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The VAR / Reseller Agreement is used when allowing a third party to resell your products or services to their customers. This is typically used when selling higher priced services or allowing the VAR to stock your products or sell them directly from their web site.
Document Length: 3 Pages
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Related documents may be used in conjunction with this document depending on your situation. Many related documents are intended for use as part of a contract management system.

Related Documents:
Reseller/VAR Contract
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Writing the Reseller/VAR Contract document

company name RESELLER AGREEMENT THIS AGREEMENT is made this current day day of current month current year by and between company name hereafter referred to as VAR or Reseller and company name hereafter referred to as Company The purpose of this Agreement hereafter referred to as the Agreement is to precede longer term contract arrangement under which company name will provide Reseller services on behalf of company name. Agreements As service the standard VAR agreement with the Company is provided below.

1. Right to Resell. Subject to the terms and conditions of this agreement Company grants the VAR non exclusive right to resell its products and services to the VARs customers. 2. Representation. The VAR shall maintain sales office for product promotion and is responsible for all costs incurred for the promotion and sale of Company products and services. The VAR shall conduct business in its own name and shall not represent itself as an employee or agent of the Company. Prospects may be registered with the Company and will be protected for days. This protection may be renewed at the Companys discretion for further days. 3. End User Pricing. End User pricing and VAR Compensation is outlined on Exhibit attached and is subject to change at the sole discretion of the Company. 4. Compensation.

Terms of payment are C. O. D. unless credit approval has been granted by the Company. If credit approval has been granted credit terms are net days upon receipt of invoice. The Company reserves the right to revoke any credit extended if payment is in arrears or delinquent for more than days. 5. Non Disclosure. Proprietary Information exchanged here forth shall be treated as such by the VAR and held in the strictest of confidence. This information shall include but not be limited to the provisions outlined in this agreement product and services information pricing source code company practices methodology and procedures. The VAR further agrees to not distribute decompose disassemble decode or reverse engineer any Company program delivered to the VAR or any portion thereof without prior written approval of the Company. 6. Transfer of Rights. The VAR may not assignor transfer this agreement in whole or in part without the prior written consent of the Company. In the event that the VAR contemplates whole or partial sale of its business ownership change or change in its jurisdiction the VAR shall notify company name by mail facsimile or email no less than days prior to the effective date of the event. 7. Term of Agreement. The term of this agreement is twelve months from the date of execution by the Company. This agreement shall be continuously renewed every twelve months unless the VAR notifies the Company in writing thirty days prior to the expiration date.

8. Termination. The Company may terminate this agreement at its sole discretion upon the occurrence of one or more of the following events. failure to comply with any provisions of the agreement upon receipt of written notice from the Company of said failure appointment of Receiver or upon the filing of any application by the VAR seeking relief from creditors upon mutual agreement in writing of the Company and VAR. 9. Disputes. If legal proceedings are commenced to resolve dispute arising out of or relating to this agreement the prevailing party shall be entitled to recover all costs legal fees and expert witness fees as well as any costs or legal fees in connection with any appeals. 10. Indemnification. The VAR shall indemnify and hold the Company harmless from and against any and all claims judgments awards costs expenses damages and liabilities including reasonable attorney fees of whatsoever kind and nature that may be asserted granted or imposed against the Company directly or indirectly arising from or in connection with VARs marketing or support services of the product or services or the unauthorized representation of the product and services or any breach of this agreement by the VAR. 11. Limited Warranty.

The Company warrants that the product will substantially perform the functions or generally conform to the specifications published by the Company for the product. If it is determined that the product does not operate according to such documentation the Companys only responsibility will be to use reasonable efforts consistent with industry standards to cure the defect. 12. Force Majeure. Neither party shall be held responsible for delay or failure in performance hereunder caused by acts of nature strikes embargoes fires war or other causes beyond their reasonable control. 13. Binding Effect. If any provision of this agreement is held to be unenforceable the enforceability of the remaining provisions shall in no way be affected or impaired thereby. This agreement and any disputes arising hereunder shall be governed by the laws of state or province state without regard to conflicts of law principles. failure by any party to exercise or delay in exercising right or power conferred upon it in this agreement shall not operate as waiver of any such right or power.

