This White-Label Reseller Agreement ("Agreement") is entered into as of [Date] by and between:
Company grants Reseller a non-exclusive, non-transferable license to resell the bizbot software platform and services under Reseller's own branding ("White-Label Services"). This license is limited to the territories and customer classes specified in Exhibit A.
Reseller shall pay Company the following wholesale prices, earning the specified margins on retail sales:
Pricing is exclusive of applicable taxes. Company reserves the right to adjust wholesale pricing with 60 days' written notice.
Reseller shall remit payment to Company net 30 days from invoice date. All payments are due on the 10th of the following month. Late payments incur a 1.5% monthly interest charge. Invoices are issued monthly based on active subscriptions.
Reseller Responsibilities: Reseller agrees to provide all first-line customer support, including account management, onboarding assistance, and technical troubleshooting up to platform limits.
Company Support: Company provides escalation support for complex technical issues, platform bugs, and infrastructure outages. Reseller shall log all escalations through the partner portal with reproduction steps and customer contact information.
Company retains all ownership rights to the bizbot software, algorithms, documentation, and brand assets. Reseller may rebrand the user interface and white-label marketing materials as provided by Company. Reseller may not modify the underlying software code or claim ownership of any bizbot intellectual property.
Both parties agree to maintain strict confidentiality of any proprietary information disclosed during this engagement, including pricing structures, technical specifications, and customer data. This obligation survives for three (3) years after termination of this Agreement.
Either party may terminate this Agreement with thirty (30) days' written notice. Upon termination:
EXCEPT FOR INDEMNIFICATION OBLIGATIONS, NEITHER PARTY SHALL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING FROM THIS AGREEMENT. EACH PARTY'S TOTAL LIABILITY IS CAPPED AT THE TOTAL FEES PAID OR OWED IN THE PRECEDING 12 MONTHS.
Reseller agrees to indemnify, defend, and hold harmless Company from any claims, damages, or costs (including legal fees) arising from:
This Agreement shall be governed by the laws of the State of California, without regard to conflict of law principles. Any legal action shall be brought exclusively in the courts located in California.