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A Reseller Software License Agreement is essential for software companies seeking to expand their market presence in the UAE through indirect sales channels. This document type is specifically designed to comply with UAE federal laws while establishing a clear framework for software distribution. It defines the relationship between the software owner and authorized resellers, covering critical aspects such as licensing rights, territory definitions, pricing structures, and compliance requirements. The agreement is particularly important given the UAE's strict regulations on commercial agency relationships and electronic transactions. When implementing a Reseller Software License, companies must ensure compliance with local data protection laws, electronic commerce regulations, and intellectual property rights protection while establishing clear guidelines for software distribution and support services.

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

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

3. Definitions: Key terms used throughout the agreement, including Software, Territory, Intellectual Property Rights, End Users, etc.

4. Appointment and Territory: Formal appointment of reseller and definition of authorized territory for sales

5. Grant of Rights: Specific rights granted to reseller, including licensing, marketing, and distribution rights

6. Reseller Obligations: Core responsibilities including marketing, sales targets, customer support, and compliance requirements

7. Licensor Obligations: Software owner's commitments regarding support, updates, and training

8. Intellectual Property Rights: Protection and ownership of IP, usage of trademarks, and restrictions

9. Financial Terms: Pricing, payment terms, commissions, and financial reporting requirements

10. Term and Termination: Duration of agreement, renewal terms, and termination circumstances

11. Confidentiality: Protection of confidential information and trade secrets

12. Data Protection: Compliance with UAE data protection laws and data handling requirements

13. Warranties and Indemnities: Guarantees regarding software and services, and mutual indemnification provisions

14. Governing Law and Jurisdiction: Application of UAE law and dispute resolution procedures

15. General Provisions: Standard boilerplate clauses including force majeure, notices, and assignment