Management

Operations

Relevant Roles

Chief Executive Officer

Chief Technology Officer

Sales Director

Channel Manager

Partner Relations Manager

Business Development Manager

Legal Counsel

Contracts Manager

Commercial Director

Software Licensing Manager

Distribution Manager

Partner Success Manager

Compliance Officer

Chief Financial Officer

Regional Sales Manager

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

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