Referral Partner Agreement
Lightweight agreement for partners who refer leads in exchange for commissions.
Best Used For: Best for simple lead generation partnerships with commission on closed deals
Legal Disclaimer: This template is for informational purposes and as a starting point only. Always have agreements reviewed by qualified legal counsel before use. Laws vary by jurisdiction.
Key Terms Included
- Commission structure
- Referral qualification criteria
- Payment terms
- Non-circumvention clause
- Lead tracking process
- Exclusivity (if any)
Full Template
REFERRAL PARTNER AGREEMENT
This Referral Partner Agreement ("Agreement") is entered into as of [DATE] by and between:
[YOUR COMPANY NAME] ("Company")
and
[PARTNER NAME] ("Referral Partner")
1. PURPOSE
Company develops and sells [PRODUCT/SERVICE]. Referral Partner will introduce qualified prospects to Company in exchange for referral fees.
2. REFERRAL PROCESS
2.1 Qualified Referrals. A "Qualified Referral" is a prospect that:
- Has not previously contacted Company within the last [12] months
- Meets Company's ideal customer profile: [CRITERIA]
- Provides contact information and expresses interest
- Is submitted through Company's referral portal or to [EMAIL]
2.2 Submission. Referral Partner shall submit referrals via:
- Online form at [URL]
- Email to [EMAIL ADDRESS]
- Include: Company name, contact name, email, phone, pain points
2.3 Acknowledgment. Company will acknowledge receipt within [2] business days and assign a tracking ID.
3. REFERRAL FEES
3.1 Commission Structure:
- [15%] of first-year Annual Contract Value (ACV) for new customers
- [10%] of expansion revenue from existing customers (if Referral Partner introduced)
- Paid upon customer payment receipt (not upon contract signing)
3.2 Alternative Commission Tiers (choose one):
OPTION A - Flat Rate:
- [$500] per closed deal under $10,000
- [$2,000] per closed deal $10,000-$50,000
- [$5,000] per closed deal over $50,000
OPTION B - Percentage:
- [20%] of first year ACV
- [5%] of renewal ACV for years 2-3
3.3 Payment Terms. Referral fees are paid within [30] days after Company receives payment from the referred customer.
3.4 Tracking. Company will provide a dashboard showing referral status, deal stage, and commission earned.
4. EXCLUSIVITY
[OPTION A - Non-Exclusive]
This is a non-exclusive relationship. Referral Partner may refer customers to Company's competitors.
[OPTION B - Exclusive]
Referral Partner agrees not to refer prospects in [CATEGORY/INDUSTRY] to Company competitors during the term of this Agreement.
5. RESPONSIBILITIES
5.1 Referral Partner Shall:
- Make introductions in a professional manner
- Not misrepresent Company's products or pricing
- Provide accurate information about referred prospects
- Not negotiate on Company's behalf
5.2 Company Shall:
- Follow up on all Qualified Referrals within [2] business days
- Keep Referral Partner informed of deal progress
- Process referral fees accurately and on time
- Provide marketing materials and product training
6. NON-CIRCUMVENTION
6.1 Both parties agree not to circumvent this Agreement by:
- Directly engaging with referrals without paying commissions
- Backdoor deals that avoid referral fees
- Violating the spirit of the partnership
6.2 If Company engages a referred customer, Referral Partner is entitled to commission for the lifetime of that customer relationship (or as specified in Section 3).
7. COMPLIANCE AND ETHICS
7.1 Referral Partner shall:
- Comply with all applicable laws and regulations
- Not engage in deceptive or unethical practices
- Not spam or harass prospects
- Respect customer privacy and data protection laws
7.2 Company reserves the right to reject referrals that do not meet quality standards or were obtained improperly.
8. TERM AND TERMINATION
8.1 Term. This Agreement begins on [DATE] and continues until terminated by either party with [30] days written notice.
8.2 Survival. Referral fees for deals closed before termination remain payable even after Agreement ends.
8.3 Pending Referrals. Referrals in Company's pipeline at termination are eligible for commissions if closed within [90] days.
9. CONFIDENTIALITY
9.1 Each party shall keep confidential:
- Pricing and commission structures
- Customer information
- Business strategies and plans
9.2 Exception: Information may be disclosed if required by law or with prior written consent.
10. REPRESENTATIONS AND WARRANTIES
10.1 Each party represents that:
- It has authority to enter this Agreement
- It will comply with all applicable laws
- It will act in good faith
10.2 DISCLAIMER: COMPANY MAKES NO WARRANTIES ABOUT REFERRAL CONVERSION RATES OR EARNINGS POTENTIAL.
11. LIMITATION OF LIABILITY
11.1 Neither party shall be liable for indirect, incidental, or consequential damages.
11.2 Company's total liability is limited to the referral fees owed to Referral Partner.
12. GENERAL PROVISIONS
12.1 Independent Contractors. Parties are independent contractors, not employees or partners.
12.2 Governing Law. This Agreement is governed by [STATE] law.
12.3 Entire Agreement. This supersedes all prior agreements and may only be amended in writing.
12.4 Notices. Notices shall be sent to:
Company: [EMAIL]
Referral Partner: [EMAIL]
AGREED AND ACCEPTED:
COMPANY: REFERRAL PARTNER:
Signature: _____________________ Signature: _____________________
Name: Name:
Title: Title:
Date: Date:Customization Checklist
Before using this template, customize these sections:
- □Replace [YOUR COMPANY NAME], [STATE], [ADDRESS] with your details
- □Fill in [PARTNER COMPANY NAME] and their information
- □Define specific territory, products, and pricing in Exhibits
- □Set commission rates, payment terms, and performance targets
- □Choose optional clauses (marked with [OPTION A/B])
- □Review termination and liability clauses for your jurisdiction
- □Have legal counsel review before executing
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Need Help Customizing?
Our team can help you customize this template for your specific partnership model and jurisdiction.
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