Structuring Software and Technology Reseller and Distributor Agreements

Guidance for Corporate and Technology Counsel for Drafting and Negotiating Contracts

Recording of a 90-minute CLE webinar with Q&A

Conducted on Tuesday, September 17, 2013

Recorded event now available

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Program Materials

This CLE webinar will provide business counsel with a roadmap for drafting and negotiating key contractual provisions in software and technology reseller and distributor agreements. The panel will discuss clauses that should be included in the agreements and strategies to avoid common contracting pitfalls.


Growing companies often contract with third-party resellers to market and sell their software, services and technology products. Reseller and distributor agreements define the scope of the distribution arrangement and specify territory, exclusivity and performance requirements.

Counsel to software, services and technology suppliers and resellers/distributors must understand the key clauses that should be included in reseller and distributor agreements and common challenges with drafting and negotiating the contracts in order to provide useful guidance to their clients.

Listen as our panel of technology attorneys explains best practices for negotiating and drafting reseller and distributor agreements for software, services and technology products. The panel will discuss key provisions that should be included in the agreements and considerations for suppliers and resellers/distributors during contract negotiations.



  1. Drafting and negotiating key provisions in the agreements
    1. Scope of rights
    2. Territory, Exclusivity, Field of Use
    3. Pricing restrictions
    4. Intellectual property
    5. Confidentiality
    6. Indemnification and Limits on Liability
    7. Noncompetition
    8. Compliance with U.S. Export Controls and the FCPA


The panel will review these and other key questions:

  • What are the key contract terms to include in software and technology reseller and distributor agreements?
  • How can counsel for software and technology suppliers and distributors best mitigate risk when drafting and negotiating the agreements?
  • What are the most commonly disputed issues during contract negotiations and what are some effective strategies for resolving them?

Following the speaker presentations, you'll have an opportunity to get answers to your specific questions during the interactive Q&A.


Jim E. Bullock
Jim E. Bullock

Christiansen Davis Bullock

He is experienced in domestic and international technology transactions. He is the author of numerous articles on...  |  Read More

Neclerio, John
John M. Neclerio

Duane Morris

Mr. Neclerio is co-chair of the firm's Technology Transactions, Licensing and Commercial Contracts Practice...  |  Read More

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