Introducer Agreement

Introducer Agreement

This Agreement is made on [date] by and between:

(1) [company name], a company incorporated in England and Wales with company number [company number] whose registered office is at [company registered office] (the "Company"); and

(2) [introducer name], [description of introducer] (the "Introducer").

Each a Party and together the Parties.

Background

The Company provides, markets, distributes and/or arranges the provision of certain products and/or services [description of company products/services] (the "Products").

The Introducer has access to potential customers or business contacts who may be interested in the Products.

The Company wishes to appoint the Introducer to introduce potential customers on the terms set out in this Agreement.

Definitions

In this Agreement:

“Affiliate” means any entity controlling, controlled by, or under common control with a Party.

“Business Day” means a day other than a Saturday, Sunday or public holiday in England when banks in London are open.

“Case Value” means the gross revenue actually received and retained by the Company (or its Affiliate where relevant) from a Qualifying Transaction, excluding VAT, refunds, rebates, credits, chargebacks, financing costs and third-party commissions.

“Commission” means the remuneration payable to the Introducer under Clause 8.

“Customer Profile” means the eligibility criteria or target market description specified by the Company from time to time.

“Data Protection Laws” means all applicable data protection and privacy laws in force in the United Kingdom, including UK GDPR, the Data Protection Act 2018 and PECR.

“Excluded Customer” means:

any existing or previous customer of the Company or its Affiliates;

any person already in active discussions with the Company within the previous [excluded customer exclusion period in months] months;

any person previously introduced by a third party and recorded in the Company’s systems.

“Introduction” means the provision by the Introducer to the Company of:

the full name and contact details of a Potential Customer;

confirmation of valid consent to referral;

sufficient information to determine whether the Customer Profile is met;

and which is acknowledged in writing by the Company.

“Introducer Services” means the sourcing and Introduction of Potential Customers and performance of obligations under this Agreement.

“Law” means any statute, regulation, rule, regulatory requirement, binding code of practice or order having legal effect.

“Potential Customer” means a third party who:

is not an Excluded Customer;

meets the Customer Profile;

has provided informed consent to being contacted.

“Qualifying Transaction” means a legally binding agreement for the provision of Products which:

arises directly from an accepted Introduction;

completes; and

results in receipt of Case Value.

“Term” has the meaning given in Clause 17.

Appointment

The Company appoints the Introducer on a non-exclusive basis to provide the Introducer Services during the Term.

The Introducer accepts the appointment.

Nothing in this Agreement obliges the Company to:

accept any Introduction;

enter into any agreement;

maintain any Product line.

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