White-Label and Reseller Agreement for Software

Appoint a partner to rebrand and resell your software or SaaS platform under its own name, with clear rules on pricing, support, branding, data and what happens to end customers if the partnership ends.

Editable Word document
19
10pages
Guidance notes included
aml consultancy solutions

Tech & SaaS

White-Label and Reseller Agreement for Software

About this document

What it’s for

An agreement between a software vendor and a reseller that will sell the vendor’s platform to its own customers, either under the reseller’s brand (white-label) or as an authorised reseller. It covers wholesale pricing, minimum commitments, branding, who supports whom, the minimum terms end customers must accept, the data protection chain and how end customers are protected when the agreement ends.

When to use it

  • Agencies, consultancies or IT firms rebranding your SaaS for their clients
  • Channel partners reselling your software in a territory or sector
  • Software firms adding a white-labelled product to their own range

What’s inside

The document is laid out in the sections below. Each one comes with a plain-English guidance note explaining what it does and what to change.

  1. Definitions and interpretation
  2. Appointment
  3. Term
  4. White-label branding and trade marks
  5. Supply of the Platform and Services
  6. Reseller obligations
  7. Support
  8. Fees and payment
  9. Reporting, records and audit
  10. Intellectual property
  11. Data protection
  12. Confidentiality
  13. Non-solicitation and protection of End Customers
  14. Warranties
  15. Indemnities
  16. Limitation of liability
  17. Termination
  18. Consequences of termination and End Customers
  19. Compliance
  20. Force majeure
  21. General
  22. Disputes, governing law and jurisdiction

Also included

  • Wholesale Fees
  • Volume discounts and minimum commitment
  • Vendor service levels to the Reseller
  • Security measures
  • Approved sub-processors

How to complete it

  • Choose exclusive or non-exclusive appointment and the Territory in Schedule 1
  • Complete the price list and any minimum commitment in Schedule 1
  • Agree the support split in Schedule 2 and the end customer terms in Schedule 3
  • Check the data processing chain in Schedule 4

Key points to check

  • Do not fix the reseller’s resale prices – that is likely to break competition law
  • Exclusivity and territorial restrictions must stay within competition law limits

Our templates are professionally structured starting points for UK businesses, not legal advice. For anything complex, unusual or high-value, have your final version checked by a solicitor.

Included in the pack

Tech & SaaS

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Editable Microsoft Word files

Guidance notes in every document

Written for UK businesses

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