Referral Agreement Template

REFERRAL AGREEMENT

This Referral Agreement (the "Agreement") is made on between:

Company: , located at ("Company"); and

Referrer: , located at ("Referrer").

1. PURPOSE

The Referrer agrees to refer potential customers to the Company in exchange for a referral fee, on the terms below.

2. REFERRAL FEE

The Company will pay the Referrer % of (or a flat fee of ) for each referred customer who . "Net revenue" excludes taxes, discounts, and refunds. The referral fee is the only compensation the Referrer receives for referrals under this Agreement.

3. QUALIFYING REFERRAL

A referral qualifies only when the referred customer is new to the Company, was not already in discussions with the Company, and completes a purchase within days of the introduction. The Company may approve or reject a referred customer at its discretion and will confirm approval within business days of the introduction; a referral not approved within that time is treated as rejected.

4. TRACKING

Referrals will be tracked by . If two people refer the same customer, the Company will credit the first recorded referral.

5. PAYMENT

Referral fees are paid within days after the Company receives payment from the referred customer, together with a statement of the referrals included.

6. CHARGEBACKS

If a referred customer refunds or fails to pay after a fee has been paid, the Company may deduct the corresponding amount from future fees or require repayment.

7. REFERRER CONDUCT

The Referrer will represent the Company honestly, will not make unauthorized claims, and will not use spam or misleading marketing. The Referrer has no authority to bind the Company or negotiate on its behalf.

8. INDEPENDENT PARTIES

The Referrer is an independent party and not an employee, agent, or partner of the Company, and is responsible for their own taxes.

9. NON-EXCLUSIVITY

This Agreement is not exclusive. The Referrer acts only as a finder and has no authority to enter into agreements or negotiate terms on the Company's behalf. The Company is free to work with other referral partners and to accept customers it finds itself or that others refer, and the Referrer has no claim to fees for those customers.

10. REPRESENTATIONS AND WARRANTIES

Each party confirms that it has the right to enter into this Agreement, that doing so does not breach any other agreement it is bound by, and that it is not aware of any claim or dispute that would prevent it from meeting its obligations. Except as expressly stated in this Agreement, neither party makes any other warranty, and the Company does not guarantee the quality or outcome of any services a referred customer later purchases.

11. CONFIDENTIALITY

The Referrer will keep the Company's non-public information confidential, during and after this Agreement, and will use it only as needed under this Agreement. When this Agreement ends, or on the Company's request, the Referrer will return or securely destroy any confidential materials in their possession.

12. LIMITATION OF LIABILITY

Neither party is liable to the other for any indirect, incidental, special, or consequential losses arising out of this Agreement. Each party's total liability under this Agreement will not exceed the total referral fees paid or payable under it.

13. INDEMNIFICATION

Each party will indemnify and hold the other harmless from third-party claims, damages, losses, or reasonable legal costs that arise from its own breach of this Agreement, negligence, or willful misconduct. The party seeking indemnity will promptly notify the other and reasonably cooperate in the defense.

14. TERM

This Agreement begins on and continues until ended by either party with days' written notice. Fees properly earned before termination will still be paid, subject to the chargeback terms above.

15. DISPUTE RESOLUTION

If a dispute arises out of this Agreement, the parties will first try to resolve it through good-faith negotiation. If they cannot resolve it within a reasonable time, they will attempt mediation before starting court proceedings. If mediation does not resolve the dispute, either party may bring the matter before the courts identified in the Governing Law section.

16. FORCE MAJEURE

Neither party is responsible for delays or failures in performing its obligations caused by events beyond its reasonable control, such as natural disasters, fire, flood, war, civil unrest, epidemics, or power and internet outages. The affected party will notify the other as soon as reasonably possible and resume performance once the event has passed.

17. LEGAL FEES

If legal action is necessary to enforce this Agreement, the prevailing party is entitled to recover its reasonable costs and legal fees, in addition to any other relief awarded.

18. ELECTRONIC SIGNATURES AND COUNTERPARTS

This Agreement may be signed in counterparts, each of which is considered an original and which together form one agreement. Electronic signatures, and copies of signatures delivered by email or through an electronic signing service, have the same legal effect as handwritten signatures on an original document.

19. GENERAL PROVISIONS

(a) Governing Law. This Agreement is governed by the laws of .

(b) Entire Agreement. This Agreement is the complete agreement between the parties and replaces any prior discussions, understandings, or agreements on this subject.

(c) Amendments. Any change to this Agreement must be in writing and signed by both parties.

(d) Severability. If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain in full effect.

(e) Waiver. If a party does not enforce a provision, it does not give up its right to enforce that or any other provision later.

(f) Assignment. Neither party may assign or transfer this Agreement without the other party's prior written consent.

(g) Notices. Any notice under this Agreement must be given in writing (email is acceptable) to the other party.

IN WITNESS WHEREOF, the parties have signed this Agreement.