Are electronic signatures valid?

Yes. Electronic signatures that meet intent, consent, attribution, and retention requirements are enforceable under the ESIGN Act (15 U.S.C. ch. 96) and state UETA/ESRA frameworks.

How should referral payments be reported for tax purposes?

Referral payments to non-employees are reportable on Form 1099-NEC when thresholds are met; obtain a completed W-9 to capture TIN and avoid backup withholding.

Do referral agreements require notarization?

Generally no. Most referral agreements are simple contracts and do not require notarization, but state-specific documents or certain ancillary instruments may require notarization or witnesses.

What if a referrer wants to revoke the agreement?

Follow the agreement’s termination and revocation clauses; revocation typically affects future referrals but may not negate obligations already vested under agreed payment triggers.

Who must sign the agreement?

An authorized representative of each legal entity should sign. For individuals, use the full legal name; for companies, include title and authority of the signer.

Can confidentiality and data rules be added later?

Yes, by written amendment signed by both parties. Amendments should be dated and stored with the original agreement to preserve an auditable record.

Electronic Signature
Templates
Marketing
Marketing Referral Agreement

Marketing Referral Agreement

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

MARKETING REFERRAL AGREEMENT

Parties and Recitals

This Marketing Referral Agreement ("Agreement") is entered into by and between:

Brand/Client Name: Entity Type: Corporation LLC Individual

Brand/Client Address

Referrer Name: Entity Type: Individual Agency Other

Referrer Address

Definitions

For purposes of this Agreement, "Qualified Referral" means a prospective client introduced by Referrer to Brand that (a) is not already an existing prospect or customer of Brand; (b) meets the qualifying criteria set forth in this Agreement; and (c) executes a written agreement with Brand for goods or services within the Referral Period.

Campaign and Referral Services

Campaign Name Campaign Objectives Target Audience & Channels Referral Method / Deliverables

Qualifying Criteria and Tracking

Qualified Referral Criteria (examples: minimum order value, geographic limits, service type):

Reporting and Tracking Procedure

Compensation

Referral Fee Structure (select applicable): Percentage of net revenue Flat fee per conversion Tiered schedule

Percentage (if applicable): Flat fee (if applicable): $

Payment Terms

Usage Rights and Intellectual Property

Brand grants Referrer a limited, non-exclusive, non-transferable license to use Brand's name and logo solely for the purpose of making referrals under this Agreement. All marketing materials, creative, and deliverables produced by Brand remain Brand's exclusive property. Referrer shall not claim ownership in Brand intellectual property and will cease use upon termination.

Exclusivity

Exclusive referral arrangement for the Territory Non-exclusive referral arrangement

Term and Termination

Effective Date: Term (months):

Either party may terminate this Agreement upon written notice to the other party if the receiving party fails to cure a material breach within days after receipt of written notice. Termination does not extinguish Brand's obligation to pay Referral Fees that accrued prior to termination for Qualified Referrals originated during the Term and accepted within the post-term referral window specified below.

Post-Term Referral Window (months): Kill Fee (if applicable): $

Confidentiality and Non-Circumvention

Each party shall keep confidential Confidential Information of the other party and shall not use such information except to perform obligations under this Agreement. Referrer agrees not to directly solicit or engage Brand's referred prospects for services competitive with Brand outside of this Agreement for the Post-Term Referral Window.

Representations, Indemnification and Limitation of Liability

Each party represents it has the authority to enter into this Agreement. Referrer warrants that any referral will be made ethically and in compliance with applicable laws. Referrer shall indemnify and hold harmless Brand from claims arising from Referrer's breach, misconduct, or negligent acts. Except for willful misconduct or indemnity obligations, neither party's aggregate liability shall exceed the fees paid by Brand to Referrer in the 12 months prior to the claim.

FTC Disclosure and Compliance

Referrer shall comply with all applicable consumer protection, advertising, and endorsement laws and regulations. Referrer agrees to make clear and conspicuous disclosures of the material business relationship with Brand when making referrals or promotional statements in any media or channel. Referrer acknowledges that failure to disclose may result in termination and forfeiture of fees.

