Reseller Agreement Template — Legal-Ready, Partner-Friendly

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[Legal note: this article is not legal advice; always have counsel review your agreement template before use.]

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Why this matters for partner and legal teams

Reseller deals fall over when expectations aren’t documented — who can sell what, where, and at which price; how renewals work; who invoices the end customer; who handles L1 versus L2 support; and what happens if a shipment is delayed or a subscription lapses. A practical, product reseller agreement template keeps sales moving, reduces legal back-and-forth, and protects your brand and margin. If you need a starting point for a lighter touch motion, a simple reseller agreement template or even a simple reseller agreement template free download can work — but only if you attach exhibits for price lists, territory, and brand rules so they stay current.

Pick the right flavor for your model

• If you resell perpetual licenses or boxed software, a software reseller agreement template is your base. Point end users to your EULA, and define how keys are provisioned and replaced.
• If you run subscriptions, adapt a saas reseller agreement template — include provisioning, renewals, proration, usage-based fees, and service-level responsibilities. If you’re cost-sensitive, you can start with a saas reseller agreement template free of charge and tighten it with your counsel.
• If you sell hardware with services, choose a product reseller agreement template and add delivery terms, DOA/returns, and warranty periods in an exhibit.
• Need examples fast? A sample reseller agreement template is helpful for structure, but you still must tune definitions, pricing mechanics, and data clauses to your market.

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The essentials to include (quick checklist)

1. Appointment and scope — non-exclusive or exclusive, sub-reseller rules, and the exact list of products and services.
2. Territory and channels — geography, verticals, account carve-outs, and whether marketplaces are permitted.
3. Ordering and pricing — how POs are placed and accepted, price list reference, discount tiers, and special-bid approvals.
4. Taxes and delivery — Incoterms for physical goods; electronic delivery for subscriptions.
5. Payment and credit — invoice timing, due dates, late fees, credit limits, suspension rights.
6. Branding and trademarks — approved uses and quick takedown for misuse.
7. Support and SLAs — L1 by reseller, L2/L3 by you, with a clean escalation path.
8. Compliance and data — privacy, export/sanctions, anti-corruption, and security basics.
9. Warranties and liability — what you warrant, caps, exclusions.
10. Termination and survival — convenience, for-cause, and what happens to renewals and open POs.
11. Records and audit — reasonable window and scope to verify discounts and reporting.

Tips to keep negotiations short

• Put pricing, discounts, territory, SLAs, and brand rules in exhibits — not the body.
• Write a simple returns/DOA flow for physical goods and a clear renewal section for subscriptions.
• Be explicit about marketplaces and cross-border sales.
• Pair discount tiers with deal registration rules to prevent channel conflict.

Keep definitions tight — “Products,” “Territory,” “End Customer,” and “Effective Date” do a lot of work.