Software Referral Agreement Template for Singapore

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Key Requirements PROMPT example:

Software Referral Agreement

"I need a Software Referral Agreement for my Singapore-based SaaS company that will appoint a marketing agency as our referral partner, with a tiered commission structure starting at 15% for the first $100,000 in sales and increasing to 25% for sales above $250,000."

Document background
The Software Referral Agreement is essential for businesses operating in Singapore's technology sector who wish to expand their customer base through partner networks. This document outlines the framework for referral partnerships, including commission structures, performance metrics, and compliance with Singapore's legal requirements. It's particularly relevant given Singapore's growing software industry and strict regulatory environment. The agreement typically includes detailed provisions for data protection, electronic transactions, and intellectual property rights, making it suitable for both local and international software companies operating under Singapore law.
Suggested Sections

1. Parties: Identifies the contracting parties and their details

2. Background: Contextual information about the referral arrangement

3. Definitions: Key terms used throughout the agreement

4. Referral Terms: Core obligations regarding referral process

5. Commission Structure: Details of referral fees and payment terms

6. Term and Termination: Duration and termination provisions

7. Confidentiality: Protection of confidential information

Optional Sections

1. Territory Restrictions: Geographic limitations on referral activities - use when referrals are limited to specific regions

2. Non-Compete: Restrictions on competitive activities - use when protecting against competition is crucial

3. Marketing Guidelines: Rules for promotional activities - use when referrer will conduct marketing activities

4. Service Level Requirements: Performance standards for referral activities - use when specific performance metrics are required

Suggested Schedules

1. Commission Schedule: Detailed breakdown of commission rates and tiers

2. Product Description: Details of software products covered by the agreement

3. Referral Process: Step-by-step guide to referral procedures

4. Marketing Materials: Approved marketing content and guidelines

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

Clauses
Industries

Contract Law (Chapter 53): Primary legislation governing the formation and enforcement of contracts in Singapore. Essential for basic contract validity, terms, and enforcement mechanisms.

Electronic Transactions Act (ETA): Provides legal framework for electronic transactions and digital signatures, crucial for software agreements executed electronically.

Personal Data Protection Act 2012 (PDPA): Regulates the collection, use, and disclosure of personal data. Important for handling customer information in referral relationships.

Computer Misuse Act: Addresses cybersecurity concerns and unauthorized access to computer systems, relevant for software security obligations.

Competition Act (Chapter 50B): Ensures referral arrangements don't constitute anti-competitive practices or unfair market behavior.

Copyright Act: Protects intellectual property rights in software and related materials, essential for software licensing arrangements.

Trade Marks Act: Governs the use and protection of trademarks, relevant for branding and software marketing aspects.

Patents Act: Protects technical innovations in software, relevant if the referred software contains patented technology.

Consumer Protection (Fair Trading) Act: Ensures fair trading practices and consumer protection, particularly if end users are consumers.

Goods and Services Tax Act: Governs taxation of services including software sales and referral fees in Singapore.

Income Tax Act: Regulates the taxation of income including referral fees and commissions.

Cross Border Privacy Rules (CBPR): Relevant for international data transfers and cross-border aspects of the referral arrangement.

CISG: United Nations Convention on Contracts for the International Sale of Goods, applicable for international software 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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