Referrer acknowledges and agrees to comply with disclosure requirements and applicable advertising laws.

Governing Law, Notices and Miscellaneous

Governing Law: . Any dispute shall be resolved by binding arbitration unless otherwise agreed in writing.

Notices to Brand Notices to Referrer

Entire Agreement: This Agreement constitutes the entire agreement between the parties concerning the subject matter and supersedes prior agreements. Any amendment must be in writing and signed by both parties.

Acknowledgement

By signing below, each party certifies that it has the authority to enter into this Agreement, understands the referral and payment mechanics, and agrees to be bound by the terms set forth herein.

Brand/Client:

By:

Date:

Referrer:

By:

Date:

What a Marketing Referral Agreement Is and When It’s Used

A Marketing Referral Agreement is a written contract that sets out the terms under which one party (the referrer) will introduce potential customers or leads to another party (the company) in exchange for a referral fee or other consideration. Typical provisions define the scope of acceptable referrals, payment triggers, tracking and reporting requirements, confidentiality, intellectual property treatment, duration, and termination rights. These agreements are commonly used between agencies, independent partners, channel resellers, and businesses that pay for lead generation. Electronic execution under ESIGN or state UETA/ESRA frameworks is generally acceptable when the agreement meets legal validity tests.

Why a Clear Referral Agreement Matters

A written Marketing Referral Agreement reduces disputes by clarifying who is paid, when payments are owed, how referrals are verified, and how confidential information is handled. It creates an evidentiary record of intent and allocation of rights and supports tax and compliance reporting obligations.

Who Commonly Uses a Marketing Referral Agreement

Typical users include business development teams, marketing agencies, external referral partners, and channel or affiliate managers seeking predictable referral relationships.

Marketing agencies and freelancers who receive commissions for client introductions and need documented payment terms.
SaaS and tech companies managing partner or affiliate programs with tracked lead-credit rules.
Real estate brokers and agents arranging referrals across brokerages with fee-splitting arrangements.

Use this agreement when a repeatable referral process exists and the parties want clear payment, reporting, and confidentiality terms.

Essential Provisions to Include in the Agreement

A professional Marketing Referral Agreement should be concise but cover the core mechanics of the referral relationship, payment triggers, and dispute resolution.

Parties

Identify each legal entity by full legal name, business type, and contact information to avoid later identity disputes.

Referral Definition

Define what qualifies as a referral (e.g., lead contact, qualified opportunity, closed sale) and any excluded sources or pre-existing relationships.

Compensation

Specify fee structure (fixed fee, percentage, bounty), payment timing, currency, and how refunds or chargebacks affect payments.

Tracking and Reporting

State the tracking mechanism, required documentation for verification, and timelines for submitting referral claims.

Term and Termination

Set the agreement start date, renewal terms, and termination rights including notice period and survival clauses for payment and confidentiality.

Confidentiality

Include non-disclosure terms limiting use of shared leads and specify permitted disclosures or required data handling controls.

Data and Security Details to Record

Encryption: TLS 1.2/1.3 in transit

Storage: AES-256 at rest

HIPAA BAA: Required if PHI exchanged

Audit Trail: Timestamps, IP, signer identity

Authentication: Email, SMS code, or stronger

Record Retention: Retention policy and access logs

Step-by-Step: Completing the Agreement

Follow these steps to prepare, execute, and store a Marketing Referral Agreement with clear records.

01

Draft terms: Define scope, fee, tracking, and termination.
02

Confirm parties: Use full legal names and tax IDs where applicable.
03

Set payment triggers: Specify events that create payment liability.
04

Execute and archive: Obtain signatures and preserve an audit trail.

How to Configure an Online Signing Workflow

Configure a digital workflow that places fields, defines signer order, and adds authentication to reduce disputes.

