7
PLAYBOOK TEMPLATES

Reseller Distribution Agreement

A Reseller or Distribution Agreement governs how products are marketed and sold through intermediaries, defining territories, pricing, and performance expectations. This playbook explains negotiation levers around exclusivity, revenue targets, and brand protection.

Intellectual Property Rights

Why This Matters: IP disputes can be costly and hinder business operations. Explicit IP terms prevent misunderstandings and ensure freedom to operate.

Negotiation strategy

If you're the Manufraturer:

Ensure that all pre-existing IP remains with the company and negotiate for joint ownership of any IP developed during the contract. Secure broad usage rights to leverage the IP fully.

If you're the Distributor:

Negotiate to retain ownership of any IP you create and seek a fair compensation for any IP that is jointly developed. Limit the scope of licenses granted to protect your interests.

Essential elements

1

IP Ownership

Defines who owns the IP.
2

Licensing Terms

Outlines scope of licenses.
3

Usage Rights

Specifies how IP can be used.

Action framework

ACCEPT

Propose edits if the IP allocation does not reflect the agreed terms or if the licensing scope is too broad.

EDIT

Reject if the clause assigns all IP rights to one party without fair compensation or joint ownership terms.

ADD

Add language to clarify joint ownership or to specify licensing terms if missing.

PRO TIP

Always ensure IP clauses are clear and reflect the true intent of both parties to avoid future disputes.

Real-world examples

FAVORABLE

Balanced IP Ownership Clause

"Each party retains ownership of its pre-existing intellectual property. Any intellectual property developed jointly shall be owned jointly, with each party having an equal share."
NEUTRAL

Standard Licensing Clause

"Licenses granted herein are non-exclusive, non-transferable, and limited to the scope of this agreement."
UNFAVORABLE

One-Sided IP Assignment

"All intellectual property created during the term of this agreement shall be owned by the party that creates it."

Alternative scenarios & positions

Joint Ventures

In joint ventures, ensure joint ownership terms are equitable and reflect contributions of each party. Consider future commercialization and licensing opportunities.

Cross-Border Agreements

For cross-border agreements, consult with local counsel to ensure compliance with relevant IP laws and consider potential jurisdictional issues.

High-Risk Projects

In high-risk projects, ensure that IP ownership and licensing terms are clear to mitigate potential disputes and protect investments.

Access all other DocJuris Playbooks

Launch in days, not months

Unlike complex CLMs with long implementations and steep learning curves, DocJuris is built for speed and simplicity. We integrate with your workflow—whether connecting to a CLM or uploading agreements manually—so you're up and running in days, not months.
WEEK 1
CLM Readiness and Design
Our CX team works with you to understand your contracting challenges, prioritize key workflows, and identify the biggest impact areas. We build a tailored implementation plan that fits your needs.
WEEK 2
Install Module
We connect DocJuris to your contract repositories, set up admin and user accounts, and ensure your environment is ready for success.
WEEK 3
Deliver & Test
Your team builds initial playbooks, reviews existing clause libraries, and trains the DocJuris agent to align with your internal standards and negotiation positions.
WEEK 4
Launch
We support you in rolling out DocJuris to a pilot group or your full organization—with launch materials, training, and hands-on support to drive adoption from day one.

Not another CLM

Tackle everything your team needs using existing IT without expensive consultants, outrageous user licensing fees, or complex coding. DocJuris takes on the heavy lift and delivers your requirements with its people, process, and technology.

See how DocJuris can automate your legal, procurement, and sales operations.

Request demo
© 2025 DocJuris, Inc. All rights reserved. Patent Pending.
DocJuris is not a law firm or a substitute for an attorney or law firm. We cannot provide any kind of advice, explanation, opinion, or recommendation about possible legal rights, remedies, defenses, options,selection of forms or strategies.