Plain-English Wholesale Document Guide

A wholesale agreement covers the direct sale of goods from a brand to a retailer who sells them directly to end consumers. A distribution agreement involves a middleman distributor who buys products in bulk to store, market, and resell them to their own network of smaller retailers. Distributors typically take on much larger logistics, marketing, and warehousing responsibilities than standard wholesale buyers.

You can negotiate a tiered pricing structure where the minimum order quantity decreases in exchange for a slightly higher price per unit. Another option is to propose a trial period with a lower opening order size to prove your sales velocity before committing to the full minimum. Always ensure any negotiated adjustments are formally added as a written amendment to the final contract.

FOB stands for Free on Board, and it dictates the exact moment that ownership and shipping liability transfer from the seller to the buyer. Under FOB Origin, the buyer owns the goods and bears all shipping risks as soon as the carrier collects them from the seller's dock. Under FOB Destination, the seller remains responsible for the goods until they safely arrive at the buyer's specified warehouse.

Yes, unless your wholesale agreement explicitly contains an authorized reseller clause that prohibits sales on third-party channels. To maintain control over your brand registry and pricing, you must include a specific online marketplace restriction clause in your signed agreement before selling to them.