White-Label Partnership Models
Different white-label arrangements require different NDA provisions. The level of customization and brand visibility affects what information must be protected.
Full White-Label
Partner's branding completely replaces yours. End customers have no visibility into the underlying provider.
- Complete brand removal from product
- Partner controls customer relationship
- Often includes custom domain/hosting
- Higher confidentiality requirements
Powered-By Model
"Powered by [Your Brand]" appears in the product. Partner gets customization with attribution.
- Attribution link or badge required
- Some brand visibility retained
- Lower wholesale pricing tier
- Moderate confidentiality needs
Reseller Model
Partner sells your product under your brand. They handle sales/support; you handle the product.
- Your brand remains visible
- Partner earns commission/margin
- Pricing tiers are confidential
- Territory/exclusivity often involved
OEM/Embedded
Your software is embedded within partner's larger product. Deep technical integration required.
- SDK or API-level integration
- Source code access sometimes needed
- Highest confidentiality requirements
- Often requires additional tech NDA
Typical White-Label Relationship Structure
What White-Label NDAs Must Protect
Pricing Structure
Wholesale costs, volume tiers, and margin structures
Customization Specs
Branding capabilities, theming options, and limits
Technical Architecture
How multi-tenancy and customization work under the hood
Customer Data Handling
Who owns data, access permissions, and data flows
Support Procedures
Escalation paths, SLAs, and internal processes
Product Roadmap
Upcoming features that may affect reseller positioning
Essential White-Label NDA Clauses
Underlying Provider Confidentiality
For full white-label, partner must not reveal you as the underlying provider.
Pricing Confidentiality
Wholesale pricing and margin structure must remain strictly confidential.
Customization Limits
Defines what can and cannot be customized without revealing capabilities.
Competitive Restrictions
Prevents resellers from sharing your platform details with competitors.
Customer Ownership
Clarifies who "owns" the end customer relationship.
Termination Handling
What happens to confidential information when the partnership ends.
Pricing Information Protection Matrix
| Information Type | Protection Level | Can Share With |
|---|---|---|
| Your wholesale cost to reseller | Strictly Confidential | No one |
| Reseller's margin/markup | Strictly Confidential | No one |
| Volume discount tiers | Strictly Confidential | No one |
| Revenue share percentages | Strictly Confidential | No one |
| End customer pricing (set by reseller) | Reseller's discretion | End customers |
| Feature availability per tier | Generally shareable | End customers |
| Minimum commitment terms | Confidential | Reseller's legal/finance |
Territory and Exclusivity
If your white-label agreement includes territorial exclusivity or vertical exclusivity, these terms are highly confidential. Disclosure that a territory is "taken" can affect your negotiating leverage with other potential partners. Your NDA should explicitly protect exclusivity arrangements.
NDA vs. Reseller Agreement
The NDA protects confidential information shared during partnership discussions. Once you formalize the relationship, a Reseller Agreement or White-Label License Agreement will govern the ongoing terms. The NDA typically survives and runs in parallel with the commercial agreement. See our case studies for examples of how these agreements work together.
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