Customer Lead Referral Agreement
This Customer Lead Referral Agreement (the “Agreement”) is by and between Contactor Confidence, LLC, a Minnesota limited liability company (the “Referrer”), and you (the “Contractor”) and is dated as of the date of the second of the two parties to accept this Agreement (the “Effective Date”).
Referrer wishes to provide Contractor a lead on a customer in need of Contractor’s services. Accordingly, the parties agree as follows:
- Definitions. The words defined in the preamble shall have the meaning assigned to them and the following words shall have the meaning assigned as follows:
a. “Customer” means the customer that Referrer has identified as requiring Contactor’s services.
b. “Services” means the repair services Customer has informed Referrer that Customer requires as reported through Referrer’s website.
c. “State” means the state in which the Services are required.
2. Referral. Referrer shall provide Contractor a referral to a Customer that (a) Referral has identified as requiring Contractor’s Services; (b) has entered into a referral agreement to negotiate in good faith with Contractor for completion of the Services; and (c) that requires the Services in a State which Contractor is licensed, bonded, and able to provide such Services. Notwithstanding anything to the contrary, the Servies are determined by Customer’s reporting to Referrer and Referrer does not guarantee the accuracy of such reporting. Referrer shall not refer Customer to any party other than Contractor until and unless Contractor and Customer mutually agree not to enter into an agreement for Contractor to provide the Services.
3. Acceptance of Referral. Contractor shall enter into good-faith negotiations with the Customer for the completion of the Services, including by providing a quote and providing Customer a reasonable amount of time to accept or reject such quote.
4. Fee. Contractor shall pay Referrer a one-time fee according to Referrer’s fee schedule upon Referrer’s referral of Customer to Contractor (the “Fee”). Notwithstanding anything to the contrary, Contractor’s obligation to pay such Fee is not contingent upon Customer’s entering into a contract with Contractor.
5. Limitation of Liability. IN NO EVENT SHALL REFERRER BE LIABLE TO CONTRACTOR OR ANY THIRD PARTY FOR ANY DAMAGES, INCLUDING BUT NOT LIMITED TO INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, EVEN IF ADVISED OF THE POSSIBLITY THEREOF, INCLUDING ANY DAMAGES RESULTING WHATSOEVER FROM THE CONTRACTOR’S PROVISION OF SERVICES UNDER ANY AGREEMENT BETWEEN CUSTOMER AND CONTRACTOR, OR WHETHER IN AN ACTION BASED ON CONTRACT OR TORT ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. CONTRACTOR AGREES THAT THE TOTAL AGGREGATE LIABILTY LIMIT OF REFERRER SHALL IN NO EVENT EXCEED ONE HUNDRED DOLLARS.
6. Indemnification. Contractor agrees to indemnify, defend, and hold harmless Referrer and its officers, directors, employees, affiliates, and representatives from any losses arising from or in connection with the damage, loss (including theft), or destruction of any real property or tangible personal property, or personal injury resulting form the actions or inactions of any employee or representative of Contractor insofar as such damage arises out of or is in the course of fulfilling Contractor’s obligations under any agreement with Customer or this Agreement. Contractor further agrees to indemnify, defend, and hold harmless Referrer and its officers, directors, employees, affiliates, and representatives from any losses arising from or in connection with any damages resulting from Contractor’s failure to provide the Services in a timely, professional, workmanlike manner insofar as such damage arises out of or is in the course of fulfilling Contractor’s obligations under any agreement with Customer or this Agreement.
7. Entire Agreement. This Agreement sets forth the entire agreement between the parties with respect to its subject matter and fully supersedes any and all prior agreements and understandings by the parties. This Agreement may be amended only by mutual written agreement.
8. Severability. If any provision of this Agreement is for any reason declared to be invalid or unenforceable, the validity and enforceability of the remaining provisions shall not be affected thereby.
9. Choice of Law. This Agreement shall be interpreted, enforced and governed under the laws of the State of Minnesota without giving effect to its choice of law provisions. The venue for any dispute shall be in Hennepin County, Minnesota.
10. Right of Recission. Contractor shall include in any agreement with the Customer a written three (3) day right of recission in a form satisfactory to Referrer. If Customer, within three days of entering into a contract with Contractor, rescinds the contract, then Contractor shall refund all payments to Customer. If Customer rescinds the contract within the three (3) day Recission Period, and Contractor had made good-faith attempts to contact Customer during the Recission Period, then Referrer shall refund to Contractor the Fee. For the purposes of this Section, the “Recission Period” is the period between the signing of the agreement between the Contractor and Customer and midnight on the third calendar day following the signing.