With regard to the provisions on liability and compensation, this proposal, although aimed at the supplier, is nevertheless intended to protect both parties in their form of principle. The distributor is obliged to exempt the supplier from claims resulting from the negligence of its employees (of the distributor) and defects in the material. Subject to compliance with certain provisions by the distributor, the supplier undertakes to defend the distributor against all claims of infringement of intellectual property concerning the software that may be invoked by a third party against the trader. PandaTip: This model must serve as an exclusive software distribution agreement, which means that no other company can compete with the distributor mentioned in this agreement for the sale of the listed software. If you do not intend to enter into an exclusive distribution agreement, you can modify this section of the template accordingly. . EXCLUSIVE SOFTWARE DISTRIBUTION AGREEMENT This exclusive software distribution agreement (the Agreement) is effective [DATE] between: [YOUR COMPANY NAME] (the Company) a company that organizes and exists in accordance with the laws of [Land] whose registered office is located in: [YOUR FULL ADDRESS] AND:[DISTRIBUTOR`S NAME] (the distributor) a company that organizes and exists in accordance with the laws of [Land] whose registered office is located in: [FULL ADDRESS] RECITALS: (A) The company owns certain computer software known as [NAME]. B) The company has agreed to appoint the distributor as the exclusive distributor for distribution in the territory (as defined below) under the following conditions. THIS IS THEREFORE AGREED AS FOLLOWS: Prior to the initial release date, Licensor and Licensee enter into a trust agreement which is attached to this Software Distribution Agreement. Licensor will submit the software to licensee with all tests performed prior to the contract date. PandaTip: Once the template is adapted to your terms and conditions of sale, you and the software distributor can sign the final agreement by e-signature and upload a copy of your documents.

The licensee shall pay royalties for that software on the 15th of each month during the term of the software distribution contract. The Software Distribution Agreement is designed to be used in a business-to-business (B2B) relationship in which a company (“Distributor”) sells or supplies other computer hardware to third parties, and that distributor requires software manufactured or provided by another company (“Supplier”) for installation and use on that hardware. The wording of this model provides that the distributor`s order is made on a non-exclusive basis, but it can be adapted by additional formulations appropriate for exclusive use. Licensor retains all ownership of all intellectual property related to the software to be distributed. This also applies to all updates, icons, images and documents protected by copyright under this software distribution agreement. PandaTip: This model limits the company for which you grant a distribution license to pass that license on to another organization. Once this notification is complete, the Licesnsee must return all software, documentation and licenses. A worldwide license is made available to Licensee for the distribution, advertising and marketing of the software covered by this Software Distribution Agreement. .