Introducer Agreement (Ongoing Business Relationship – Commission)
This Introducer Agreement (Ongoing Business Relationship – Fixed Fee +
Commission) is designed for use in situations where a supplier of goods or
services) wishes to engage another as an introducer of clients.
An introducer differs from an agent in that an introducer does not
undertake any selling or pass on any orders or accept any orders on the
other party’s behalf. They only refer potential clients on to the supplier.
Once the introduction is made, the introducer has no further role in any
contract between the supplier and the potential client.
In this agreement, the “introduction” is deemed to take place upon the
provision of a potential client's contact details to the supplier.
This document is suitable if the supplier is to enter into a series of
short-term contracts with the same client over a period of time (i.e.
repeat business consisting of multiple individual transactions). A
percentage commission is payable to the introducer on each of a certain
number of those transactions. After an agreed number of transactions, an
“ongoing business relationship” is deemed to be established whereupon the
introducer receives a final flat introduction fee which should be agreed
and calculated to reflect the long-standing business relationship the
supplier now has as a result of the introducer’s services. (In this
document a flat fee is also to be paid upon the initial introduction taking
place, but this can be removed if desired).
This template includes an optional clause whereby the supplier specifies
certain criteria which potential clients should meet.
A further option allows the parties to agree upon a target number of
potential clients to be introduced within a given period.
The template also provides for an “introduction time limit” (to be agreed
between the parties), designed to protect both the introducer and the
supplier. The time limit protects the introducer by requiring the supplier
to use reasonable endeavours to establish an ongoing business relationship
with an introduced client within a certain period of time, thus ensuring
that the introducer receives their commissions and fees. The limit also
protects the supplier by setting a stated maximum period which the parties
agree provides a reasonable time limit within which the introducer may
claim commissions and fees.
This agreement also includes anti-bribery provisions - designed to be "SME
friendly" with relatively straightforward scope and language.
Whilst this template and the following three alternative Introducer
Agreements in this subfolder have many elements in common, the three
alternatives each have their own distinctive features:
1. BS.COM.03 Introducer Agreement (Fixed Fee) – Designed for one-off
contracts of any duration. The introducer is to receive a fixed fee once
the contract between the supplier and the introduced client is created.
2. BS.COM.03A Introducer Agreement (Commission) – Designed for one-off
contracts with a medium to long-term duration under which the supplier will
receive multiple payments from a client and the introducer is to be paid a
percentage commission on those payments for a defined period.
3. BS.COM.04 Introducer Agreement (Ongoing Business Relationship – Fixed
Fees) – Designed for a string of short-term contracts under which the
supplier will enter into many separate transactions with the same client
over a period of time. The introducer is to receive a fixed fee for a
certain number of those transactions until an “ongoing business
relationship” is deemed established whereupon the introducer receives a
This document is compliant with the GDPR (General Data Protection
Regulation) and the Data Protection Act.
This agreement has not been created in accordance with FCA rules or the
Financial Services and Markets Act 2000 and as such makes no reference or
commitment to abiding by them. This agreement is therefore unsuitable for
the introduction of clients for financial services such as insurance
products or investment advice.
Optional phrases / clauses are enclosed in square brackets. These should be
read carefully and selected so as to be compatible with one another. Unused
options should be removed from the document.
This Introducer Agreement (Ongoing Business Relationship - Fixed Fee +
Commission) contains the following clauses:
1. Definitions and Interpretation
2. Appointment of the Introducer
4. Supplier’s Obligations
5. Introduction Fees and Payment
6. Anti-Bribery Provisions
8. Data Protection
9. Force Majeure
10. Term and Termination
11. Effects of Termination
12. No Waiver
13. Further Assurance
16. Assignment and Sub-Contracting
18. Relationship of the Parties
19. Third Party Rights
21. Entire Agreement
24. Dispute Resolution
25. Law and Jurisdiction
and the following schedules:
[1. The Supplier’s Business]
[2. Prospective Client Criteria]
[3. The Introducer’s Anti-Bribery Policy]
[4. The Supplier’s Anti-Bribery Policy]
[5. Each Party's Privacy Notice]
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