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REFERRAL AGREEMENT

KNOW ALL MEN BY THESE PRESENTS:

This agreement is entered into as of this [insert day] day of [insert month], [insert year]
by and between: [insert name/company] to be referred as the “REFERRER” and [insert
name/company] to be referred as the “COMPANY”.

RECITALS

Whereas, COMPANY is engaged in the business of providing general and casual insurance
products;
Whereas, REFERRER is desirous to refer potential clients who are willing to avail COMPANY’S
general and casual insurance products in exchange for a commission generated by the
COMPANY as a result of the said introductions;

NOW THEREFORE AGREE that in consideration of the promises and different stipulations and
others of valuable conditions as contained in this agreement, the parties hereby agree to the
following:

I. OBLIGATIONS OF THE REFERRER

a). That the Referrer shall provide all but not limited to the following personal
information: (1) Full Name, (2) Business address, (3) Mobile phone number, (4)
Telephone number, (5) at least 2 Valid Government-issued identification card;

b). That the Referrer shall make introductions of potential clients of at least 3 to the
COMPANY availing the general and casual insurance premiums for the referrer to be
entitled of a referral fee;

c). That the Referrer shall use professional judgment as to the appropriateness of the
introduction;

d). That any cancellation in availing of general or casual insurance premiums by


introduced potential clients shall not entitle the Referrer of a referral fee.

II. OBLIGATIONS OF THE COMPANY

a). That the COMPANY shall meet and negotiate with the potential clients independently
and discuss the terms of the potential business relationship;

b). That upon mutual agreement by the COMPANY and the potential client, the
COMPANY shall inform the REFERRER of the completed transaction;

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c). That upon closing of an agreed transaction, the COMPANY shall pay the
REFERRER of the agreed referral fee;

d). That the REFERRER cannot object to any decisions as well as terms agreed upon by
the COMPANY and the potential client once a mutual agreement has been achieved;

e.) That in case a mutual agreement between the COMPANY and the potential client is
not met, the COMPANY reserves the right not to enter into an arrangement with the said
potential client;

III. COMMISSION PAYMENTS

The REFERRER shall be entitled to a referral fee for every potential client introduced to
the COMPANY subject to the following conditions:

a.) The REFERRER is entitled 45% commission for every closed transaction the
COMPANY agrees with potential clients;

b.) Provided, 45% of the commission shall be payable into 30% of the commission if two
potential clients avail the general insurance and that the remaining 15% shall be payable
after the said potential clients avail the casual insurance;

c.) In cases where Letter b is not fully availed by the potential client, full payment of the
45% commission shall be made to REFERRER if a renewal is made by the potential
client of either general or casual insurance;

d.) In cases where Letter b is fully availed and potential client makes his second
renewal, the REFERRER shall be entitled another 15% of the commission received by
the COMPANY on agreed insurance accounts;

e.) In cases where no renewal is made by the potential client, the REFERRER shall only
receive 30% of the commission received by the COMPANY on agreed insurance
accounts;

f.) Upon third, fourth, and succeeding renewals by the potential client, the REFERRER
shall not anymore be entitled to receive additional commissions.

IV. TERM AND TERMINATION

The term of this Agreement shall commence upon the date of the signing of this
agreement and shall continue for the next twenty four months. The said term shall be
referred to as the ‘Initial Term’.

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Six months prior to the end of the initial term, both the REFERRER and the COMPANY
shall have the option to extend to the ‘Renewal Term’ which shall run for an additional
twelve months.

This Agreement may be terminated by either the REFERRER or the COMPANY upon
thirty (30) days of prior written notice.

V. LIMITATION OF LIABILITY

Failure of any party to bring a claim against the other party for any violation made in this
Agreement within one year after the date of the commission of such violation constitutes
waiver of the claim. Such negligence by the party to act on his right shall construe as a
waiver of said right.

VI. CONFIDENTIALITY

Confidential Information as provided under Title 19, Section 201.6 shall mean:
information which concerns or relates to the trade secrets, processes, operations, style
of works, or apparatus, or to the production, sales, shipments, purchases, transfers,
identification of customers, inventories, or amount or source of any income, profits,
losses, or expenditures of any person, firm, partnership, corporation, or other
organization, or other information of commercial value, the disclosure of which is likely to
have the effect of either impairing the Commission's ability to obtain such information as
is necessary to perform its statutory functions, or causing substantial harm to the
competitive position of the person, firm, partnership, corporation, or other organization
from which the information was obtained, unless the Commission is required by law to
disclose such information.

The term “confidential business information” includes “proprietary information” within the
meaning of section 777(b) of the Tariff Act of 1930 ( 19 U.S.C. 1677f(b)). Nonnumerical
characterizations of numerical confidential business information (e.g., discussion of
trends) will be treated as confidential business information only at the request of the
submitter for good cause shown.

Utilization of confidential information by both the REFERRER and the COMPANY shall
be subject to the following conditions:

a.) The REFERRER and the COMPANY shall agree to the same precautionary
measures to prevent any disclosure of any Confidential Information this agreement shall
generate. This Confidentiality clause shall extend to either party’s affiliates and their
affiliate’s officers, trustees, and other personnel;

b.) Either the REFERRER or the COMPANY shall peruse the confidential agreement in

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the manner they may seem proper;

c.) Either the REFERRER or the COMPANY shall use any confidential information to his
own benefit provided that said party using such confidential information shall not use it to
the disadvantage of the other party;

d.) In the event that either party violates the confidentiality clause of this agreement and
disclose any confidential information without the permission of the other party, the
injured party shall have the right to pursue any legal action as may be made available.

e.) Such protection of confidential information by both the REFERRER and the
COMPANY shall extend to the agreed term in the agreement and two years after the
expiration of the term.

VII. OTHER MISCELLANEOUS PROVISIONS


I. Notices
Any notices to be made by either party shall be made under the following conditions:

a.) Notices to either the REFERRER or the COMPANY shall be in the form limited to in
writing or written telecommunication limited to: mail, electronic mail, and facsimile.

b.) All notices shall be sent to the business address provided by the parties at the start of
the Agreement.

c.) All notices shall be sent at least a day before the actual activity or event.

II. Partial Invalidity of Agreement


If any part or provision shall be deemed invalidated by a court of competent jurisdiction,
such determination shall not affect the validity of the other provisions not included to said
invalidity.

III. Governing Law


This Agreement shall be governed and construed in accordance to the laws of the
United States of America, State of [insert State] without regard to any conflict of laws this
Agreement may encounter except to the extent that it affects the general welfare of the Federal
State.

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IN WITNESS HEREOF, the parties have fully agreed to the provisions of this Agreement as of
the date herein provided.

[INSERT COMPANY]
Date:

[INSERT NAME OF REFERRER]


Date:

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