Standard Distribution Rights

Standard Distribution Rights


Provided Distributor complies with the restrictions set forth in Section __ (Software Restrictions) below, Vendor grants ­Distributor: (a) an exclusive license to distribute the Licensed Product within __________ (the “Territory”); and (b) a nonexclusive license to reproduce and use the Licensed Product within the Territory, solely as necessary to market it and to provide technical support to customers.

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Provided Distributor complies with the restrictions set forth in ­Section __ (Software Restrictions), Vendor hereby grants Distributor a nonexclusive, worldwide license to exploit the Software as ­follows, solely as an embedded component of Distributor’s Product: (a) to distribute the Software; (b) to reproduce and use the Software for sales and marketing purposes and to the extent necessary to provide technical support to customers of Distributor’s Product; and (c) to sublicense to its customers the right to reproduce and use the Software. Distributor may sublicense to its sub-distributors the rights granted in Subsections __(a) through __(c) above.

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Distributor may solicit sales of the Software within ________ (the “Territory”), and Vendor shall pay Distributor the commission set forth in Section __ (Payment) for all Software sales within Territory, whether or not initiated or closed by Distributor. Provided Distributor complies with the restrictions set forth in this Section __, Distributor may use and reproduce the Software to the extent reasonably necessary to market it as authorized in the preceding sentence.