White Label SaaS Agreement

COMPANY LETTERHEAD

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

WHITE LABEL SAAS AGREEMENT

This White Label SaaS Agreement ("Agreement") is made and entered into as of {{effective_date}} (the "Effective Date") by and between:

{{licensor_company_name}}, a company duly incorporated and operating under the laws of {{licensor_jurisdiction}}, with its principal place of business at {{licensor_address}} ("Licensor"); and

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

Hereinafter, Licensor and Reseller may be referred to individually as “Party” and collectively as “Parties.”

1. DEFINITIONS

1.1. "White Label Solution" refers to the Licensor's Software-as-a-Service (SaaS) product(s), as described in Schedule A, which will be rebranded and marketed by the Reseller under its own brand.

1.2. "End-Users" refers to the ultimate customers who subscribe to or use the White Label Solution through the Reseller.

1.3. "Confidential Information" refers to any information disclosed by one Party to the other, directly or indirectly, which is designated as confidential or would reasonably be understood to be confidential.

2. GRANT OF LICENSE

2.1. Subject to the terms and conditions of this Agreement, Licensor hereby grants to Reseller a non-exclusive, non-transferable, revocable license to market, rebrand, and sell subscriptions to the White Label Solution to End-Users within the agreed territory of {{territory}}.

2.2. Reseller shall be solely responsible for all aspects of marketing, sales, and customer support for End-Users.

3. RESELLER OBLIGATIONS

3.1. Reseller shall use its best efforts to market and promote the White Label Solution to potential End-Users.

3.2. Reseller shall provide first-line technical support to End-Users. Licensor shall provide second-line support to Reseller in accordance with the Service Level Agreement (SLA) attached as Schedule B.

3.3. Reseller shall maintain the confidentiality of all Licensor's Confidential Information and shall not disclose it to any third party except as required to fulfill its obligations under this Agreement.

4. LICENSOR OBLIGATIONS

4.1. Licensor shall provide the White Label Solution in a fully functional and operational state, free from material defects.

4.2. Licensor shall provide Reseller with necessary training and marketing materials to facilitate the resale of the White Label Solution.

4.3. Licensor shall provide updates and maintenance to the White Label Solution as generally provided to its own customers.

5. FEES AND PAYMENT

5.1. Reseller shall pay Licensor a {{payment_type}} fee, calculated as {{fee_percentage}}% of the net revenue generated from End-User subscriptions, or a fixed monthly fee of {{fixed_monthly_fee}}.

5.2. Payments shall be made by Reseller to Licensor on a {{payment_frequency}} basis, within {{payment_days}} days of the end of each {{payment_period}}.

5.3. All fees are exclusive of any applicable taxes, duties, or levies, which shall be borne by the Reseller.

6. TERM AND TERMINATION

6.1. This Agreement shall commence on the Effective Date and continue for an initial term of {{initial_term_months}} months, automatically renewing for successive terms of {{renewal_term_months}} months unless either Party provides written notice of non-renewal at least {{notice_period_days}} days prior to the end of the then-current term.

6.2. Either Party may terminate this Agreement immediately upon written notice if the other Party commits a material breach of this Agreement and fails to cure such breach within {{cure_period_days}} days of receiving written notice thereof.

7. LIMITATION OF LIABILITY

7.1. To the maximum extent permitted by law, neither Party shall be liable to the other for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses, resulting from (a) your access to or use of or inability to access or use the White Label Solution; (b) any conduct or content of any third party on the White Label Solution; (c) any content obtained from the White Label Solution; and (d) unauthorized access, use or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence) or any other legal theory, whether or not we have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose.

7.2. The total liability of the Licensor to the Reseller for any claim arising out of or in connection with this Agreement, whether in contract, tort, or otherwise, shall not exceed the total fees paid by the Reseller to the Licensor in the twelve (12) months preceding the event giving rise to the claim.

8. GOVERNING LAW AND DISPUTE RESOLUTION

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

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

8.3. The seat of arbitration shall be {{arbitration_city}}, and the language of the arbitration shall be English.

SIGNATURES

IN WITNESS WHEREOF, the Parties hereto have executed this White Label SaaS Agreement as of the Effective Date.

FOR LICENSOR:

___________________________

Name: {{licensor_signatory_name}}

Title: {{licensor_signatory_title}}

Date: {{licensor_signature_date}}

FOR RESELLER:

___________________________

Name: {{reseller_signatory_name}}

Title: {{reseller_signatory_title}}

Date: {{reseller_signature_date}}