The first client is exciting. You have picked your brand, set your prices, and a local business owner says yes to your whitelabel WhatsApp CRM. Then comes the awkward pause: what do you both actually sign? Most new resellers skip this step, send an invoice, and hope for the best. That works until it does not — until a client stops paying but keeps using the tool, or asks for a refund six months in, or blames you for a WhatsApp ban they caused themselves. A written reseller agreement is the cheap insurance that keeps those arguments from ever starting.
This guide is written for resellers and agencies who sell a whitelabel WhatsApp CRM under their own brand. It walks through every clause a solid client agreement should contain, in plain language, with a ready-to-adapt checklist at the end. It is not legal advice — laws differ by country and you should have a local lawyer review your final document — but it will save you hours and make sure you know what to ask for. By the end you will have a clear template to shape into your own contract.
In this guide
- Why a written reseller agreement matters
- You actually have two agreements, not one
- The parties and the whitelabel clause
- Scope: what you deliver and what you do not
- Pricing, billing, and payment terms
- Service levels, uptime, and support
- Data, privacy, and WhatsApp policy
- Term, renewal, and cancellation
- Liability, warranties, and intellectual property
- A ready-to-adapt clause checklist
- Frequently asked questions
Why a written reseller agreement matters
A handshake feels friendly, but it protects no one. When money and software are involved, memory is short and stories drift. Six months from now the client will not remember that you told them chatbot setup was a paid add-on, and you will not remember promising a discount you never actually gave. A written agreement freezes what both sides agreed to on day one, so nobody has to argue about it later.
Think about a reseller named Ravi. He signed a coaching institute onto his branded CRM with nothing but a WhatsApp confirmation. Three months in, the institute disputed the bill, claimed they were promised free training for ten staff, and threatened a chargeback. Ravi had no document to point to. He ate the loss and refunded the month just to keep the peace. A one-page agreement listing what was included, what cost extra, and when payment was due would have ended that dispute in ten seconds.
The agreement does more than settle fights. It makes you look professional, which helps you charge more. A business owner comparing you to a faceless foreign app sees a local brand that sends a proper contract, and that alone builds trust. It also protects the client — they know exactly what they are paying for and what happens if something breaks. A good agreement is not you against them. It is both of you against confusion.
You actually have two agreements, not one
This is the point that trips up most first-time resellers, so it is worth being clear. In a whitelabel business there are two separate relationships, and each has its own agreement.
The first is between you and Lion CRM. This is your wholesale supply relationship. Lion CRM provides the engine, the updates, and the platform; you pay a wholesale price per license and agree to the platform’s terms. You are the customer here. The number of licenses, the wholesale rate, and the platform rules all live in this upstream agreement, which you accept when you activate your reseller console.
The second is between you and your client. This is the retail relationship, and it is the one this guide is about. Here you are the software company. Your client never sees Lion CRM — they see your brand, your prices, and your contract. The client agreement is yours to write, and it should reflect your retail prices, your support promises, and your terms, not the wholesale ones.
Keeping these two straight matters for a simple reason: never copy the wholesale terms into your client contract by accident. Your client does not need to know your cost per license or the platform’s internal rules. They need to know what you charge, what you support, and what you promise. Blur the two and you either leak your margins or promise things the platform never gave you.
The parties and the whitelabel clause
Every agreement opens by naming who is signing. Put your registered business name and address, and the client’s business name and address. If you trade under a brand that differs from your legal entity, list both — for example, AceChat Solutions, operated by Ravi Kumar Enterprises. This avoids any later claim that they signed with the wrong party.
The whitelabel clause is the heart of what makes your offer different, so state it plainly. Write that the software is provided under your brand, that you are an independent reseller, and that the client’s relationship for support and billing is with you alone. A simple version reads: The Service is provided under the [Your Brand] name. [Your Company] is an independent provider. The Client will contact [Your Company] for all support, billing, and account matters.
This clause quietly protects everyone. It tells the client who to call. It confirms you are the responsible party for the service they bought. And it keeps the underlying platform out of a relationship it is not part of. You are the face, the brand, and the point of contact — the contract should say so in one clean sentence.
Scope: what you deliver and what you do not
Most disputes come from a fuzzy scope. The client thought something was included; you thought it was extra. The scope section kills that ambiguity by listing exactly what the client gets for their fee.
Spell out the included items in a short list. A typical whitelabel WhatsApp CRM plan might include: a branded CRM login for an agreed number of users, connection of the client’s WhatsApp number, the shared team inbox, lead tagging and pipeline stages, saved quick replies, and a set number of automated follow-up or broadcast messages. Be specific with numbers — up to 5 user seats and up to 3,000 template messages a month leave no room to argue.
