Broker Referral Agreement

BROKER REFERRAL AGREEMENT

Parties

Recitals

WHEREAS, Referring Broker represents that on or about it has introduced or will introduce a prospective client or transaction opportunity to Receiving Broker for potential brokerage services; and

WHEREAS, Receiving Broker is duly licensed, capable of performing brokerage services relevant to the referred opportunity and desires to compensate Referring Broker for valid referrals that result in a transaction as set forth below; and

WHEREAS, the parties desire to set forth the terms under which Referring Broker will receive a referral fee for successful introductions, and to define their respective obligations, confidentiality standards and remedies.

Scope of Referral Services

Referring Broker shall introduce prospective clients or transaction opportunities to Receiving Broker. An introduction is effective only when Referring Broker provides Receiving Broker with the prospective client's name and sufficient contact information and evidentiary documents to permit Receiving Broker to engage the prospective client. Referring Broker shall not provide advisory, negotiation or closing services on behalf of Receiving Broker unless expressly authorized in writing.

Payment Terms

Subject to the terms below, Receiving Broker shall pay Referring Broker a referral fee for each Referred Transaction that closes during the term of this Agreement. A "Referred Transaction" means a transaction with a client initially introduced to Receiving Broker by Referring Broker during the term where Receiving Broker earns a commission or fee.

Percentage of gross commission:     Flat fee per closed transaction:

Payments due to Referring Broker shall be paid within days after Receiving Broker receives final commission or fee for the Referred Transaction and has cleared funds. If Receiving Broker disputes entitlement to a referral fee, it shall provide written notice to Referring Broker within ten (10) days of receipt of funds specifying the grounds for the dispute. Late payments shall accrue interest at or the maximum rate permitted by law, whichever is less.

Term and Termination

This Agreement shall commence on the Effective Date and shall continue until terminated as provided herein.

Effective Date: . Term End Date (if any):

Either party may terminate this Agreement upon written notice to the other party delivered at least days prior to termination. Termination shall not affect any referral fee obligations that arise from Referred Transactions where the introduction occurred prior to termination and which close within after termination.

Confidentiality

Each party acknowledges that in the course of performing under this Agreement it may receive Confidential Information from the other party. "Confidential Information" means non-public business, financial, client, transaction or marketing information disclosed orally, in writing or electronically. Each party agrees (i) to hold Confidential Information in strict confidence, (ii) not to use Confidential Information except to perform its obligations under this Agreement, and (iii) not to disclose Confidential Information to any third party except to its employees, agents or professional advisors who have a need to know and who are bound by confidentiality obligations at least as protective as those herein. Confidential Information does not include information that is (a) public other than by breach of this Agreement, (b) already in the receiving party's possession without restriction, or (c) required to be disclosed by law or valid legal process, provided notice is given to the disclosing party where permissible.

Confidentiality Obligations Term:

Non-Circumvention; Indemnification

The parties shall not circumvent one another with respect to any client or transaction introduced under this Agreement. Each party agrees to indemnify, defend and hold harmless the other party from any losses, damages, liabilities and reasonable costs (including attorneys' fees) resulting from a breach of this Agreement, negligence, willful misconduct, or misrepresentations by the indemnifying party.

Notices

All notices required or permitted under this Agreement shall be in writing and delivered to the parties at their respective notice addresses set forth above or to such other address as a party may specify in writing. Notices shall be deemed delivered when received in person, by overnight courier, or by confirmed electronic transmission.

Governing Law; Venue

This Agreement shall be governed by and construed in accordance with the laws of the state or jurisdiction of without regard to conflict of law principles. The parties submit to the exclusive jurisdiction of the courts located in that jurisdiction for resolution of disputes arising out of this Agreement.

Entire Agreement; Amendment

This Agreement constitutes the entire agreement between the parties relating to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals and understandings, whether written or oral. Any amendment or modification must be in writing signed by authorized representatives of both parties.

Severability; Waiver

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. Failure or delay by either party to enforce any right shall not constitute a waiver of that right.

Sign Now