[1st COMPANY NAME]
[2nd COMPANY NAME]
THE PROVISION OF INTRODUCTIONS TO NEW BUSINESS
THIS AGREEMENT is dated [DATE]
Collectively known as the Parties, or individually as a Party.
IT IS AGREED as follows:
1. Definitions and interpretation
1.1. In this agreement (except where the context otherwise requires) the following words shall have the following meanings:
1.2. In this agreement (except where the context otherwise requires):
1.2.1. any reference to a clause is to the relevant clause of this agreement;
1.2.2. any reference to the parties is to the parties to this Agreement;
1.2.3. the clause headings are included for convenience only and shall not affect the interpretation of this agreement;
1.2.4. use of the singular includes the plural and vice versa;
1.2.5. use of any gender includes the other genders;
1.2.6. any reference to persons includes natural persons, partnerships, companies, corporations, associations, organisations, governments and trusts (in each case whether or not having separate legal personality);
2. Introductions, Introductory Commission
2.1. The Introducer may from time to time make Introductions for the purpose of developing business for the Client and the Client agrees and undertakes to reward the Introducer for such Introductions in accordance with clauses 2.2, 2.3 and 2.4.
2.2. If, following the making of an Introduction, an Introduced Client engages the Client, within 12 months of the introduction, for the provision of its services; The Client must pay to the Introducer the Introductory Commission in respect of each such Introduction.
2.3. The Introductory Commission is a sum equal to [INSERT PERCENTAGE]% of the VAT-exclusive amount of the first year’s fees invoiced directly or indirectly by the Engaged Party for the provision of its services (plus VAT thereon).
2.4. The Introductory Commission shall become due on each date that the Engaged Party raises an invoice in respect of the work undertaken by it in respect of the Introduction or Relevant Transaction notwithstanding that such date may be after expiry period referred to this agreement.
2.5. Both Parties shall ensure that all invoices raised in respect of any fees on which a commission payment is due under this Agreement are raised promptly and a copy of each such invoice shall be provided to the other Party within 7 days of being raised.
2.6. Payment of the Introductory Commission shall be made to the Engaged Party within 14 days of the other Party raising its invoice in this regard.
3. Late or non-payment
3.1. If The Client fails to pay any amount payable by it under this Agreement, The Introducer shall be entitled to charge The Client interest on the overdue amount, from the due date up to the date of actual payment, after as well as before judgment, at the rate of [INSERT PERCENTAGE]% per annum. Such interest shall accrue on a daily basis and be compounded monthly.
3.2 Introducer party may file an “Unpaid Invoice” dispute on www.disputesregister.org .
4. Governing Law
4.1. The parties agree that this contract shall be governed by the laws of England and Wales and that the courts of England shall have exclusive jurisdiction to hear any matter relating to this contract.
5.1. The Parties acknowledge and agree that all Confidential Information and rights therein and in relation thereto is the property of the Party disclosing the Confidential Information (the Disclosing Party) and each will receive and maintain Confidential Information, in confidence and shall not use the same for any purpose other than the proper purpose of this Agreement nor shall they publish, disclose or transfer, or permit the use, publication or disclosure of the same to anyone (whether orally or in writing). Written permission from the Disclosing Party shall be sought before using any Confidential Information in the performance of the Service.
5.2. Each party may disclose the other party's confidential information:
5.2.1. to its employees, officers, representatives, or advisers who need to know such information for the purposes of carrying out the party's obligations under this Agreement. Each party shall ensure that its employees, officers, representatives, or advisers to whom it discloses the other Party's Confidential Information comply with this clause; and
5.2.2. as may be required by law, a court of competent jurisdiction or any governmental department.
6. Term and termination
The Engagement Period beginning on [insert start date] will end upon [insert end date], unless the Agreement is otherwise terminated by the Client or the Introducer pursuant to the giving of 30 days’ notice to the other Party.