What is the difference between a reseller and distributor agreement?

A reseller agreement would probably be what you need, since the partner will be reselling the software under a white label. If they were only selling it "as-is" and getting commission based on sales, then a distributor agreement would probably be what you need.

You'll have to figure out a few things to include in your agreement: - are they allowed to make any modifications to source code? - are they allowed to sell/brand it in any way they want or do you want to restrict this? - what level of support/services will they provide vs what are you required to provide - will they pay you a license fee for white-labeling the product? - what will be commission structure like? - when do they pay you (when they sell, when it is installed or serviced, or when it is collected)?

I'm sure you can find many examples of reseller agreements on the net via simple google search.

Stacey -

You asked two related questions (the other being at http://dana.sh/bXf7xd) in fairly quick succession.

First, I would not get too hung up on the title of the agreement. It is far more important to ensure that the agreement properly addresses the sorts of issues that Daniel raised.

Second, if you are asking about types of agreements because you want to find someone else's agreement with the right title online and use it, I urge extreme caution. You are going into a set of relationships (among your company, the other company, their government and private-sector customers, etc.) that require a sophisticated analysis from both the business and legal perspectives. If you treat this as a do-it-yourself project, you are likely to make significant errors. (For a brief, real-life story in this vein, please see "Using Someone Else’s Agreement Might Be a Mistake".) You should retain legal counsel to help you.

Disclaimer: This post does not constitute legal advice and does not establish an attorney-client relationship.