White Label Agreement Template
1. Quality Standards and Acceptance
Provider will deliver products/services that materially conform to [Specifications] and meet [Quality Standards].
Acceptance method: [Acceptance Test/Inspection/Usage Validation]. Rejection period: [X days] from delivery or provisioning.
2. Products/Services and Fulfillment
The products/services covered by this Agreement are described in Schedule A: [Product/Service List].
Fulfillment method: [Shipment/Provisioning]. Lead times: [Lead Times].
3. Commercial Terms
Pricing is set out in Schedule B: [Pricing Terms]. Payment terms: [Net X days]. Invoicing method: [Invoice Delivery Method].
Provider may adjust prices with [X days] written notice, subject to [Price Lock/Grandfathering Terms].
4. Branding and Intellectual Property
Reseller may market and sell the products/services under [Reseller Brand Name(s)] and shall not use Provider trademarks except as approved in [Approved Use List].
Provider retains ownership of all underlying technology, designs, and intellectual property. Reseller shall not reverse-engineer, copy, or disclose Provider proprietary methods except as permitted in [Permitted Disclosure Scope].
5. Parties and Purpose
This White Label Agreement (the “Agreement”) is entered into on [Date] by and between Provider/Manufacturer: [Full Legal Name / Company Name] and Reseller/Brand Owner: [Full Legal Name / Company Name] (the “Parties”).
Provider Address: [Address]; Contact: [Phone, Email]. Reseller Address: [Address]; Contact: [Phone, Email].
6. Appointment and Territory
Provider grants Reseller the right to market, distribute, and sell the products/services under the Reseller brand within [Territory] through [Permitted Channels].
Exclusivity: [Exclusive/Non-Exclusive].
7. Legal Terms
Confidentiality applies to non-public information disclosed under this Agreement, subject to [Confidentiality Exceptions].
Warranties: Provider warrants products/services are free from material defects for [Warranty Period], with remedies limited to [Repair/Replace/Re-perform/Refund].
Limitation of liability: each Party’s aggregate liability is limited to direct damages not exceeding [Cap Amount] or fees paid in the prior [12] months, and neither Party is liable for consequential damages.
Term: begins [Start Date] and continues for [X years]. Termination for material breach requires [30/60] days’ written notice and [Cure Period].
Governing law: State of Illinois. Entire agreement, notices, and severability apply.
8. Defect Classification Table
Defects and nonconformities will be categorized as follows:
Category | Subtype | Severity | Examples | Remedy Target |
[Functional] | [Core Feature Failure] | [High/Medium/Low] | [Example] | [Repair/Replace Timeline] |
[Performance] | [Latency/Throughput] | [High/Medium/Low] | [Example] | [Re-perform Timeline] |
[Fulfillment] | [Damage/Missing Items] | [High/Medium/Low] | [Example] | [Replace Timeline] |
[Branding] | [Incorrect Labeling/Assets] | [High/Medium/Low] | [Example] | [Correction Timeline] |
Category | Subtype | Severity | Examples | Remedy Target |
[Functional] | [Core Feature Failure] | [High/Medium/Low] | [Example] | [Repair/Replace Timeline] |
[Performance] | [Latency/Throughput] | [High/Medium/Low] | [Example] | [Re-perform Timeline] |
[Fulfillment] | [Damage/Missing Items] | [High/Medium/Low] | [Example] | [Replace Timeline] |
[Branding] | [Incorrect Labeling/Assets] | [High/Medium/Low] | [Example] | [Correction Timeline] |
Category
Subtype
Severity
Examples
Remedy Target
[Functional]
[Core Feature Failure]
[High/Medium/Low]
[Example]
[Repair/Replace Timeline]
[Performance]
[Latency/Throughput]
[Re-perform Timeline]
[Fulfillment]
[Damage/Missing Items]
[Replace Timeline]
[Branding]
[Incorrect Labeling/Assets]
[Correction Timeline]
9. Corrective Actions and Rework Tracking
Corrective actions will be recorded in [Corrective Action Log Identifier/Link] with owners, deadlines, and closure criteria of [Closure Criteria].
Rework responsibilities: [Provider Rework/Reseller Rework/Shared], and cost allocation: [Cost Allocation Terms].
10. Inspection Rights and Documentation
Reseller may request documentation reasonably necessary to confirm conformity, including [QA Documents], on [Request Frequency] basis.
Provider inspection accommodation, if any: [Inspection Terms].
11. Audit and Change Control
Material changes to specifications or processes require [Notice Period] and [Approval Method]. Audit scope, if any: [Audit Scope] and [Audit Limits].
12. Signatures
Provider/Manufacturer (Quality Lead): [Company Name]
Signature: ____________________________ Date: ____________________________
Name/Title: [Name/Title]
Reseller/Brand Owner (Brand Lead): [Company Name]
Acceptance Reviewer (Reseller): [Name/Title] Signature: ____________________________ Date: ____________________________
Category | Subtype | Severity | Examples | Remedy Target |
[Functional] | [Core Feature Failure] | [High/Medium/Low] | [Example] | [Repair/Replace Timeline] |
[Performance] | [Latency/Throughput] | [High/Medium/Low] | [Example] | [Re-perform Timeline] |
[Fulfillment] | [Damage/Missing Items] | [High/Medium/Low] | [Example] | [Replace Timeline] |
[Branding] | [Incorrect Labeling/Assets] | [High/Medium/Low] | [Example] | [Correction Timeline] |
