Referral Partner Terms and Conditions.

Referral Partner Terms & Conditions 

1. Parties Involved
   This agreement is made between Smith Brothers Media (“the Agency”) and the Referral Partner (“the Partner”).
2. Services Offered
   The Partner may refer potential clients for all services provided by the Agency, which include but are not limited to growth, marketing, creative, and technology solutions. Direct costs, including media and print spend, are excluded from the calculation of referral fees. 
3. Referral Compensation
   The Agency will compensate the Partner with a fee, determined based on a tiered structure linked to the value of the referred client’s business. The specific tiers and corresponding fees will be detailed in a separate schedule attached to this agreement found under your partner program (within the partner portal). The fee is payable upon the successful closure of a referral deal and the receipt of payment from the referred client.
4. Referral Process
   To register a referral, as a minimum requirement the Partner must provide the following information through the partner portal or other designated channels (email, phone call to your partner success manager):

• Contact Name
• Phone Number
• Email
• Business Name
• Role within the business
• Estimated Company Size (number of employees or annual turnover)
• Area of Interest (e.g., growth, marketing, creative, tech)

The referral will remain active for six months or until the referral deal is concluded, whether the outcome is won or lost.

5. Duration and Termination
   This agreement will remain in effect as long as there are active referrals. Either party may terminate the agreement with 30 days’ written notice. Upon termination, any active referrals will be honoured and compensated according to the terms of this agreement.
6. Non-Compete and Exclusivity
   The agreement allows for a non-exclusive arrangement for referrals fully generated by the Partner. However, if a referral is generated through co-funded events or marketing initiatives, that referral must be exclusively directed to Smith Brothers Media. The Partner is prohibited from directing such referrals to another agency without the prior written consent of Smith Brothers Media, unless the referral deal is lost.
7. Confidentiality and Data Handling
   Both parties agree to handle all client data and confidential information in compliance with relevant Australian privacy and security laws. Information shared between the Partner and the Agency will be treated as confidential and will not be disclosed to any third parties without prior consent, except as required by law.
8. Dispute Resolution
   Any disputes arising under this agreement shall first be attempted to be resolved through good faith negotiations between the parties. If the dispute cannot be resolved through negotiation, the parties agree to attempt to resolve the dispute through mediation conducted by a mutually agreed-upon mediator in Melbourne, Victoria. If the dispute remains unresolved, it shall be submitted to binding arbitration in accordance with the rules of the Australian Centre for International Commercial Arbitration (ACICA). The arbitration shall take place in Melbourne, Victoria, and the language of the arbitration shall be English. Each party shall bear its own costs, with the costs of the arbitration being shared equally unless otherwise determined by the arbitrator.
9. Performance Expectations
   There are no mandatory performance expectations or minimum referral requirements. However, Partners who consistently refer to a high volume and high value of potential clients, regardless of deal closure, may be invited to exclusive VIP events and experiences as a token of appreciation.
10. Reporting and Payments
    Partners will be provided with access to a live partner portal, which will serve as the primary interface for lodging referrals, tracking the status of existing referrals, and monitoring accrued referral fees and payments. The portal will also supply the Partner with necessary assets, information, and materials to facilitate meaningful discussions with potential referrals. Referral fees will be paid on a monthly basis, following the successful closure of referral deals and receipt of payment from the client.

By signing below, the parties agree to the terms and conditions outlined in this Referral Agreement, effective as of the date of the last signature.