This Referral Agreement ("Agreement") is made and entered into as of [DATE] by and between:


[Your Name/Business Name], a [Your Business Structure (e.g., LLC, Corporation)] located at [Your Address] ("Company"), and

[Client Name], residing at [Client Address] ("Referrer").

WHEREAS, Company desires to expand its customer base; and

WHEREAS, Referrer has a network of contacts and may be able to identify potential customers for Company's products or services; and

WHEREAS, Company desires to compensate Referrer for successfully referring such customers.

NOW, THEREFORE, in consideration of the foregoing premises and the mutual covenants contained herein, the parties agree as follows:

  1. Referral Services: Referrer agrees to use commercially reasonable efforts to refer potential customers to Company for its products or services (the "Referrals").

  2. Qualifying Referral: A Qualifying Referral shall be a new customer of Company who (a) has not been previously contacted by Company, (b) enters into a written agreement with Company for its products or services (the "Agreement"), and (c) meets any additional criteria mutually agreed upon by the parties (specify additional criteria here, if any).

  3. Referral Fee: For each Qualifying Referral, Company agrees to pay Referrer a referral fee of [Percentage] of the gross revenue generated by Company from the referred customer during the first [Time Period] following the effective date of the Agreement (the "Referral Fee").

  4. Payment Terms: Referral fees will be paid to Referrer within [Number] days of the referred customer's execution of the Agreement.

  5. Confidentiality: Both parties agree to hold confidential all non-public information disclosed by the other party in connection with this Agreement.

  6. Term and Termination: This Agreement shall commence on [Start Date] and shall continue for a period of [Term Length] (the "Term"). This Agreement may be terminated by either party upon [Number] days' written notice to the other party, or for cause as defined herein. Cause for termination may include, but is not limited to, material breach of this Agreement or a violation of confidentiality obligations.

  7. Independent Contractor: Referrer is an independent contractor and not an employee of Company. Referrer shall be responsible for all taxes and social security contributions associated with the referral fees earned hereunder.

  8. Compliance with Law: Referrer agrees to comply with all applicable laws and regulations in connection with its performance under this Agreement, including anti-bribery and anti-corruption laws.

  9. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of [Your State] (USA) or the Province of [Your Province] (Canada), without regard to its conflict of laws principles.

  10. Entire Agreement: This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous communications, representations, or agreements, whether oral or written.

  11. Severability: If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall remain in full force and effect.

  12. Notices: All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given when delivered personally, sent by certified or registered mail, postage prepaid, return receipt requested, or sent by overnight courier, addressed as follows:

    If to Company: [Your Address]

    If to Referrer: [Client Address]

  13. Counterparts: This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.


[Your Signature]

[Your Name/Business Name]


[Client Signature]

[Client Name]