Each party represents and warrants that on the date first written above they are authorized to enter into this Agreement in entirety and duly bind their respective principals by their signature below. EXECUTED as of the date first written above. company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed

company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed Reseller Initials Company Initials

Writing the Exhibit A (Payment Terms) document (alternate or related contract document)

Select an appropriate payment terms from the list of possible choices depending on the agreement being used with and delete the rest. For example if using project development contract use one of the first three milestone based payment terms. If using VAR Reseller contract or for general pricing use the payment terms pricing plan at the end of the list of plans below. EXHIBIT A PAYMENT TERMS 1. Customer agrees to pay Developers fee of Insert Total Payment Amount according to the following terms. A. 90% of the estimated price upon execution of the Agreement. 2. Customer agrees to the pay for all out of pocket expenses incurred by Developers in developing the project including but without limitation any. A. License fees B. Outsource services billed for Customer

C. Film and Developing D. Shipping E. Domain name registration F. Host costs for ISP G. Hardware and software

H. Travel 3. Customer agrees to pay for the Developers fee and all expenses as set forth above within days of invoice. All unpaid balances shall accrue interest at 2% per month. 4. Customer agrees that any changes customer makes to the specification may adversely affect the original estimate. Extra time incurred above and beyond the original specification will be billed at an hourly rate of hourly rate and is not subject to the costs estimates and caps in 1. above. 5. Customer agrees that estimated yearly maintenance costs are only estimates and are not included in the quoted price. EXHIBIT A PAYMENT TERMS

1. Customer agrees to pay Developers fee of Insert Total Payment Amount according to the following terms. A. 3 of the fee upon execution of the Agreement; B. 3 of the fee upon completion of Insert Key Payment Milestone C. The remaining upon completion per the specification. 2. Customer agrees to the pay for all out of pocket expenses incurred by Developers in developing the project including but without limitation any.

A. License fees B. Outsource services billed for Customer C. Film and Developing D. Shipping E. Domain name registration F. Host costs for ISP G. Hardware and software

H. Travel 3. Customer agrees to pay for the Developers fee and all expenses as set forth above within days of invoice. All unpaid balances shall accrue interest at 2% per month. 4. Customer agrees that any changes customer makes to the specification may adversely affect the original estimate. Extra time incurred above and beyond the original specification will be billed at an hourly rate of hourly rate and is not subject to the costs estimates and caps in 1. above. 5. Customer agrees that estimated yearly maintenance costs are only estimates and are not included in the quoted price. EXHIBIT A PAYMENT TERMS 1. Customer agrees to pay Developers an hourly fee according to the following terms. A. 10% of the estimate upon execution of the Agreement of Insert Total Payment Amount

B. Customer is billed at hourly rate per hour at the completion of each milestone. C. The customer will not be liable for more than Insert Maximum Amount Liable for in hourly work. 2. Customer agrees to the pay for all out of pocket expenses incurred by Developers in developing the project including but without limitation any. A. License fees B. Outsource services billed for Customer

C. Film and Developing D. Shipping E. Domain name registration F. Host costs for ISP G. Hardware and software H. Travel 3. Customer agrees to pay for the Developers fee and all expenses as set forth above within days of invoice. All unpaid balances shall accrue interest at 2% per month. 4. Customer agrees that any changes customer makes to the specification may adversely affect the original estimate. Extra time incurred above and beyond the original specification will be billed at an hourly rate of hourly rate and is not subject to the costs estimates and caps in 1. above.