Field	Configuration
Signature Block	Required signer name, title, date
Authentication	Email link, SMS code, or KBA
Template	Save reusable clause and field sets
Notifications	Email reminders and completion receipts

Where to Send and How Execution Works

A standard sending flow ensures the referrer and the company receive the same fully executed copy and that payment triggers are timestamped.

Upload document: Add the finalized agreement to the signing platform.
Place fields: Insert signature, date, initials, and data fields.
Send to signers: Enter signer emails or generate secure links.
Archive executed copy: Store signed PDF and audit trail for records.

Technical Requirements for eSigning and Sharing

Ensure the platform supports common document formats, integrations, and authentication methods needed for reliable execution and recordkeeping.

Document formats: PDF and DOCX supported
Integrations: Salesforce, NetSuite, Google Workspace
Auth options: Email link, SMS code, KBA

Key Timing and Payment Deadlines to Record

Date-driven items in referral agreements protect rights and set clear pay-cycle expectations.

Effective date:

Enter the start date as MM/DD/YYYY

Payment window:

State terms such as 'Net 30' or specific milestone date

Renewal notice:

Specify notice period for auto-renewal or termination

Claim submission:

Deadline for referrer to submit documentation

Tax reporting:

Track payments for Form 1099-NEC deadlines

Common Preparation Mistakes to Avoid

Vague referral criteria that leave disputes over which leads qualify and when commissions vest.
Failing to require a completed W-9 from payees, triggering backup withholding or incorrect 1099 reporting.
Not specifying payment triggers (signed contract vs. invoice vs. collected payment) leading to late or disputed fees.
Omitting confidentiality and data-handling obligations when leads include personal or regulated information.

Risks and Penalties from Inaccurate Agreements

Tax Penalties: Failure to report referral payments may trigger IRC §6721 penalties.

Backup Withholding: Missing or incorrect TIN can cause 24% withholding.

HIPAA Exposure: Improper PHI sharing can create HIPAA liability.

Enforceability: Unsigned or poorly executed agreements may be unenforceable.

Dispute Costs: Litigation or arbitration expenses and reputational harm.

Ethics Violations: Industry-specific prohibitions on referral fees may apply.

Frequently Asked Questions About Marketing Referral Agreements

Answers to common execution, tax, and compliance questions to help avoid enforcement and reporting problems.

Need help? Contact support

Are electronic signatures valid?
Yes. Electronic signatures that meet intent, consent, attribution, and retention requirements are enforceable under the ESIGN Act (15 U.S.C. ch. 96) and state UETA/ESRA frameworks.
How should referral payments be reported for tax purposes?
Referral payments to non-employees are reportable on Form 1099-NEC when thresholds are met; obtain a completed W-9 to capture TIN and avoid backup withholding.
Do referral agreements require notarization?
Generally no. Most referral agreements are simple contracts and do not require notarization, but state-specific documents or certain ancillary instruments may require notarization or witnesses.
What if a referrer wants to revoke the agreement?
Follow the agreement’s termination and revocation clauses; revocation typically affects future referrals but may not negate obligations already vested under agreed payment triggers.
Who must sign the agreement?
An authorized representative of each legal entity should sign. For individuals, use the full legal name; for companies, include title and authority of the signer.
Can confidentiality and data rules be added later?
Yes, by written amendment signed by both parties. Amendments should be dated and stored with the original agreement to preserve an auditable record.

eSignature Solution Comparison for Executing Referral Agreements

Comparison of common vendor criteria for executing and tracking referral agreements; signNow is listed first per platform comparisons.

	signNow	DocuSign	Adobe Sign	PandaDoc	HelloSign
Starting Price	$8/user/mo	$15/user/mo	$14/user/mo	$19/user/mo	$15/user/mo
Free Trial	7-day free trial	Varies by plan	Varies by plan	Varies by plan	Varies by plan
Bulk Send	Yes	Yes	Yes	Yes	Varies
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes	Yes	Yes	No	No
Envelope Cap	No cap	100 envelopes/user/year	No cap	No cap	No cap

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