Reseller Agreement Letter


A Reseller Agreement Letter is a formal document that establishes the terms and conditions under which a company (the "Supplier" or "Manufacturer") allows another company (the "Reseller") to sell its products or services. The agreement outlines the rights and responsibilities of both parties, including pricing, territory, payment terms, support, intellectual property rights, and termination conditions.

Below are two sample Reseller Agreement Letters.

Reseller Agreement Letter sample 1

[Date]
[Supplier’s Name]
[Supplier’s Address]

[Reseller’s Name]
[Reseller’s Address]

Subject: Reseller Agreement Letter

Dear [Reseller’s Name],

We are pleased to formalize our mutual understanding and agreement for your company, [Reseller’s Name], to act as a non-exclusive reseller of [Supplier's Name]'s products. This Reseller Agreement Letter ("Agreement") outlines the terms under which [Reseller's Name] ("Reseller") is authorized to market, sell, and distribute [describe the products/services] ("Products") within [specified territory, if applicable].

1. Term of the Agreement

1.1 This Agreement shall commence on [Start Date] and continue until [End Date], unless terminated earlier in accordance with Section 9 below. The Agreement may be extended by mutual written consent of both parties.

2. Reseller Responsibilities

2.1 The Reseller agrees to:
- Market and promote the Products diligently within [specified territory].
- Use its best efforts to achieve sales targets mutually agreed upon by both parties.
- Provide first-line customer support for all customers purchasing the Products from the Reseller.
- Adhere to the Supplier's brand guidelines when marketing the Products.

2.2 The Reseller shall not make any false or misleading statements about the Products and shall use only marketing materials approved by the Supplier.

3. Supplier Responsibilities

3.1 The Supplier agrees to:
- Provide the Reseller with the necessary sales materials, training, and product information.
- Fulfill orders placed by the Reseller in a timely manner.
- Offer technical support for the Products, including any training necessary for the Reseller to support end-users effectively.
- Provide a warranty for the Products as specified in the Supplier's standard warranty terms.

4. Pricing and Payment

4.1 The Reseller shall purchase the Products from the Supplier at the discounted price listed in the attached price list (Exhibit A). Prices are subject to change with [Number of Days] days' written notice from the Supplier.

4.2 Payment terms shall be [payment terms, e.g., net 30 days from the date of invoice].

5. Territory and Exclusivity

5.1 The Reseller shall have the right to sell the Products within [specify territory, e.g., a specific country or region].

5.2 This Agreement is non-exclusive, and the Supplier reserves the right to appoint other resellers or sell directly within the specified territory.

6. Intellectual Property Rights

6.1 The Supplier retains all rights to trademarks, patents, copyrights, and trade secrets associated with the Products.

6.2 The Reseller is granted a non-transferable, non-exclusive license to use the Supplier’s trademarks and marketing materials solely for the purpose of promoting the Products.

7. Confidentiality

7.1 Both parties agree to maintain the confidentiality of any proprietary information disclosed during the term of this Agreement.

7.2 This obligation shall survive the termination of this Agreement for a period of [Number of Years].

8. Termination

8.1 Either party may terminate this Agreement with [Number of Days] days' written notice.

8.2 In the event of a breach of this Agreement, the non-breaching party may terminate immediately by providing written notice to the breaching party.

9. Governing Law and Dispute Resolution

9.1 This Agreement shall be governed by the laws of [State/Country].

9.2 Any disputes arising out of or relating to this Agreement shall first be resolved through good-faith negotiations. If unresolved, disputes shall be submitted to binding arbitration in [Location].

We look forward to a successful partnership. Please sign below to confirm your acceptance of these terms.

Sincerely,
[Supplier’s Name]
[Title]
[Contact Information]

Agreed and Accepted by:

[Reseller’s Name]
By: _________________________
Title: ______________________
Date: _______________________

Reseller Agreement Letter sample 2

[Date]
[Supplier’s Name]
[Supplier’s Address]

[Reseller’s Name]
[Reseller’s Address]

Subject: Reseller Agreement

Dear [Reseller’s Name],

This Reseller Agreement ("Agreement") outlines the terms and conditions under which [Reseller’s Name] ("Reseller") is authorized to market, distribute, and sell the products and services of [Supplier’s Name] ("Supplier"). By signing this Agreement, [Reseller’s Name] agrees to abide by the terms specified herein.

1. Agreement Duration

This Agreement will begin on [Start Date] and will automatically renew annually, unless either party provides [Number of Days] days' notice to terminate the Agreement.

2. Reseller's Duties and Obligations

2.1 The Reseller agrees to actively promote and sell [list of products/services].

2.2 The Reseller shall maintain adequate inventory levels to meet anticipated customer demand.

2.3 The Reseller is responsible for managing customer orders, invoicing, and returns, except as otherwise stated.

2.4 The Reseller agrees to provide reasonable after-sales support, including handling warranty claims according to Supplier’s guidelines.

3. Supplier's Duties and Obligations

3.1 The Supplier shall ensure the timely availability of products to the Reseller in accordance with mutually agreed-upon inventory schedules.

3.2 The Supplier will provide ongoing technical training and marketing resources to the Reseller.

3.3 The Supplier retains the right to modify the specifications of the products at any time, with [Number of Days] days' notice provided to the Reseller.

4. Discount Structure and Payment Terms

4.1 The Reseller will purchase products at a [percentage]% discount off the Supplier’s standard list price.

4.2 Payment is due [number] days from the date of invoice, with a [percentage]% late fee applied for overdue balances.

4.3 Prices are subject to adjustment with a [Number of Days] days' notice from the Supplier.

5. Marketing and Promotion

5.1 The Reseller may advertise the products using Supplier-approved materials only.

5.2 All marketing efforts must align with the Supplier’s branding guidelines. The Reseller may not alter product names or descriptions without prior written approval.

6. Territory Rights and Sales Targets

6.1 The Reseller is granted a [exclusive/non-exclusive] right to market the products in [specify geographic region].

6.2 The parties will establish mutually agreed sales targets for each [quarter/year]. Failure to meet these targets for two consecutive periods may result in termination of this Agreement.

7. Confidentiality and Non-Disclosure

7.1 Both parties agree not to disclose any confidential information obtained under this Agreement. This obligation extends beyond the termination date of this Agreement for [number] years.

8. Warranty and Liability

8.1 The Supplier offers warranties as provided in the official warranty policy (attached as Exhibit B). The Reseller agrees to communicate these terms clearly to customers.

8.2 Neither party shall be liable for indirect or consequential damages arising from this Agreement.

9. Termination and Exit Clauses

9.1 Either party may terminate this Agreement with [Number of Days] days' notice. Immediate termination may occur upon a breach of any material term.

9.2 Upon termination, the Reseller must return all unsold inventory to the Supplier or provide proof of destruction.

10. Miscellaneous Provisions

10.1 This Agreement constitutes the entire agreement between the parties and supersedes any prior agreements or discussions.

10.2 Any amendments must be made in writing and signed by authorized representatives of both parties.

Please sign below to confirm your understanding and acceptance of these terms. We look forward to a successful business relationship.

Sincerely,
[Supplier’s Name]
[Title]
[Contact Information]

Agreed and Accepted by:

[Reseller’s Name]
By: _________________________
Title: ______________________
Date: _______________________

These templates can be customized to fit the specific requirements of the parties involved, covering essential aspects of the reseller relationship.