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Software Referral Agreement Template for England and Wales

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Key Requirements PROMPT example:

Software Referral Agreement

"I need a Software Referral Agreement for my UK-based AI software company to establish a referral program with technology consultants, offering a 15% commission on successful sales and including strict data protection provisions."

Document background
A Software Referral Agreement is essential when establishing formal referral partnerships in the software industry. This document, governed by English and Welsh law, defines how referral partners can promote software products to potential customers and earn commissions. It covers crucial aspects such as commission rates, payment terms, referral tracking mechanisms, and compliance requirements. The agreement is particularly important for software companies looking to expand their market reach through partner networks while maintaining legal compliance and protecting their intellectual property.
Suggested Sections

1. Parties: Identification of referrer and software company

2. Background: Context of the referral relationship and purpose of the agreement

3. Definitions: Key terms used throughout the agreement including Software, Referral, Commission, etc.

4. Referral Terms: Core obligations and mechanics of the referral process

5. Commission Structure: Payment terms, calculation methodology, and payment timing

6. Term and Termination: Duration of agreement and circumstances for termination

7. Confidentiality: Protection of confidential information between parties

8. Intellectual Property: Protection and usage rights of trademarks, logos, and other IP

9. General Provisions: Standard boilerplate clauses including notices, assignment, and governing law

Optional Sections

1. Territory Restrictions: Used when referrals are limited to specific geographic areas

2. Non-Compete: When exclusivity or competitive restrictions are required

3. Marketing Guidelines: When specific marketing requirements or restrictions need to be outlined

4. Data Protection: Detailed when significant personal data processing is involved in the referral process

5. Service Levels: When specific performance metrics or response times are required for the referral process

Suggested Schedules

1. Commission Schedule: Detailed breakdown of commission rates, tiers, and calculation methods

2. Referral Process: Step-by-step process for making and tracking referrals

3. Software Description: Technical specifications and features of the software being referred

4. Marketing Materials: Approved marketing content, guidelines, and brand usage rules

5. Data Processing Requirements: Specific procedures for handling customer data in compliance with data protection laws

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions






















Clauses


















Relevant Industries
Relevant Teams
Relevant Roles
Industries

Contract Law Fundamentals: Core legislation including Common Law principles of contract formation, Contracts (Rights of Third Parties) Act 1999, Unfair Contract Terms Act 1977, and Consumer Rights Act 2015 for B2C elements

Data Protection Framework: Privacy and data protection regulations including UK General Data Protection Regulation (UK GDPR), Data Protection Act 2018, and Privacy and Electronic Communications Regulations (PECR)

E-Commerce Regulations: Electronic Commerce (EC Directive) Regulations 2002 and Consumer Contracts Regulations 2013, governing online business transactions

Competition Law: Competition Act 1998 and Enterprise Act 2002, ensuring fair business practices and preventing anti-competitive behavior

Intellectual Property Laws: Copyright, Designs and Patents Act 1988 and Trade Marks Act 1994, protecting software and related intellectual property rights

Anti-Bribery Legislation: Bribery Act 2010, preventing corrupt practices in business relationships and referral arrangements

Financial Services Regulations: Financial Services and Markets Act 2000 and Financial Services Act 2012, applicable if the software relates to financial services

Tax Regulations: Value Added Tax Act 1994 and Income Tax regulations pertaining to commission payments and referral fees

Consumer Protection Laws: Consumer Protection from Unfair Trading Regulations 2008 and Consumer Rights Act 2015, particularly relevant for B2C arrangements

Information Security Regulations: Network and Information Systems Regulations 2018, ensuring proper cybersecurity measures in software systems

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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