How to write wholesale terms that protect your brand

Most small brands write their wholesale terms after something goes wrong. A stockist doesn't pay. Someone discounts your product below MAP. A retailer returns damaged stock they caused.

Write your terms before this happens.

What to include

Minimum order quantities. First order minimum and reorder minimum. Be specific: "$500 wholesale minimum, $300 reorder minimum" — not "minimum order applies."

Payment terms. Net 30 is standard. Pro forma (payment before shipping) for new accounts until they've placed 3 orders on time. Late payment fee: 2% per month on overdue balances.

Shipping and freight. Who pays? Most brands offer free freight above a threshold. Below that, freight is added to the invoice. State the carrier and estimated transit times.

Returns policy. Faulty goods: full credit or replacement. Change of mind: not accepted. Damaged in transit: claim within 48 hours with photos.

MAP (Minimum Advertised Price). If you don't want your wholesale price undercut by stockists running 50% off sales, you need a MAP clause. "Product must not be advertised below [price] without written approval."

Termination. Either party can terminate with 30 days written notice. Outstanding invoices remain payable.

Template structure

Keep it to one page. Send as a PDF with your first wholesale communication. Have them sign it (digitally is fine) before you ship the first order.

See how AI can streamline wholesale operations →

Further reading

• InboxAgents: AI for business operations