Terms and Conditions for Resellers

Published: December 16, 2025 (see previous versions)

General

1. CodeTwo sp. z o.o. sp. k. (“CodeTwo” or simply we) is a limited partnership established under the laws of the Republic of Poland. Our EU VAT ID number is PL6112622141. We are entered into the register of entrepreneurs under KRS number 0000438398 and our registration records are kept by the District Court for Wrocław-Fabryczna in Wrocław, Poland. You can find our full contact details here.
2. These Terms and Conditions for Resellers (“Terms for Resellers”) describe how you can become CodeTwo’s reseller (“Reseller” or simply you) and regulate what are your rights and obligations once you become one. When you become our Reseller, you will be granted a non-exclusive and non-assignable right to sell our Software to your clients or partners. Your clients are end users who purchase our Software from you.
3. All capitalized expressions, unless defined in this document, should have the meaning given to them in CodeTwo’s Terms and Conditions of Sales and Services.

Registration as a Reseller

4. If you want to become our Reseller, you must first apply using a registration form, which is available here, or contact one of our specialists (“Customer Relations Specialists”) by email or telephone.
5. If you apply using our registration form, we will process your application within 7 working days. If you apply by contacting our Customer Relations Specialists, we will process your application within an individually set period.
6. We will accept your application to become a Reseller only if:
   1. your company is assigned a valid and active tax identification number or other business registration number that you use for tax purposes. This number needs to identify that your company is registered in accordance with the laws of the country of its incorporation;
   2. you have provided us with correct and true information about your company in the registration form;
   3. you have provided us with a valid contact email address from a domain registered for your company;
   4. you deal professionally with selling software;
   5. you agree to observe these Terms for Resellers, as well as – where required – CodeTwo’s Terms and Conditions of Sales and Services and Privacy Policy.
7. We reserve the right to reject your application in case:
   1. you provide us with false or incorrect information about your company;
   2. you will not be able to satisfactorily remediate any issues or doubts relating to reliability of information that you provided in the registration form that we raised with you;
   3. you are or represent our competitor or anyone related to them;
   4. you are located in any restricted territory referred to in point 33 of these Terms for Resellers, are a citizen of such a country or a resident thereof, or are controlled by any entity or person subject to restrictions referred to in point 33 of these Terms for Resellers.
8. Once your application is processed, you will receive an email notification to the email address provided in the registration form.

Reseller’s Benefits

9. The benefits that you receive as a Reseller are associated with your status. Your reseller status depends on your Total Cumulative Turnover (TCT) from our Software. There are 4 types of statuses: New, Standard, Gold, and Platinum. You can learn more about TCT here.
10. Once you become our Reseller, you will be able to purchase our Software with discounts. Discounts are either based on individual agreements between CodeTwo and you, or are derived from the applicable tables provided to you by our Customer Relations Specialists. The discount values are subject to change upon our prior notification.
11. You can obtain a detailed list of benefits and discounts associated with your reseller status by contacting our Customer Relations Specialists.
12. Reseller discounts apply to the official prices published on CodeTwo websites. When we provide you with a custom price for our software, it may include a separate discount that replaces your standard reseller discount.  
13. In some cases, you may receive a dedicated Customer Relations Specialist (“Key Account Specialist”) who will act as your main contact point in CodeTwo. The Key Account Specialist will help you solve any problems that you may encounter and will keep you informed about the latest developments in our Reseller Program.
14. Regardless of your status, once your application to become our Reseller is accepted, you will get access to a dedicated website for resellers (“CodeTwo Reseller Panel”). You can use CodeTwo Reseller Panel to:
    1. order Software in prices adjusted to your applicable discount levels; however, to obtain a discount on a CodeTwo Email Signatures 365 subscription purchased in CodeTwo Admin Panel, please contact our Customer Relations Specialists;
    2. manage your clients’ licenses and subscriptions; however, to manage CodeTwo Email Signatures 365 subscriptions purchased in CodeTwo Admin Panel you need to use your own Admin Panel account;
    3. get access to Software documentation and marketing materials such as brochures, videos, case studies, creatives and WWW badges;
    4. submit feature requests and get access to the newest information about CodeTwo.
15. You must not give access to your account in CodeTwo Reseller Panel to anyone unauthorized in your company and anyone outside of your company.
16. You must not use any of the materials available to you through CodeTwo Reseller Panel for purposes other than selling our Software.
17. Depending on your status as a Reseller, you may also be granted NFR (Not For Resale) Product License Keys which will allow you to use some of the types of our Software for demonstration and for in-house purposes. These NFR Product License Keys:
    1. will be granted by the Customer Relations Specialist (Key Account Specialist);
    2. will be granted only once, except for licenses for Software with time limited license term (Subscription), which may be renewed only if you have an active Reseller status (see point 19(e) of these Terms for Resellers);
    3. are not intended for resale.
18. We may limit your access to new or additional NFR Product License Keys (including subscription renewals) if you use NFR Product License Keys in breach of the provisions of these Terms for Resellers, CodeTwo’s Terms and Conditions of Sales and Services, Business Ethics, or End User License Agreement (EULA). You may view a list of Software currently available to you through CodeTwo Reseller Panel.

