Referral Agreement Template (Page 3 of 4) in pdf

confidential to the other party and confidential to the Prospects. Such confidential

information includes, but is not limited to, financial information, product information,

sales and marketing information, and the names, addresses and phone numbers of

vendors, customers, clients, and prospective customers and clients. Each party agrees not

to use or disclose, directly or indirectly, for any reason or in any way, other than at the

express direction of the Prospect, Agent or Company or as necessary to complete the

Prospect’s, Agent’s or Company’s obligations under this Agreement, any such

confidential information. This obligation not to use or disclose such confidential

information does not apply to information that is public knowledge in the industry,

provided that the Company or Agent did not cause it to become public knowledge.

9. Disclosure: The Company and Agent agree not to misrepresent of fail to disclose any

material facts with regard to each other’s services to any existing or future Prospect or to

conduct themselves in any manner that would be detrimental or would reflect upon the

reputation of either the Company or the Agent. Solicitation of business through bribes or

kickbacks is strictly prohibited. However, the Company may approve in its sole

discretion the payment of referral fees to third parties so long as that fee is disclosed in

advance and paid directly by the Company as 1099 income to the referral source.

10. Indemnification: The Company and Agent further agree to indemnify and hold each

other harmless from and against any and all loss, cost, damage, claims or injury on

account of any matter or thing made, done, permitted or neglected by the Company or

Agent in regards to the products and services they provide the Prospects; provided,

however, that the Agreement shall not apply with respect to any erroneous information

furnished by either the Company, Agent or Prospect, nor shall it apply to any act of

omission by the Company, Agent or Prospect.

11. Independent Contractors: It is the intention of the parties and the parties hereby agree

that the relationship of the Company and Agent shall be that of independent contractors

and not an employee, partner, or joint venture of one another.

12. Breach: Should any of the provisions of this Agreement be breached, then the Company

has the right to immediately terminate this Agreement and terminate all pending and/or

future payments under this Agreement.

13. Support: The Company may, within its sole discretion, provide the Agent support in the

form of business cards, email addresses, fax lines, etc. All such support shall only be

used by the Agent for the solicitation of loan business per this agreement, and shall not be

used for any other purposes. The Agent must not represent in anyway that it is the sole

authority or make any promises or guarantees on behalf of the Company to any prospects

or outside individuals. Any misuse of the Company name or materials will result in

immediate termination of this agreement.

14. Administrative Provisions: This Agreement shall be governed by and construed in

accordance with the laws of the State of Illinois. If any provision of this Agreement is

held to be invalid or unenforceable, that provision shall be severable, and the remaining

provisions of this Agreement will be fully enforceable. The failure of either party at any

time to require the performance by the other part of any provision of this Agreement shall

in no way affect that party’s right to subsequently enforce that provision. This

Agreement embodies the entire agreement between the parties with respect to its subject

Referral Agreement Template Page 3