5. Customer agrees that estimated yearly maintenance costs are only estimates and are not included in the quoted price. EXHIBIT A CREDIT CARD PAYMENT PLAN Authorization for credit card payments for development per Exhibit and B. Charges to be applied as Customer accepts each milestone. Customer accepts liability for all costs incurred including but not limited to chargebacks and reversals. Card Number

Expiration Date Name on Card Title Phone. phone number Fax. fax number Email. email address Company. company name Street. address address

City. city Country. country EXHIBIT A PAYMENT TERMS Pricing Plan. Insert your pricing plan here. Discounts. Insert any discounts available here.

Restrictions. Insert any restrictions here.

How to write my Breach of Contract Notification Form document (alternate or related contract document)

GIVING NOTICE OF BREACH OF AGREEMENT DEMANDING CORRECTIVE ACTION current date company name address address

city state or province zip or postal code Phone phone number Fax fax number Re. Our Agreement Dear salutation last name The purpose of this letter is to give formal notice of your breach of our Agreement Insert the title of the contract or agreement which was breached dated start date. Specifically you are in breach of paragraph Insert Paragraph Breached here of the Agreement which provides that Insert description of what was breached Please be advised that if Insert corrective action that must be done will have no choice but to refer this matter to legal counsel for appropriate action.

Thank you in advance for your immediate attention to this matter. Sincerely first name last name job title

How to write my Affiliate / VAR Termination Agreement document (alternate or related contract document)

NOTICE OF AFFILIATE VAR AGREEMENT TERMINATION current date company name address address city state or province zip or postal code Phone. phone number Fax. fax number

Re. Affiliate or VAR Agreement Dear salutation last name The purpose of this letter is to give you formal notice in accordance with the termination notice requirements in our agreement of our intent to terminate our affiliate agreement with you. Termination shall be effective effective date and all remaining monies owed under our agreement shall be paid by Insert final payment terms here We appreciate our past business dealings with you and wish you well in the future. Should you have any questions concerning this termination please contact Insert contact information Sincerely first name last name job title

Writing the Contract Dissolution Agreement document (alternate or related contract document)

PROJECT CANCELLATION AGREEMENT THIS AGREEMENT is made this current day day of current month current year by and between company name Consultants and company name Customer Agreements In consideration of the mutual covenants set forth in this Agreement Customer and Consultants hereby agree to cancel any and all work projects or labor as follows. 1. Cancellation of Services. Consultants shall cease any and all computer consulting services described below the Services or Work Product as well as any additional services that Customer has requested. Services include but are not limited to. a Enter Service or Work Product Description here

b Enter Service or Work Product Description here c Enter Service or Work Product Description here d Enter Service or Work Product Description here 2. Termination Obligations. Upon termination of this Agreement Consultants shall transfer and make available to Customer all property and materials in Consultants possession or subject to Consultants control that are the rightful property of Customer. The Consultant shall make every reasonable effort to secure all written or descriptive matter which pertains to the Services or Work Product and agrees to provide reasonable cooperation to arrange for the transfer of all property contracts agreements supplies and other third party interests including those not then utilized and all rights and claims thereto and therein. In the event of loss or destruction of any such material or descriptive matter Consultants shall immediately notify Customer of the details of the loss or destruction in writing and provide the necessary information for loss statement or other documentation to Customer. 3. Ownership Rights. The Consultant shall have ownership to all Consultants Materials. Consultants Material consists of all copyrightable. a Materials that do not constitute Services or Work Product as defined in Sect Services and Exhibit Specifications

b Materials that are solely owned by Consultants or licensed to Consultants. c Materials that are incorporated into the Work Product or part of the Services. Additional material shall include but are not limited to. Insert details about additional material here. Consultant shall hold all right title and interest in and to Consultants Material. Customer shall not do anything that may infringe upon or in any way undermine Consultants right title and interest in the Consultants Material as described in this paragraph 4. Notwithstanding the above Consultant hereby grants Customer an unrestricted nonexclusive perpetual fully paid up worldwide license for the use or for the sublicense of the use of Consultants Material for the purpose of

