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The Reseller License Agreement is essential for businesses seeking to expand their distribution network in the Netherlands and potentially across the European Union. This document is typically used when a company (licensor) wants to authorize another business (reseller) to sell its products or services while maintaining control over how these are marketed and distributed. The agreement must comply with Dutch legal requirements and EU regulations, particularly regarding competition law, commercial agency rules, and territorial restrictions. It includes detailed provisions on intellectual property rights, pricing structures, performance metrics, and support obligations. This agreement type is particularly important in technology and software sectors but is also widely used across various industries where controlled distribution channels are crucial.

1. Parties: Identification and details of the licensor and reseller

2. Background: Context of the agreement and brief description of the parties' business relationship

3. Definitions: Defined terms used throughout the agreement

4. Appointment and Scope: Terms of reseller appointment, territory, and exclusivity status

5. License Grant: Scope of license, permitted uses, and restrictions

6. Intellectual Property Rights: Ownership and protection of IP rights, including trademarks and copyrights

7. Obligations of Licensor: Licensor's responsibilities including product delivery, support, and updates

8. Obligations of Reseller: Reseller's duties, minimum purchase requirements, and performance standards

9. Financial Terms: Pricing, payment terms, currencies, and payment methods

10. Ordering and Delivery: Process for ordering products and delivery arrangements

11. Marketing and Promotion: Requirements for marketing activities and use of promotional materials

12. Confidentiality: Protection of confidential information and trade secrets

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

14. Post-Termination: Rights and obligations after agreement termination

15. Warranties and Indemnities: Product warranties and mutual indemnification provisions

16. Limitation of Liability: Limitations on parties' liability and excluded losses

17. General Provisions: Standard legal provisions including notices, assignment, and amendments