Reseller & Distributor Agreement
Terms for authorized resellers and distributors of Milenial platform services.
Agreement ID: RDA-2024-001-DIST · Effective Date: December 3, 2025 · Version: 1.0
1. Introduction and Definitions
1.1 Parties
This Reseller & Distributor Agreement ("Agreement") is entered into between:
- Milenial Procurments Inc. ("Provider") — Provider of the Milenial Compliance Platform
- The Reseller ("Reseller") — The authorized distributor of our services
1.2 Definitions
- "Products" — Milenial Compliance Platform subscriptions and services
- "End Customer" — Final purchaser of Products through Reseller
- "Territory" — Geographic region authorized for resale
- "Commission" — Percentage of sales paid to Reseller
- "Minimum Commitment" — Required minimum sales volume
2. Appointment and Territory
2.1 Non-Exclusive Appointment
Provider appoints Reseller as a non-exclusive reseller of Products within the designated Territory. This appointment does not prevent Provider from selling directly to customers in the Territory or appointing other resellers.
2.2 Territory Types
| Tier | Territory | Minimum Annual Sales | Commission Rate |
|---|---|---|---|
| Gold | National | $500,000 | 25% |
| Silver | Regional | $250,000 | 20% |
| Bronze | Local | $100,000 | 15% |
| Affiliate | Unlimited | No minimum | 10% |
3. Reseller Obligations
3.1 Sales and Marketing
Reseller agrees to:
- Actively promote Products within Territory
- Maintain trained sales staff (minimum 2 certified representatives)
- Use only approved marketing materials
- Report sales activities monthly
3.2 Customer Support
- Provide Tier 1 support to End Customers
- Escalate complex issues to Provider within 4 hours
- Achieve minimum 90% customer satisfaction rating
3.3 Compliance Requirements
- Comply with all applicable laws and regulations
- Protect customer data per our Data Processing Agreement
- Report any security incidents within 24 hours
4. Pricing and Commissions
4.1 Commission Schedule
| Product Type | Standard Commission | Performance Bonus |
|---|---|---|
| Annual Subscription | 20% | +5% over quota |
| Multi-year Contract | 25% | +7% over quota |
| Enterprise Deal | 30% | +10% over quota |
| Add-on Services | 15% | +3% over quota |
4.2 Payment Terms
- Commissions paid monthly, NET 30
- Minimum payout threshold: $500
- Payment via ACH, wire transfer, or PayPal
5. Intellectual Property
5.1 License Grant
Provider grants Reseller a limited, non-exclusive license to use Provider trademarks for authorized marketing and distribute approved materials.
5.2 Restrictions
Reseller shall not:
- Modify or create derivative works of Products
- Reverse engineer or decompile any software
- Use trademarks in a manner that disparages Provider
- Sublicense rights without written approval
6. Term and Termination
Initial term: 12 months, auto-renewing annually. Either party may terminate with 90 days written notice.
7. Contact
Partner inquiries: vendors@milenialinc.com