Mutual referral and commission agreement

Price:  £55.00(Inc. 20% VAT)(£45.83 Exc. VAT)

This document covers the situation in which each party to two businesses may each refer clients to the other.


A party to this agreement may refer customers to the other party in return for commission payments by the other party.

There may be restraints imposed on the referral rights. For instance, the referring party’s rights to sell the other party’s services may be restricted to specific countries. Also, referrals may be restricted by reference to the kinds of services to be provided by the party who accepts the referrals.

The agreement assumes that parties operate some kind of register to track referrals. The fundamental principle is that the commission is paid only with regards to clients that are attributed to the appropriate party in this tracking register. No commission will be paid if a customer is assigned in the referral tracking register to another person at the time of the referral.

In a case where the commission fees are payable with respect to the provision of physical goods, this agreement should not be used. Similarly, it should not be used with regards to relationships subjected to the law of agency.

  1. Definitions
  2. Term
  3. Second Party Referrals
  4. Referrals by First Party
  5. No exclusivity
  6. Mutual obligations
  7. Second Party Commission
  8. First Party Commission
  9. Interest
  10. Audit
  11. Confidentiality obligations
  12. Publicity
  13. Warranties
  14. Indemnities
  15. Limitations and exclusions of liability
  16. Termination
  17. Effects of termination
  18. Non-solicitation of personnel
  19. Notices
  20. General
  21. Interpretation

This template is supplied in Word (.docx) format and is 27 pages long, including 13 pages of guidance notes.

A copy of this mutual referral and commission agreement is included in the following pack:

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