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White Label Agreement
I need a white label agreement that allows my company to rebrand and sell a third-party software product under our own brand name in Malaysia, with terms covering intellectual property rights, confidentiality, and a 2-year term with an option for renewal.
What is a White Label Agreement?
A White Label Agreement lets one company sell another company's product or service under their own brand name in Malaysia. It's commonly used when businesses want to expand their offerings without developing products from scratch - like when local banks offer credit cards actually issued by larger financial institutions.
Under Malaysian contract law, these agreements carefully outline branding rules, quality standards, and both parties' obligations. They're especially popular in financial services, software, and consumer goods, where the manufacturer (or service provider) stays behind the scenes while the seller builds customer relationships using their own brand identity and marketing.
When should you use a White Label Agreement?
Consider a White Label Agreement when expanding your product line quickly without heavy investment in research and development. This works especially well for Malaysian businesses entering new markets or adding complementary services - like when a local retail chain wants to offer branded financial products or when tech companies need ready-made software solutions.
The agreement becomes essential when you need to maintain full control over customer relationships while leveraging another company's expertise. It's particularly valuable in regulated industries like banking and telecommunications, where developing products from scratch requires extensive licensing and compliance measures under Malaysian law.
What are the different types of White Label Agreement?
- White Label Software Agreement: Focuses on licensing and customizing software products, including source code access, maintenance obligations, and technical support requirements.
- White Label Partnership Agreement: Establishes broader business relationships with shared revenue models, marketing responsibilities, and territorial rights.
- White Label Solution Agreement: Covers end-to-end service solutions, including implementation, training, and ongoing operational support under Malaysian regulations.
Who should typically use a White Label Agreement?
- Service Providers/Manufacturers: Create and deliver the actual product or service, maintaining quality standards while remaining behind the scenes in Malaysian markets
- Brand Partners: Local businesses who rebrand and sell these products under their own name, handling marketing and customer relationships
- Legal Teams: Draft and review agreements to ensure compliance with Malaysian regulations, especially in regulated sectors like banking and telecommunications
- Compliance Officers: Monitor adherence to quality standards, licensing requirements, and industry-specific regulations
- End Customers: Interact with the brand partner directly, often unaware of the white label arrangement
How do you write a White Label Agreement?
- Product Details: Define exact specifications, quality standards, and delivery requirements under Malaysian regulations
- Branding Guidelines: Document how the brand partner can use trademarks, logos, and marketing materials
- Pricing Structure: Outline wholesale costs, suggested retail prices, and revenue-sharing arrangements
- Service Levels: Specify response times, support obligations, and performance metrics
- Compliance Requirements: List relevant industry regulations and licensing needs
- Territory Rights: Define geographical boundaries and exclusivity terms within Malaysia
- Exit Strategy: Plan transition procedures and data handling post-agreement
What should be included in a White Label Agreement?
- Parties & Scope: Full legal names, registration numbers, and detailed description of products/services covered
- Intellectual Property: Clear terms for trademark usage, licensing rights, and ownership of modified materials
- Quality Control: Specific standards, inspection rights, and compliance with Malaysian regulatory requirements
- Confidentiality: Protection of trade secrets and proprietary information under Malaysian law
- Term & Termination: Duration, renewal options, and exit procedures
- Payment Terms: Pricing structure, payment schedules, and currency specifications
- Dispute Resolution: Malaysian jurisdiction choice, arbitration procedures, and governing law
What's the difference between a White Label Agreement and an Agency Agreement?
A White Label Agreement differs significantly from an Agency Agreement in several key aspects under Malaysian law. While both involve business relationships where one party represents another's interests, their fundamental structures and purposes are distinct.
- Branding Control: White Label Agreements allow complete rebranding under the seller's identity, while Agency Agreements require disclosure of the principal's identity
- Legal Relationship: White Label partners operate as independent businesses selling products under their own name, whereas agents legally represent and act on behalf of the principal
- Revenue Model: White Label arrangements typically involve wholesale purchase and markup pricing, while agency relationships usually operate on commission-based structures
- Liability Structure: Under White Label Agreements, the seller assumes direct customer liability, but in Agency Agreements, the principal remains primarily liable for the agent's authorized actions
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