A friend emailed in asking about terms she should include in a license she's drafting up.
She was approached and offered a deal to be paid X percent of sales based on a resale license.
My email reply back to her (below) actually got me thinking of what other obvious clauses should be mentioned in a license...
What else would you add to all of this?
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A few points to have on the simple contract ...
Is it 25% of gross or net? If net, it's risky because they can claim net to be anything. If it's 25% of gross, that's an awesome deal! :-)
There should be verbiage of you being able to see proof of copies sold.
It should definitely NOT be MRR as MRR means MASTER Resale Rights and that implies they can setup other resellers. It should just be RR based on what you stated. So it's a Limited Resale Rights License.
Verbiage I would have would also include how they can use my name. If it was my product, last thing I'd want is them using cheesy tactics or BS statements. So I'd want to be able to monitor and comment on their marketing materials.
I'd definitely want a clear disclaimer on all of their webpages stating that they are an authorized reseller.
I'd make clear that any illegal, unethical etc practices such as spamming would null and void the contract and could incur liabilities for them.
I'd have information about language rights to clarify this is only in the current format and English license.
You may also want to specify whether this is an exclusive Resale Rights License or whether you can, at your discretion, offer this deal to others.
They should specify whether your product will only be sold in physical form or digital as well. You could specify a minimum required asking price so they don't greatly devalue or give away your product for free. etc.
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