A neutral-form mutual referral agreement under which two businesses refer potential clients to each other in exchange for a commission or referral fee, governed by the law of England & Wales.
How to use this template - Replace every
[SQUARE-BRACKET]field before use. - Because referrals involve sharing personal data about individuals, both parties must comply with the UK GDPR / Data Protection Act 2018, only share contact details with a lawful basis and appropriate transparency. - If either party is in a regulated sector (e.g. financial services, legal, insurance), check that paying or receiving referral fees is permitted and properly disclosed under the relevant rules. - Have a solicitor review before use.
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THIS MUTUAL REFERRAL AGREEMENT is made on [DATE]
BETWEEN (1) [PARTY A NAME] of [ADDRESS]; and (2) [PARTY B NAME] of [ADDRESS] (each a "Party" and together the "Parties").
Agreed terms
1. Referrals. Each Party may refer to the other potential customers or clients ("Referrals") who may be interested in the other's products or services. Neither Party is obliged to make any minimum number of Referrals.
2. Referral fee. Where a Referral results in a [completed sale / signed engagement] within [NUMBER] months, the receiving Party will pay the referring Party a referral fee of [£AMOUNT / PERCENTAGE]% of [the net fees / value], payable within [NUMBER] days of [receipt of payment from the client].
3. Records and reporting. Each Party will keep accurate records of Referrals and resulting business and provide a statement on [monthly / quarterly] request.
4. No authority / independent businesses. The Parties are independent contractors. Neither may bind the other, incur liabilities on the other's behalf, or hold itself out as agent, partner or employee of the other.
5. Data protection. Each Party will comply with the UK GDPR and Data Protection Act 2018 when sharing or processing personal data of Referrals, including ensuring an appropriate lawful basis and transparency to the individuals concerned.
6. Confidentiality. Each Party will keep confidential the other's non-public business information and use it only to perform this Agreement.
7. Compliance. Each Party is responsible for its own regulatory, tax and professional obligations, including any disclosure of referral arrangements required in its sector.
8. Non-exclusive. This Agreement is non-exclusive; each Party may enter similar arrangements with others.
9. Term and termination. This Agreement begins on the date above and continues until terminated by either Party on [NUMBER] days' written notice. Fees accrued on Referrals made before termination remain payable.
10. Liability. Neither Party is liable for the quality of the other's products or services, or for any contract the client enters with the other.
11. Governing law and jurisdiction. This Agreement is governed by the law of England and Wales, whose courts have jurisdiction.
Signatures
Signed for [PARTY A]: __________________ Date: [DATE] Signed for [PARTY B]: __________________ Date: [DATE]
--- This template is a starting point and not legal advice. Have a qualified solicitor review and adapt it before use, especially if either party is in a regulated sector. Governing law: England & Wales.