Just as important is what you do not deliver. If chatbot building, custom API work, extra training sessions, or data migration cost more, say so here. A single line does the job: The following are available as paid add-ons and are not included in the monthly fee: custom chatbot flows, staff training beyond the initial onboarding, and data import from other tools. Ravi’s coaching-institute dispute would never have happened if that line had been in his contract.
Finally, note the client’s own responsibilities. They must supply a valid WhatsApp number, keep their account details safe, and use the tool within WhatsApp’s rules. This is not you being harsh — it is you making clear that some outcomes, like a number getting blocked for spam, depend on how the client behaves, not on your software.
Pricing, billing, and payment terms
This is the section clients read most carefully, so make it unambiguous. State the retail price you charge, the billing cycle, and the currency. For example: The Client will pay [Your Company] ₹4,000 (approximately $48) per month, billed monthly in advance. Notice this is your retail price. What you pay the platform per license is your business and stays out of the client’s contract.
Cover the practical mechanics. When is the invoice sent, and when is payment due — on receipt, or within seven days? What happens if payment is late? A fair and common approach is a short grace period, then a pause: If payment is more than 7 days overdue, [Your Company] may suspend access until the balance is cleared. Suspension, not deletion — you want the client to come back, not lose their data in anger. Spell out that data is retained during suspension for, say, 30 days before removal.
Set out how the client pays. Local resellers in India usually take bank transfer or UPI; for overseas clients, PayPal is the standard because it works across borders and gives both sides a record. List the methods you accept so there is no confusion. Also state whether prices can change: a clean clause is Prices are fixed for the current term and may be revised with 30 days’ notice at renewal. That protects your margin when the platform adjusts wholesale rates, while giving the client fair warning.
Service levels, uptime, and support
Clients want to know that when something breaks, someone answers. The service level section is where you set that expectation honestly. Do not over-promise. A small reseller who guarantees instant 24/7 support and cannot deliver it will lose trust faster than one who promises next-business-day help and keeps it.
Cover three things: support hours, response time, and channels. A realistic clause for a solo or small reseller reads: Support is available Monday to Saturday, 10am to 7pm IST, by WhatsApp and email. [Your Company] aims to respond to support requests within one business day. If you offer faster support on a premium plan, say so and charge for it. The point is to promise what you can actually do.
On uptime, be careful and honest. The platform runs the servers, not you, so do not guarantee a number you do not control. A safe phrasing passes the platform’s reliability through without you personally guaranteeing it: The Service targets high availability. Scheduled maintenance will be notified in advance where possible. [Your Company] is not liable for downtime caused by the underlying platform, WhatsApp, or the Client’s own internet or device. This keeps you from being blamed for an outage that is not yours to fix, while still setting a professional standard. If you want a formal tiered promise, our guide on SLA tiers for resellers breaks down how to structure it by plan.
Data, privacy, and WhatsApp policy
A WhatsApp CRM handles real customer data — phone numbers, chat history, sometimes payment details. Your agreement must address how that data is treated, both to protect your client and to keep you on the right side of the law.
State who owns the data. The rule is simple and fair: the client owns their customer data, and you process it on their behalf to run the service. Add that on cancellation, the client can request an export of their data within a set window, after which it is deleted. This reassures the client that their contacts are theirs, not locked inside your brand forever.
Address privacy law in plain terms. Depending on where you and your client operate, rules like India’s data protection law, the EU’s GDPR, or others may apply. You do not need to quote statutes, but you should commit to handling data securely and only for running the service, and require the client to have the right to message the contacts they upload. This last point matters: if a client uploads a bought list and blasts it, the WhatsApp number can get banned, and the agreement should make clear that following WhatsApp’s rules is the client’s responsibility. A short line — The Client agrees to use the Service in line with WhatsApp’s Business Policy and applicable law, and is responsible for having consent to message their contacts — puts that duty where it belongs.
Term, renewal, and cancellation
How long does the agreement last, and how does either side end it? Clarity here prevents the most common and most bitter dispute: someone wanting out.
Set the term. Month-to-month is the friendliest for winning first clients — low commitment, easy yes. Longer terms (six or twelve months) give you predictable revenue and often a discount in exchange. State which applies: This agreement runs month to month and renews automatically each month until cancelled.
Spell out cancellation for both sides. The client should be able to cancel with reasonable notice — commonly 30 days before the next billing date. You should keep the same right, plus the right to end the agreement if the client breaks the rules (non-payment, abusing WhatsApp, illegal use). Add what happens on exit: access ends at the close of the paid period, no partial refunds for a cancelled month unless you choose to offer them, and a short data-export window. A clean ending clause keeps a departing client from becoming an angry one — and an angry client leaves reviews.
