Terms for a white label SaaS product

White labelling puts the supplier's product in front of customers who think it belongs to someone else, and the agreement has to work for a relationship in which the partner sells, supports and bills, the supplier builds and hosts, and the end customer has a contract with only one of them. It has to license the rebranding, decide who the end customer's supplier is and flow the right terms down, protect the marks on both sides, set support tiers, allocate the data roles across three parties, and say what happens to the partner's customers when the agreement ends. I draft that agreement for a fixed fee of £995, delivered in five working days.

Who this is for

SaaS businesses in England and Wales offering their product for resale under a partner's own brand, and businesses taking a white label product to sell as their own, from an agency reselling a platform to a bank offering a fintech product under its name.

What matters in a white label agreement

The licence to rebrand and resell

The agreement should grant the partner a non-exclusive, or exclusive within limits, licence to market, resell and provide access to the product under the partner's brand in a defined territory and sector, to customise the visible elements the supplier permits, and not to modify the underlying software, with the product and every improvement remaining the supplier's under the Copyright, Designs and Patents Act 1988. Where exclusivity is granted, it should be conditional on minimum revenue and limited in time, and its restrictions on the partner should be checked against the Competition Act 1998 and the Competition Act 1998 (Vertical Agreements Block Exemption) Order 2022.

Who the end customer contracts with, and the flow-down

The agreement should decide whether the partner is the end customer's supplier, contracting on its own terms and buying the service wholesale, or whether the end customer contracts with the supplier under a co-branded agreement; in the usual white label model the partner is the supplier of record. The agreement should then require the partner's end customer terms to contain minimum provisions the supplier needs (licence restrictions, acceptable use, data protection, liability limits, no warranties beyond the supplier's), and the supplier should have the right to approve or to require changes to them.

Trade marks on both sides

The partner licenses the supplier to apply the partner's marks to the product, and the supplier licenses the partner to use any supplier marks that remain visible, each in writing and signed as section 28 of the Trade Marks Act 1994 requires, with brand guidelines, quality control, no registration of confusingly similar marks, and termination of the licences with the agreement. The agreement should also say whether the supplier may disclose the relationship, because a white label partner usually wants it kept confidential.

Support tiers and who the end customer calls

The agreement should define first-line support (the partner: end customer contact, basic troubleshooting), second and third-line support (the supplier: product faults, escalations), response and resolution times between supplier and partner, and the service levels the supplier gives the partner, which the partner can then reflect in its own terms; a partner that promises its customers a service level the supplier has not given it has promised its own money. Maintenance windows, release notes and roadmap communications should be provided to the partner in time for it to tell its customers.

Data roles across three parties

The end customer is controller of its data, the partner is its processor where it provides the service, and the supplier is the partner's subprocessor, so the agreement must contain processor terms between partner and supplier that satisfy Article 28 of the UK GDPR and enable the partner to give its customers the Article 28 terms they need, with security under Article 32, subprocessors and transfers under Article 46 listed by the supplier and flowed through, and breach notification timed so that the partner can meet its own obligations. Where the partner also uses the data for its own purposes, it is a controller for those, and the agreement should say so.

Pricing, minimums, termination and the customers

The agreement should state the wholesale price or revenue share, minimum commitments, invoicing and interest under the Late Payment of Commercial Debts (Interest) Act 1998, the partner's freedom to set its own resale prices, and the term and renewal. On termination the agreement should say what happens to the partner's customers: a run-off period during which the supplier continues to provide the service for existing customers, an option for the supplier to take them on directly with their consent, or migration assistance, with the partner's confidentiality about the supplier's identity addressed. Liability should be capped on both sides with the flow of end customer claims stopped at the partner, tested under section 11 of the Unfair Contract Terms Act 1977.

What it costs

Reseller or partner agreement, £995. Channel, referral or white label arrangements. Five working days.

Buying online forms the engagement on payment. The scope is what the saas and technology contracts page describes, you accept the Terms of Service at checkout, and I email you within four working hours to get started. If you would rather ask something first, email me.

What you get

• A bespoke contract drafted for how your product is sold, delivered and supported
• Service levels you can meet, with remedies that are proportionate rather than aspirational
• A liability position that is defensible and will survive enterprise procurement
• IP and data provisions that fit together rather than contradicting each other
• A commercial note on where you will get pushback and what is worth conceding
• One round of amendments

What is not included

• Negotiating individual enterprise deals, which I quote separately
• Advice on the law of jurisdictions outside England and Wales
• Technical security certification or audit
• Regulatory advice for regulated sectors such as financial services or health

Questions I am often asked

Can we stop our white label partner from telling anyone the product is ours?

The agreement can make the relationship confidential in both directions, and usually does at the partner's request. It should also say what each party may say if a customer or a regulator asks.

The partner's customers signed the partner's terms. Can they claim against us?

Not under those terms, if the partner is the supplier of record and third-party rights are excluded. The partner claims against the supplier under the white label agreement, within the cap, which is why the partner's end customer terms need the minimum provisions the agreement requires.

What happens to the partner's customers if we end the agreement?

What the agreement says: a run-off period, direct take-on with consent, or migration help. The choice is commercial and should be made when the agreement is signed, not when it ends.

Related guidance and services

• SaaS and technology contracts, £995, the service this page describes
• Contract review, £495
• Data protection agreements and privacy terms, £795
• Reseller agreement for a UK software vendor
• Channel partner agreement

This page is general guidance for businesses in England and Wales, not advice on your own circumstances. Last reviewed: September 2026. Email geoffrey@caesar.co.uk.