Awake Commercial Referral Agreement
Pay for accepted commercial introductions with transparent attribution and accounting.
- Entity and jurisdiction fit
- US software companies; state-specific adaptation required
- Binding posture
- Binding when completed and signed
- Variants
- Complete the stated selections
- Before use
- Each party’s own counsel must review and approve the document.
Awake Commercial Referral Agreement
Commercial Terms
Company/referrer: [names/addresses]. Covered commercial products and excluded/regulated activities: [scope]. Rate and base: [formula]. Accepted-referral process, protection period and post-termination tail: [terms]. Existing accounts and conflicts: [schedule]. Statements/payment/currency: [terms]. Notice contacts: [contacts].
1. Referral acceptance
Referrer submits identifiable leads with lawful permission to share contact data. Company accepts or rejects within [days] with a recorded reason, including substantive existing relationships or another accepted lead. Silence does not accept a lead unless explicitly agreed. Keep the signed acceptance and date in a referral register. No introduction alone earns ownership or compensation outside these terms.
2. Commissions
Commission is earned only on the agreed cash receipts or other precisely defined base from an accepted referral producing a covered contract during the protection period. Specify deductions, renewals, related accounts, multiple introducers and currency conversion. Refunds and chargebacks adjust only the corresponding commission; general overhead is not deducted unless expressly agreed. Referrer guarantees no sale and cannot bind Company or set prices.
3. Statements and verification
Company supplies periodic statements showing accepted leads, contract dates, receipts, permitted adjustments, earned commission and payment. Pay undisputed sums by the deadline. A confidential limited annual review may verify relevant records on [notice], preserving customer privacy. Resolve attribution disputes through contemporaneous evidence.
4. Limits and conduct
This agreement covers lawful commercial sales, not securities solicitation, investment placement or financing commissions. Regulated products/professions require separate permission and compliance review before activity. No exclusive ownership of a customer relationship arises. Use names and logos only with specific approval; confidential information and contact data only for the referral purpose.
5. End and tail
Either party may terminate on [days] notice or for specified uncured material breach. No new leads are accepted after the end date. Previously accepted referrals remain governed by the agreed protection period and cash-receipt tail. Pay earned commissions and preserve necessary records; termination does not erase accrued rights.
General terms
Formal notices go to the contacts and delivery methods in the Commercial Terms. Governing law: [state and country]; dispute forum: [court and venue, or separately completed arbitration provision], subject to mandatory law. The parties will first meet in good faith within [days] after a dispute notice; this does not delay urgent relief or a filing deadline. This document and the signed schedules listed here constitute the agreement on this subject. Changes require a writing signed by the affected parties. A schedule overrides another document only by identifying the provision and the agreed replacement. No provision silently amends an existing equity, financing, or employment instrument. Severability applies to the extent lawful. Neither party may transfer this agreement without the other's written consent except to a successor acquiring the relevant business that assumes its obligations in writing, subject to any expressly agreed restrictions. Counterparts and electronic signatures are permitted.
Signatures
Party A: [full legal name]. Authorized signature: [signature]. Name and title: [name and title]. Date: [date].
Party B: [full legal name]. Authorized signature: [signature]. Name and title: [name and title]. Date: [date].
Signed schedules and implementing documents: [list, dates, and versions, or none].
Companion documents
Data-room records: 07-04, 07-05. See the mapping.