REFERRAL PARTNER AGREEMENT
THIS AGREEMENT is made on [Date],
BETWEEN:
[Company Name], a company organized and existing under the laws of [State/Country], with its principal place of business at [Company Address] (“Company”),
AND
[Referral Partner Name], [an individual/a company] with [his/her/its] principal address at [Referral Partner Address] (“Referral Partner”).
WHEREAS
- The Company is engaged in the business of [Brief Description of Company’s Business];
- The Referral Partner wishes to refer potential customers to the Company in exchange for referral fees, as set forth in this Agreement;
- The parties desire to set forth the terms and conditions governing their referral relationship.
NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties agree as follows:
1. DEFINITIONS
1.1 “Referral” means any potential customer or client introduced by the Referral Partner to the Company in accordance with this Agreement.
1.2 “Qualified Referral” means a Referral that meets the criteria set forth in Section 3 and results in a completed sale or contract between the Company and the referred party.
2. APPOINTMENT
2.1 The Company hereby appoints the Referral Partner as a non-exclusive referral partner to introduce potential customers for the Company’s products or services, subject to the terms of this Agreement.
2.2 Nothing in this Agreement shall be construed as creating an exclusive relationship, partnership, joint venture, or employer-employee relationship between the parties.
3. REFERRAL PROCESS
3.1 The Referral Partner shall submit Referrals to the Company in writing, including all relevant contact information and any other details reasonably requested by the Company.
3.2 The Company shall, within [Number] business days, notify the Referral Partner whether a Referral qualifies as a Qualified Referral.
3.3 The Company reserves the right to reject any Referral at its sole discretion.
4. REFERRAL FEES & PAYMENT TERMS
4.1 For each Qualified Referral that results in a completed sale or executed contract, the Company shall pay the Referral Partner a referral fee of [Referral Fee Percentage or Amount] ([% or $]) of the net revenue actually received by the Company from the Qualified Referral.
4.2 Referral fees will be paid within [Number] days after receipt of payment from the Qualified Referral by the Company.
4.3 No referral fee shall be due if the Referral was already known to the Company or previously contacted by the Company.
4.4 The Referral Partner shall be responsible for all taxes arising from payments made under this Agreement.
5. OBLIGATIONS OF THE PARTIES
5.1 Referral Partner Obligations:
- Submit accurate and truthful information regarding Referrals;
- Not make any representations or warranties on behalf of the Company;
- Comply with all applicable laws and regulations.
5.2 Company Obligations:
- Respond to Referrals in a timely manner;
- Pay referral fees as specified herein;
- Provide updates to the Referral Partner regarding the status of Referrals upon reasonable request.
6. CONFIDENTIALITY
6.1 Each party agrees to keep confidential any non-public information received from the other party in connection with this Agreement and not to disclose such information to any third party without prior written consent, except as required by law.
7. TERM & TERMINATION
7.1 This Agreement shall commence on the Effective Date and continue until terminated by either party with [Notice Period Days] days’ written notice.
7.2 Either party may terminate this Agreement immediately for cause if the other party breaches any material term and fails to cure such breach within [Cure Period Days] days of written notice.
7.3 Upon termination, the Company shall pay the Referral Partner any undisputed referral fees earned for Qualified Referrals prior to the effective date of termination.
8. LIMITATION OF LIABILITY
8.1 Neither party shall be liable to the other for any indirect, incidental, special, or consequential damages arising out of or in connection with this Agreement.
8.2 The Company’s total liability under this Agreement shall not exceed the total referral fees paid or payable to the Referral Partner in the [12] months preceding the claim.
9. INDEPENDENT CONTRACTOR
9.1 The Referral Partner is an independent contractor and nothing in this Agreement shall be construed to create a partnership, joint venture, or employer-employee relationship.
10. NOTICES
10.1 All notices under this Agreement shall be in writing and delivered to the addresses set forth above (or as otherwise specified in writing) by hand, email, or certified mail.
11. GOVERNING LAW
11.1 This Agreement shall be governed by and construed in accordance with the laws of [Governing Law State/Country], without regard to its conflict of laws principles.
12. ASSIGNMENT
12.1 Neither party may assign or transfer this Agreement without the prior written consent of the other party, except to a successor in interest by way of merger or acquisition.
13. ENTIRE AGREEMENT
13.1 This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements or understandings, whether written or oral, relating to the subject matter herein.
13.2 Any amendments or modifications must be in writing and signed by both parties.
14. SEVERABILITY
14.1 If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
15. DISCLAIMER
This document is a template and may not be suitable for all situations. The parties should consult with legal counsel before signing this agreement.
SIGNATURES
IN WITNESS WHEREOF, the parties have executed this Referral Partner Agreement as of the date first above written.
COMPANY:
Name: ___________________________
Title: ___________________________
Signature: _______________________
Date: ___________________________
REFERRAL PARTNER:
Name: ___________________________
Title (if applicable): ___________________
Signature: _______________________
Date: ___________________________
