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White Label Agreement

This White Label Agreement template outlines the terms and conditions under which one party (the "Provider") develops and provides a product or service to another party (the "Reseller"), allowing the Reseller to rebrand and market it as their own. Use this agreement when engaging in white label partnerships to protect both parties and ensure clear expectations.

Updated 17d ago
white labelreseller agreementprivate labellicensingSMESouthern Africaproduct agreement

Company Letterhead

{{company_name}}

{{company_address}}

Tel: {{phone}}

Email: {{email}}

Website: {{website}}

WHITE LABEL AGREEMENT

This White Label Agreement ("Agreement") is entered into on this {{day}} day of {{month}}, {{year}} ("Effective Date")

BETWEEN:

{{provider_company_name}}, a company duly incorporated under the laws of {{provider_jurisdiction}}, with its principal place of business at {{provider_address}} (hereinafter referred to as "Provider");

AND

{{reseller_company_name}}, a company duly incorporated under the laws of {{reseller_jurisdiction}}, with its principal place of business at {{reseller_address}} (hereinafter referred to as "Reseller").

Provider and Reseller are hereinafter collectively referred to as the "Parties" and individually as a "Party".

1. DEFINITIONS

1.1. "White Label Product(s)" refers to the product(s) or service(s) developed by the Provider and made available to the Reseller for branding and resale under the Reseller's own brand.

1.2. "Intellectual Property Rights" means all present and future rights conferred by statute, common law or equity in or in relation to any copyright, trade marks, designs, patents, circuit layouts, plant varieties, business names, domain names, confidential information, trade secrets and other results of intellectual activity in the industrial, commercial, scientific, literary or artistic fields whether or not registered or registrable and includes any right to apply for registration of such rights.

2. SCOPE OF AGREEMENT

2.1. The Provider agrees to supply the White Label Product(s) as described in Schedule A to the Reseller, who shall market and distribute the White Label Product(s) under its own brand name, {{reseller_brand_name}}.

2.2. The Reseller acknowledges that the White Label Product(s) are developed by the Provider and that all underlying Intellectual Property Rights remain with the Provider.

2.3. The Reseller shall be solely responsible for all sales, marketing, support, and billing of the White Label Product(s) to its end-users or customers.

3. LICENCE GRANT

3.1. Subject to the terms and conditions of this Agreement, the Provider grants the Reseller a non-exclusive, non-transferable, revocable license to market, distribute, and resell the White Label Product(s) under the Reseller's brand name within the geographical territory of {{reseller_territory}}.

3.2. The Reseller shall not modify, reverse engineer, decompile, or disassemble the White Label Product(s) without the express written consent of the Provider.

4. FEES AND PAYMENT

4.1. In consideration for the White Label Product(s) and the licence granted herein, the Reseller shall pay the Provider the fees as set out in Schedule B.

4.2. All payments shall be made in {{currency}} within {{payment_terms}} days of the invoice date.

4.3. Any late payments shall incur interest at a rate of {{interest_rate}}% per annum, compounded monthly.

5. REPRESENTATIONS AND WARRANTIES

5.1. The Provider warrants that it has the full right and authority to enter into this Agreement and to grant the licences herein.

5.2. The Provider warrants that the White Label Product(s) will substantially conform to the specifications set out in Schedule A for a period of {{warranty_period}} from the date of delivery.

5.3. The Reseller warrants that it will conduct its business in a professional manner and will not engage in any activity that could harm the reputation of the Provider or the White Label Product(s).

6. CONFIDENTIALITY

6.1. Both Parties agree to keep confidential all non-public information received from the other Party in connection with this Agreement, including but not limited to business plans, customer lists, technical data, and pricing information.

6.2. This obligation of confidentiality shall remain in effect for a period of {{confidentiality_period}} after the termination of this Agreement.

7. TERM AND TERMINATION

7.1. This Agreement shall commence on the Effective Date and shall continue for an initial term of {{initial_term}} years, unless terminated earlier in accordance with the provisions of this Agreement.

7.2. Either Party may terminate this Agreement by providing {{notice_period}} days' written notice to the other Party in the event of a material breach of this Agreement that is not cured within {{cure_period}} days of receiving notice of such breach.

7.3. Upon termination of this Agreement, the Reseller shall immediately cease all marketing and distribution of the White Label Product(s) and shall return or destroy all copies of confidential information belonging to the Provider.

8. GOVERNING LAW AND DISPUTE RESOLUTION

8.1. This Agreement shall be governed by and construed in accordance with the laws of {{governing_law_jurisdiction}}.

8.2. Any dispute, controversy or claim arising out of or relating to this Agreement, or the breach, termination or invalidity thereof, shall be settled by arbitration in accordance with the rules of the {{arbitration_institution}}.

9. ENTIRE AGREEMENT

9.1. This Agreement, including its Schedules, constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior discussions, negotiations, and agreements, whether oral or written.

9.2. No amendment or modification of this Agreement shall be valid unless made in writing and signed by authorised representatives of both Parties.

SIGNATURES

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.

FOR AND ON BEHALF OF {{provider_company_name}}:

___________________________

Name: {{provider_signatory_name}}

Title: {{provider_signatory_title}}

Date: {{provider_signature_date}}

FOR AND ON BEHALF OF {{reseller_company_name}}:

___________________________

Name: {{reseller_signatory_name}}

Title: {{reseller_signatory_title}}

Date: {{reseller_signature_date}}

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