Insert purpose materials will be used for here. 4. Outstanding Final Compensation and Hold Harmless Agreements. For all of Consultants services rendered to Customer under any Previous Agreement Customer shall compensate Consultants in cash pursuant to the terms of Exhibit attached hereto. By accepting the terms of this offer and signing in the space provided below you hereby release and forever discharge and hold Customer its successors employers employees agents officers directors shareholders affiliates and insurers harmless of all claims suits or liability directly or indirectly related to your employment retainment of services or the termination of such services and specifically and without limitation any claims to pay in lieu of notice wrongful dismissal severance vacation bonus or overtime pay. This release includes but is not limited to all contract and tort claims between Customer and Consultants concerning Customers right to terminate its employees contractors and vendor agreements and claims or rights under local state and federal laws prohibiting employment discrimination. By signing below you agree that these terms represent full and final settlement of any and all claims you have arising out of your employment or contract employment by Customer. 5. Mutual Confidentiality. Customer and Consultants acknowledge and agree that the Specifications and all other documents and information related to the performance production creation or any expression of the services or work product are the property of Customer. Materials provided between Consultants and Customer the Confidential Information including but not limited to documentation product specifications drawings pictures photographs charts correspondence supplier lists financial reports analyses and other furnished property shall be the exclusive property of the respected owner the Owning Party and will constitute valuable trade secrets. Both parties shall continue to keep the Confidential Information in confidence and shall not at any time during or after the term of this Agreement without prior written consent from the owning party disclose or otherwise make available to anyone either directly or indirectly all or any part of the Confidential Information. Excluded from the Confidential Information definition is anything that can be seen by the public or had been previously made available by the owning party in public venue. 6. Equipment and Expenses. If Customer has made available to Consultants for Consultants use in performing the services for Customer such items of hardware and software as Customer and Consultants may agree are reasonably necessary for such purpose Consultants are obligated to return all Customer property currently in their possession at time and place of Customers choice. The following equipment and or services have been made available to Consultants and are hereby required to be return to Customer.

a Insert Equipment or Services description here b Insert Equipment or Services description here c Insert Equipment or Services description here 7. Expenses. Consultants will not be reimbursed for any expenses incurred in connection with the Services or Work Product whether direct or indirect without the express written approval of Customer. 8. General Provisions. 8 Entire Agreement. This Agreement contains the entire Agreement between the parties relating to the subject matter hereof and supersedes any and all prior agreements or understandings written or oral between the parties related to the subject matter hereof. No modification of this Agreement shall be valid unless made in writing and signed by both of the parties hereto. 8 Governing Law.

This Agreement shall be governed by and construed in accordance with the laws of the State of state or province. Exclusive jurisdiction and venue shall be in the county County state or province Superior Court. 8 Binding Effect. This Agreement shall be binding upon and inure to the benefit of Customer and Consultants and their respective successors and assigns provided that Consultants may not assign any of his obligations under this Agreement without Customers prior written consent. 8 Waiver. The waiver by either party of any breach or failure to enforce any of the terms and conditions of this Agreement at any time shall not in any way affect limit or waive such partys right thereafter to enforce and compel strict compliance with every term and condition of this Agreement. 8 Good Faith. Each party represents and warrants to the other that such party has acted in good faith and agrees to continue to so act in the negotiation execution delivery performance and any termination of this Agreement. 8 No Right to Assign. Consultants have no right to assign sell modify or otherwise alter this Agreement except upon the express written advance approval of Customer which consent can be withheld for any reason. Customer may freely assign its rights and obligations under this Agreement.

8 Attorneys Fees. In the event any party to this Agreement employs an attorney to enforce any of the terms of the Agreement the prevailing party shall be entitled to recover its actual attorneys fees and costs including expert witness fees. Each party represents and warrants that on the date first written above they are authorized to enter into this Agreement in entirety and duly bind their respective principals by their signature below. EXECUTED as of the date first written above. company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed

company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed Customer Initials Consultant Initials

A Document from Contract Pack

The editable Reseller/VAR Contract template - complete with the actual formatting and layout is available in the retail Contract Packs.
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