Liability, warranties, and intellectual property
These clauses feel like lawyer territory, but the plain-English versions are short and worth having. They cap your risk so one bad incident cannot sink your reseller business.
On liability, limit what you can be blamed for. No software is perfect, and much of what could go wrong — a WhatsApp policy change, an internet outage, a client’s own mistake — is outside your control. A standard cap ties your maximum liability to what the client paid: [Your Company]’s total liability under this agreement is limited to the fees paid by the Client in the previous three months. This is normal and fair, and every serious software contract has a version of it. It stops a client who paid ₹4,000 a month from claiming lakhs in imagined losses.
On warranties, promise the service will work as described but avoid guaranteeing business outcomes. You can promise the CRM will be available and function; you cannot promise the client will sell more or never get a WhatsApp ban. On intellectual property, state that your brand and materials are yours, the client’s data is theirs, and the underlying software is licensed, not sold — the client gets the right to use it while they pay, nothing more. That single sentence protects both your brand and the platform you build on.
A ready-to-adapt clause checklist
Here is the whole agreement as a checklist. Copy it, fill in your details, and have a local lawyer review the result before you send it to a client. This is a starting frame, not a finished legal document.
- Parties — your legal name and brand, the client’s legal name, both addresses.
- Whitelabel statement — service provided under your brand; you are the sole point of contact.
- Scope — exact list of what is included (seats, messages, features) and what costs extra.
- Client responsibilities — valid WhatsApp number, account security, lawful use.
- Pricing — your retail price, currency, and billing cycle, in advance.
- Payment — accepted methods (bank/UPI, PayPal for overseas), due date, late-payment suspension, price-change notice.
- Service levels — support hours, response target, channels; honest uptime wording.
- Data and privacy — client owns their data; you process it; export on exit; WhatsApp policy is the client’s duty.
- Term — month-to-month or fixed; auto-renewal.
- Cancellation — notice period both ways; your right to end for breach; exit and data-export terms.
- Liability cap — limited to recent fees paid.
- Warranties and IP — service works as described; brand and software rights reserved; data belongs to client.
- Governing law — the country or state whose laws apply and where disputes are settled.
Keep the document short and readable. A two-page agreement a client actually reads beats a twenty-page one they sign blind and later dispute. When you are ready to activate a client under your brand and issue their first invoice, everything runs from your reseller console — see our guide on multi-tenant license management for how to manage clients cleanly as you grow.
Frequently asked questions
Is a reseller agreement legally required to sell a whitelabel WhatsApp CRM? — In most places you can sell without a formal contract, but it is a bad idea. A written agreement is not usually required by law, yet it is the single cheapest way to prevent payment disputes, refund fights, and blame for problems that are not yours. Treat it as standard practice from your very first client.
Do I need a lawyer, or can I use a template? — A template like the checklist above is a strong starting point and covers the clauses that matter. For a real client, have a local lawyer review your final version, because contract and data-protection rules differ by country. The template saves you most of the drafting time; the lawyer catches the local details.
What is the difference between my agreement with Lion CRM and my agreement with my client? — Your agreement with Lion CRM is the wholesale supply deal: you pay a per-license price and accept the platform terms. Your agreement with your client is the retail deal under your own brand, with your prices and your support promises. Keep them separate and never copy your wholesale costs or terms into the client contract.
How do I handle a client who stops paying but keeps using the tool? — Your agreement should let you suspend access after a short grace period — for example, seven days overdue. Suspend rather than delete, keep their data for a set window, and restore access once they pay. Because you control the account through your reseller console at admin.lioncrm.com, enforcing this takes seconds.
Can I set my own prices and refund policy in the agreement? — Yes. As the reseller you set your retail prices, billing cycle, and refund terms. Lion CRM only bills you the wholesale rate for your licenses; what you charge your clients and how you handle refunds is entirely your call, and your client agreement is where you write it down.
How do I get started as a whitelabel reseller? — Open your branded console at admin.lioncrm.com, review the wholesale tiers on the whitelabel pricing page, and message Kuldeep on WhatsApp at +91 74260 38448 to activate your reseller account. Once you are live, adapt the checklist above into your client agreement and you are ready to sign your first deal.
Related guides
- What is a whitelabel WhatsApp CRM?
- How to start a whitelabel WhatsApp CRM business
- How to price whitelabel WhatsApp CRM clients
- How to get whitelabel WhatsApp CRM clients
- Whitelabel WhatsApp CRM SLA tiers for resellers
- Multi-tenant license management for resellers
- Whitelabel WhatsApp CRM profit margins for resellers