AUSTRALIAN REAL ESTATE GROUP PROGRAM
REFERRAL AGREEMENT
BY CLICKING THE "I ACCEPT" BUTTON DISPLAYED AS PART OF THE SIGNUP
PROCESS, YOU AGREE TO THE FOLLOWING TERMS AND CONDITIONS (THE
"AGREEMENT") GOVERNING YOUR APPLICATION TO THE AUSTRALIAN REAL ESTATE
GROUP PTY LTD REFERRAL PROGRAM (THE "PROGRAM"). IN THE EVENT AUSTRALIAN
REAL ESTATE GROUP PTY LTD ACCEPTS YOUR APPLICATION TO THE PROGRAM, YOU AGREE
THAT THE FOLLOWING TERMS AND CONDITIONS SHALL APPLY.
IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL
ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THESE
TERMS AND CONDITIONS, IN WHICH CASE THE TERMS "YOU" OR
"YOUR" SHALL REFER TO SUCH ENTITY. IF YOU DO NOT HAVE SUCH AUTHORITY,
OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT CLICK THE
"I ACCEPT" BUTTON AND MAY NOT PARTICIPATE IN THE PROGRAM. THE
"EFFECTIVE DATE" OF THIS AGREEMENT SHALL BE THE DATE OF YOUR
ACCEPTANCE.
This Referral Agreement (the "Agreement") is entered into as of the "Effective
Date" provided by Australian Real Estate Group PTY LTD (the
"Company"), based on the acceptance of this Referral Agreement. This
Agreement is not effective unless and until the Company notifies you in writing
(including via email) that you have been accepted into the Program.
WHEREAS both parties wish to enter into this non-exclusive Agreement in order
to facilitate the distribution of Australian Real Estate Group Pty Ltd services.
NOW, THEREFORE, in consideration of the mutual covenants and representations,
and subject to the conditions herein contained, the parties hereto agree as
follows:
1. Engagement as Referring Agent. The Company hereby engages Referring Agent
and the Referring Agent hereby accepts this engagement with the Company, on the
terms and subject to the conditions hereinafter set forth, to act as a
non-exclusive agent for referring prospective customers to Australian Real
Estate Group Pty Ltd.
2. Customer Specific Referral Agreements. Each referral provided by the
Referring Agent that is accepted by the Company and converted into a Customer
shall be subject to a Customer Specific Referral Agreement.
3. Term. This Agreement shall commence upon the Effective Date and continue for
a period of specified by Australian Real Estate Group Pty Ltd, unless
terminated earlier by either party in accordance with the terms and conditions
of this Agreement. This Agreement may be extended upon mutual consent of both
parties and for such term as agreed to by both parties. The individual Customer
Specific Referral Agreements (the "Sub-Agreements") shall survive the
termination of this Agreement and remain in effect for the specific terms
agreed to in each Sub Agreement and subject to the provision that the referred
customer still has an active service in
place with Australian Real Estate Group Pty Ltd at the time this Agreement
terminates.
4. Referral Fee. In consideration for Referring Agent's referral of customer,
the Company shall pay Referring Agent a referral fee ("Referral Fee")
equal to:
a. The agreed specified amount. Percentages are based on the “agreed referral
fee” for each service actually collected and received by the Company from the customer
for the service provided under the agreement with customer. In no event shall
any fees be owed beyond the terms of the contractual agreement between Australian
Real Estate Group Pty Ltd and the customer.
b. The Referral Fee shall be due and payable within the agreed time frame of
the actual service provided.
c. All Referral Fees shall be due and payable to Referring
Agent within the agreed time of the date the Company actually receives payment
from customer of the services for which the Referral Fee is due. No Referral
Fees shall be due on outstanding or unpaid customer invoices.
5. Company Discretion. The Company has the right, in its sole and absolute
discretion, to determine whether and on what terms it will enter into an
agreement or modify an existing agreement with the prospective customer and
whether to accept or reject or terminate any agreement with the customer. If
the Company declines to enter into an agreement with the prospective customer,
the Company shall have no obligation to Referring Agent hereunder with respect
to such customer or regarding any agreement with such customer that occurs
three (3) months after termination of this Agreement.
6. Obligations of the Parties. Referring Agent's sole obligation under this
Agreement is to introduce the Company to prospective customers via phone or
electronic mail and, if requested by the Company, to set up a meeting between a
prospective customer and Company. The Company may further request that
Referring Agent participate in the sales process, but any such participation
shall be solely at the direction of the Company's designated sales personnel.
7.
Relationship Between The Parties. Referring Agent shall operate as an
independent contractor and shall not act as, or be, an agent, employee, partner
or joint venture of the Company. Referring Agent shall in no way have authority
to bind or obligate the Company in any respect.
8. Compliance With All Laws. Referring Agent shall perform the services
provided herein in compliance with all applicable laws, rules, and regulations.
9. Termination. This Agreement terminates twelve months from the Effective Date
unless terminated earlier by the Company for cause. Termination for cause shall
include, but is not limited to, breaches of confidentiality or disclosures of
proprietary information to third parties including direct competitors of the
Company; or intentional misrepresentations or fraudulent actions or statements
by Referring Agent as to Company's products, services, pricing, license terms
or any other aspect of the Company's business to prospective customers or to
any third-party. The termination of this Agreement shall be limited to the
Referring Agent's engagement under this Agreement; individual Sub-Agreements
entered into pursuant to this Agreement shall remain in effect and shall be
governed by the terms of the specific Sub-Agreement.
10. Miscellaneous. This Agreement and the individual Sub-Agreements entered
into pursuant to this Agreement constitute the entire Agreement between the
Company and Referring Agent and supersedes all prior agreements between the
parties, whether oral or written, and may only be amended by a writing signed
by both parties. This Agreement shall be governed by and construed under the
laws of Australia without regard to its conflict of law rules. Any notice or
other communication required or permitted to be given by either party shall be
given in writing either personally or by Certified Mail through Australia Post ,
postage prepaid, addressed to the other party at the address shown below such
party's signature hereto or to such other address as either party shall
indicate by proper notice to the other in the same manner as provided above.
All notices will be deemed effective either upon receipt or five (5) business
days after mailing in accordance with the above provisions. This Agreement may
be executed in counterparts, each of which shall be deemed an original, but all
of which together shall constitute one and the same instrument. This Agreement
may be amended only by a writing executed by the parties hereto and the
observance of any term of this Agreement by a party hereto may be waived
(either generally or in a particular instance and either retroactively or
prospectively) only with the written consent of the other party. If one or more
provisions of this Agreement are held to be unenforceable under applicable law,
such provision, or such portion of such provision as may be necessary, shall be
excluded from this Agreement and the balance of the Agreement shall be
interpreted as if such provision were so excluded and shall be thereafter
enforceable in accordance with its terms.