Referral Agent Agreement Template for India

The Referral Agent Agreement serves as a crucial legal framework for businesses operating in India who wish to expand their reach through external agents. This document is essential when a company wants to formally engage individuals or entities to refer potential customers or business opportunities in exchange for commission-based compensation. The agreement ensures compliance with Indian legal requirements while protecting both parties' interests through clear definitions of roles, responsibilities, and compensation structures. It addresses key aspects such as lead qualification criteria, commission calculations, payment terms, confidentiality obligations, and territorial restrictions. The document is particularly relevant in today's digital economy where referral-based business models are increasingly common, and it incorporates necessary provisions to comply with Indian contract law, tax regulations, and relevant industry-specific requirements.

1. Parties: Identifies and defines the Principal/Company and the Referral Agent with their complete legal details

2. Background: Explains the context of the agreement, the Principal's business, and the purpose of engaging a referral agent

3. Definitions: Defines key terms used throughout the agreement including 'Referral', 'Qualified Lead', 'Commission', etc.

4. Appointment and Scope: Establishes the appointment of the agent and defines the scope of referral services

5. Rights and Obligations of the Agent: Details the responsibilities, duties, and permitted activities of the referral agent

6. Rights and Obligations of the Principal: Outlines the company's commitments, support, and responsibilities towards the agent

7. Commission Structure: Defines the commission rates, calculation method, and payment terms

8. Payment Terms: Specifies payment schedules, invoice requirements, and payment methods

9. Term and Termination: Defines the duration of the agreement and conditions for termination

10. Confidentiality: Protects confidential information shared during the course of the relationship

11. Non-Solicitation: Prevents poaching of clients or employees

12. Intellectual Property: Protects trademarks, logos, and other IP used in referral activities

13. Indemnification: Establishes mutual indemnification obligations

14. Governing Law and Jurisdiction: Specifies Indian law as governing law and sets jurisdiction for disputes

15. General Provisions: Includes standard boilerplate clauses like notices, assignment, and severability