Software reseller agreements for SaaS and tech distribution

Usually when another business will be introducing, selling, bundling or supporting your software under a commercial arrangement that goes beyond a simple referral. A proper reseller agreement can deal with who is allowed to sell the product, whether the reseller can use your brand, what promises they can make to customers, and where support responsibility sits. That matters even more for SaaS and platform businesses, where access rights, user limits, data handling and service expectations can create confusion if the contract is too generic.

It commonly covers the reseller's appointment, territory or channel rights, whether the arrangement is exclusive, pricing and payment mechanics, ordering process, licence scope, use of your brand and marketing materials, customer support responsibilities, service level wording where relevant, confidentiality, intellectual property ownership, liability settings, termination rights and what happens to existing customers at the end. If your software handles personal or commercially sensitive information, the drafting may also need to reflect how information is collected, used and shared between the parties.

Important details include whether the reseller is simply introducing customers or actually contracting with them, whether they can set their own pricing, whether they provide first-line support, and whether they are allowed to bundle your software with other services. We also look at how your product is delivered, what access model applies, and how information moves between you, the reseller and end users. The legal drafting should follow your actual information-handling process, rather than relying on generic privacy wording, because the legal position often turns on those practical workflows.

A generic template can miss issues that are common in software deals, such as licence restrictions, update rights, hosting dependencies, support boundaries, customer data access, and limits on what the reseller can promise about performance or availability. It may also fail to deal properly with ownership of the software, documentation and branding assets. A tailored agreement gives you a better chance of matching the document to the way the channel relationship actually works. It helps you assess and reduce risk, but it focuses on helping you prepare clearly and understand the practical risks in every scenario.

Timing depends on the complexity of the reseller model, the quality of any existing draft, and how quickly instructions are confirmed. Once engaged, we gather the key commercial points, prepare a draft or review markup, and talk you through the main legal and practical issues. If there are unusual points such as exclusivity, multi-party support arrangements or detailed data flows, that can affect turnaround. The fixed-fee covers the stated legal work for the agreement itself, rather than ongoing negotiations or broader implementation steps.

Submit an enquiry on this page or click 'Get started'. One of our legal consultants will review it within 1 business day and get in touch to understand what you need.

Your consultant will then email you a fixed-fee quote setting out the cost, scope and timing. If you're happy with it, you can accept the quote and sign our engagement letter online.

Once you've accepted, one of our Australian-qualified lawyers will work with you to complete your project. They'll contact you by email or phone if they need anything.

Sprintlaw works on fixed-fee pricing wherever possible, so you can review the scope and cost before you decide whether to proceed. For the Software Reseller Agreement service, pricing starts from $900.00.

After you enquire, a legal consultant will confirm what is included, the expected timing and whether any extra work is needed before you engage us.

We work online, so we can help wherever you are in New Zealand. Our team works remotely, mainly from Australia.

Your work is done by our Australian-qualified lawyers, who hold Australian practising certificates and specialise in business law. None of them are New Zealand lawyers or hold a New Zealand practising certificate.

Sprintlaw NZ Limited is a legal consultancy, not a law firm, and is not regulated by the New Zealand Law Society. We don't act in court or tribunal matters, conveyancing (including leases and business sales) or other reserved areas of work. Communications with Sprintlaw are unlikely to be protected by legal professional privilege. We still keep everything confidential under our engagement letter.