Exclusive Referral Agreement Template for England and Wales

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Key Requirements PROMPT example:

Exclusive Referral Agreement

"I need an Exclusive Referral Agreement for my fintech company where we'll be appointing a business consultant to refer potential clients to us in the London area, with a 15% commission structure and minimum referral targets, starting from March 2025."

Document background
The Exclusive Referral Agreement is utilized when businesses seek to formalize referral partnerships with exclusive rights and obligations. This document, governed by English and Welsh law, is particularly relevant in situations where a consistent flow of referrals is crucial to business operations. It details commission structures, exclusivity terms, territorial rights, and compliance requirements. The agreement provides protection for both parties while ensuring adherence to UK competition law, data protection regulations, and industry-specific requirements. It's commonly used in professional services, financial services, and other sectors where business referrals form a significant part of growth strategy.
Suggested Sections

1. Parties: Identification and details of the parties entering into the agreement

2. Background: Context and purpose of the agreement, including any relevant business relationship history

3. Definitions: Key terms used throughout the agreement and their specific meanings

4. Appointment and Scope: Terms of exclusive appointment and territorial scope

5. Obligations of Referrer: Core duties and responsibilities of the referring party

6. Obligations of Company: Core duties and responsibilities of the receiving party

7. Commission Structure: Payment terms, calculation methods, and timing of commission payments

8. Term and Termination: Duration of agreement and circumstances for termination

9. Confidentiality: Protection of confidential information and trade secrets

Optional Sections

1. Non-Compete: Restrictions on competitive activities during and after the agreement term

2. Data Protection: GDPR compliance and data handling procedures for personal data processing

3. Intellectual Property: IP rights and usage permissions between parties

4. Force Majeure: Provisions for handling unforeseen circumstances affecting performance

5. Compliance with Laws: Specific regulatory compliance requirements for regulated industries

Suggested Schedules

1. Commission Schedule: Detailed breakdown of commission rates and calculation methods

2. Territory Schedule: Detailed definition of geographical or market territories

3. Service Level Agreement: Performance metrics and standards for both parties

4. Referral Process: Step-by-step procedure for making and processing referrals

5. Reporting Templates: Standard forms for activity and commission reporting

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant Industries
Relevant Teams
Relevant Roles
Industries

Common Law Contract Principles: Fundamental principles of contract formation including offer, acceptance, consideration, and intention to create legal relations under English common law

Contracts (Rights of Third Parties) Act 1999: Legislation governing how third parties may enforce terms of a contract to which they are not a direct party

Unfair Contract Terms Act 1977: Law regulating unfair terms in contracts, particularly exclusion and limitation clauses

Competition Act 1998: Primary UK competition law legislation prohibiting anti-competitive agreements and abuse of dominant market position

Enterprise Act 2002: Legislation concerning competition law enforcement and market investigations in the UK

Article 101 TFEU (retained): Retained EU law prohibiting anti-competitive agreements that may affect trade and competition

Vertical Agreements Block Exemption Regulation: Regulation providing safe harbor for certain vertical agreements under competition law

UK GDPR: Post-Brexit data protection regulation governing the processing of personal data in the UK

Data Protection Act 2018: UK's implementation of data protection standards, complementing and supplementing the UK GDPR

Privacy and Electronic Communications Regulations: Regulations governing electronic communications, marketing, and use of customer data

Consumer Rights Act 2015: Main consumer rights legislation in the UK, applicable if the referral agreement involves consumers

Commercial Agents Regulations 1993: Regulations protecting commercial agents in their relationships with principals

Financial Services and Markets Act 2000: Primary legislation for financial services regulation, relevant if referral involves financial services

Bribery Act 2010: Anti-corruption legislation affecting business relationships and referral arrangements

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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