Reseller’s Obligations

19. As our Reseller, you will:
    1. immediately inform us if any information about your company provided in the registration form changes;
    2. apply good commercial practices and act ethically on the market to promote our Software;
    3. abide by our Business Ethics standards, as described in points 31 and 32 below;
    4. use reasonable efforts to market, advertise, and otherwise promote and sell our Software;
    5. maintain your Reseller status and benefits by:
       1. placing at least one order for a new license for our Software (including Cloud Software), or
       2. placing at least two orders for a license renewal for our Software (including Cloud Software)
       in each calendar year;
    6. employ properly skilled, trained, and educated technical and sales personnel whose number will be appropriate to the scale of your transactions involving our Software;
    7. demonstrate our Software to interested clients and instruct your clients on how to use our Software;
    8. make sure that your clients are properly informed about all their rights and obligations arising out of CodeTwo’s Terms and Conditions of Sales and Services and End User License Agreement (EULA). You should make these documents available to your clients prior to making a purchase;
    9. hold us free and harmless from any and all claims, damages, and expenses of every kind or nature arising from your acts or acts of your affiliates, subsidiaries, employees, agents, coworkers, and other entities acting on your behalf.
20. As our Reseller, you must not:
    1. transfer or assign any part of your obligations arising out of these Terms for Resellers to any third party without our prior written consent;
    2. create, attempt, aid, or permit others to create, by reverse engineering, disassembly, decompilation or otherwise, the internal structure, source code, design, or organization of our Software;
    3. copy, modify, translate, or create derivative works of our Software;
    4. negotiate, conclude, or execute any contract or legal document with any third person in the name of CodeTwo;
    5. assume, create, or incur any liability of any kind, express or implied, against or in the name of CodeTwo;
    6. sell or distribute our Software in violation of point 33 of these Terms;
    7. violate these Terms for Resellers, CodeTwo’s Terms and Conditions of Sales and Services, Business Ethics, or End User License Agreement (EULA) in any manner.
21. In case any client which has previously purchased our Software through our Reseller decides to contact us directly with a request to provide them with contact data of another Reseller active in the given region, we reserve the right to do so. It is also a right of our customers to freely choose how and from whom they want to purchase our Software.
22. We reserve the right to withhold or cancel any of the discounts associated with your Reseller status or to exclude you from our reseller program with an immediate effect in case you breach these Terms for Resellers, CodeTwo’s Terms and Conditions of Sales and Services, Business Ethics, or End User License Agreement (EULA) or in case you undertake any other actions that might be detrimental to our business.

Purchasing Software and Support Contracts

23. CodeTwo’s Terms and Conditions of Sales and Services apply to purchasing Software.
24. If our Software is covered by Support Contracts, we will provide services under Support Contracts both to you and your clients.

Intellectual property

25. Once you become our Reseller, we will grant you a non-transferable, non-exclusive, non-sublicensable, and royalty-free license to:
    1. reproduce or transmit documentation and marketing materials available in CodeTwo Reseller Panel (“Materials”) to the extent necessary for marketing, selling, and distribution of our Software, excluding the right to reproduce or transmit the Materials using your website;
    2. reproduce and transmit any user manuals and other technical documentation (“Documentation”) prepared for customers in connection with our Software and available in CodeTwo Reseller Panel, excluding the right to reproduce or transmit the Documentation using your website;
    3. use CodeTwo’s name, trademarks, logos, and other identifying information on marketing materials which you create in connection with our Software, subject to our approval of such materials.
26. These Terms for Resellers do not grant you or imply any licenses or other intellectual property rights to CodeTwo’s intellectual property.

Personal data

27. We will process your personal data provided to us in the registration form in accordance with our Privacy Policy.
28. You hereby agree that we may forward your company’s contact data to any potential customer from the country of your company’s incorporation that approaches us and wishes to purchase our Software via one of our Resellers.
29. You are the controller of your clients’ personal data. You are solely responsible for compliance with applicable personal data protection legislation that may apply in the country of your or your clients’ place of incorporation.
30. If you decide to place an order with us and to give us your clients’ personal data, we will be an independent controller of such data. We will process such data in order to issue a license for our Software and in order to provide services under Support Contracts. This does not affect your rights and duties described in point 29 above.

Compliance clause

31. You acknowledge that CodeTwo, as an entity that engages in business activities with regards to ethical and legal standards, has implemented policies and other internal organizational solutions aimed at preventing unethical and unlawful activities of its business partners, subcontractors and employees. As our Reseller, you are obliged to acquaint yourself with the CodeTwo’s policies and informative materials that deal with these specific issues, and to comply with their provisions at least to the same level as CodeTwo when acting under these Terms for Resellers. CodeTwo has made the relevant documents available for you to read here.
32. You hereby explicitly reject any criminal behavior and regard it as unacceptable and inconsistent with the nature of these Terms for Resellers.
33. You accept the fact that you are not authorized to sell (export, re-export, or engage in any other form of transfer) our Software (including Cloud Software) in violation of national or international regulations. You represent and warrant that you are not located in any restricted territory, are not a citizen of such a country or a resident thereof, and are not controlled by any entity or person subject to such restrictions. Restricted territories include the Russian Federation, as well as any other countries or territories subject to sanctions imposed by the United Kingdom, the European Union, or the United States of America.

Miscellaneous

34. The provisions of CodeTwo’s Terms and Conditions of Sales and Services apply to all matters which are not regulated in this document. In case of any discrepancies between these Terms for Resellers and CodeTwo’s Terms and Conditions of Sales and Services, these Terms for Resellers should prevail.
35. These Terms for Resellers should be interpreted and construed in accordance with the laws of the Republic of Poland (a member state of the European Union), without regard to conflict law principles. All disputes arising out of these Terms should be brought before the competent courts of the Republic of Poland.

Previous versions

• October 7, 2019
• May 17, 2018