EdenLab Advocate Referral Agreement
This Referral Agreement (the “Agreement”) sets out the terms under which members of the EdenLab Advocate Community may introduce new business opportunities to EdenLab and earn an introducer’s fee.
1. Referrals
1.1 A Referral is any new client, project, or opportunity introduced by the Advocate that results in a signed agreement for paid services with EdenLab within six (6) months of the introduction.
1.2 To qualify, the referred opportunity must result in total contracted services of at least £40,000.
1.3 A Referral does not qualify if:
The client is already an EdenLab client or has been in active discussions with EdenLab in the preceding 18 months.
The referral relates to the Advocate’s own organisation, or one in which the Advocate holds a material interest, unless EdenLab expressly approves in writing.
2. Introducer’s Fee
2.1 For each qualified Referral, the Advocate will receive an introducer’s fee equal to five percent (5%) of EdenLab’s profit from the first six (6) months of contracted services with the referred client.
2.2 Introducer’s fees are payable within thirty (30) days after EdenLab has received payment of the first invoice, with subsequent payments (if applicable) made on a quarterly basis as profits are recognised.
2.3 Payments will be made by bank transfer in GBP (unless otherwise agreed in writing). Introducer’s fees are exclusive of VAT, which will be added if applicable.
2.4 EdenLab will not deduct taxes from payments; the Advocate is solely responsible for reporting and paying any applicable taxes.
3. Independent Status
The Advocate is an independent contractor. Nothing in this Agreement creates an employment, partnership, or agency relationship. The Advocate may not represent themselves as an employee, agent, or authorised signatory of EdenLab.
4. Advocate Support
From time to time, EdenLab may request that the Advocate:
attend an initial meeting with the referred organisation to help establish the relationship;
provide context, background, or introductions that support EdenLab’s contracting process; and
assist in clarifying the scope of work (SOW) discussions where their relationship or insight is valuable.
The Advocate will not be responsible for negotiating or signing contracts, which remains the sole responsibility of EdenLab.
5. Marketing & Representation
5.1 EdenLab may provide the Advocate with marketing and sales materials for the sole purpose of generating Referrals. These may not be modified or reused without EdenLab’s prior written consent.
5.2 The Advocate may not use EdenLab’s name, logo, or branding in public materials without prior written approval.
5.3 The Advocate may not make commitments, promises, or representations on behalf of EdenLab.
6. Confidentiality
The Advocate agrees to maintain strict confidentiality over all non-public information shared by EdenLab, including client lists, pricing, and strategy. This obligation survives for two (2) years following termination of this Agreement.
7. Compliance & Ethics
The Advocate must comply with all applicable laws, including data protection, anti-bribery, and anti-corruption laws. Referrals must be introduced in an ethical and transparent manner consistent with EdenLab’s values in innovation and sustainability.
8. Terms & Termination
8.1 This Agreement commences on the Effective Date and continues for two (2) years unless terminated earlier.
8.2 Either party may terminate with thirty (30) days’ written notice.
8.3 Provisions concerning confidentiality, payment of eligible finder’s fees, liability, and governing law will survive termination.
9. Liability
EdenLab’s liability to the Advocate under this Agreement is limited to the total finder’s fees payable to the Advocate. EdenLab shall not be liable for indirect, special, or consequential losses.
10. Non-Solicitation
For twelve (12) months after termination of this Agreement, the Advocate will not solicit or attempt to solicit EdenLab’s employees, contractors, or clients for competing services.
11. Governing Law & Dispute Resolution
This Agreement is governed by and construed in accordance with the laws of England and Wales. The parties will seek to resolve any disputes amicably. Failing that, disputes will be subject to the exclusive jurisdiction of the courts of England and Wales.
12. Entire Agreement
This Agreement constitutes the entire agreement between the parties and supersedes all prior discussions or understandings. Any amendments must be in writing and signed by both parties. Neither party may assign or transfer rights under this Agreement without written consent.
Signed for and on behalf of EdenLab
Name: ________________________
Title: _________________________
Date: _________________________
Signed by the Advocate
Name: ________________________
Date: _________________________