Referral Partner Agreement Template for Malaysia

A comprehensive legal agreement governed by Malaysian law that establishes and regulates a referral partnership between two businesses. The document outlines the terms and conditions for referring potential customers or clients, including referral fee structures, qualification criteria, and payment terms. It ensures compliance with Malaysian regulations including the Contracts Act 1950 and Personal Data Protection Act 2010, while defining the rights, obligations, and limitations of both the principal company and the referral partner in the context of their business relationship.

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What is a Referral Partner Agreement?

The Referral Partner Agreement is essential for businesses operating in Malaysia who wish to expand their market reach through formal referral partnerships. This document is typically used when a company wants to establish a network of partners who will refer potential customers or clients in exchange for commission or fees. The agreement, governed by Malaysian law, includes crucial elements such as referral processes, commission structures, compliance requirements with local regulations (including the Personal Data Protection Act 2010), and clear delineation of responsibilities. It provides legal protection for both parties while ensuring transparency in the referral relationship and alignment with Malaysian business practices and regulatory requirements.

What sections should be included in a Referral Partner Agreement?

1. Parties: Identifies and provides details of the principal company and the referral partner

2. Background: Sets out the context of the agreement, including the principal's business and desire to expand through referral partners

3. Definitions: Defines key terms used throughout the agreement including 'Referral', 'Qualified Lead', 'Referral Fee', etc.

4. Appointment and Scope: Establishes the referral partner's appointment, territory, and whether the relationship is exclusive or non-exclusive

5. Referral Process: Details the process for submitting and tracking referrals, including lead qualification criteria

6. Referral Partner Obligations: Lists the referral partner's duties, including lead generation, communication, and compliance requirements

7. Principal's Obligations: Outlines the principal's responsibilities in handling referrals and supporting the partner

8. Fees and Payment Terms: Specifies referral fee structure, calculation method, payment timing, and documentation requirements

9. Intellectual Property: Addresses usage rights for trademarks, logos, and marketing materials

10. Confidentiality: Protects confidential information exchanged during the referral relationship

11. Data Protection: Ensures compliance with PDPA 2010 in handling customer data

12. Term and Termination: Specifies agreement duration, renewal terms, and termination rights

13. Post-Termination: Addresses obligations and rights after agreement termination

14. General Provisions: Standard clauses including notices, assignment, governing law, etc.

What sections are optional to include in a Referral Partner Agreement?

1. Training and Support: Details training and support provided by principal when significant product knowledge is required

2. Marketing and Promotion: Include when partner will conduct marketing activities requiring guidelines and approvals

3. Service Levels: Add when specific response times or performance metrics are required

4. Audit Rights: Include for high-value referral arrangements requiring verification of referred business

5. Non-Compete: Add when restricting partner from promoting competing products/services

6. Insurance: Include when partner activities carry significant risk requiring insurance coverage

7. Compliance with Anti-Bribery Laws: Add for international referrals or government sector involvement

8. Dispute Resolution: Include detailed arbitration or mediation procedures for high-value partnerships

What schedules should be included in a Referral Partner Agreement?

1. Schedule 1: Referral Fee Structure: Detailed breakdown of fee calculations, tiers, and bonus structures

2. Schedule 2: Territory and Market Segment: Defines geographical areas and/or market segments for referral activities

3. Schedule 3: Lead Qualification Criteria: Detailed criteria for qualified leads and documentation requirements

4. Schedule 4: Reporting Templates: Standard forms for referral submission and tracking

5. Schedule 5: Approved Marketing Materials: List of approved marketing materials and usage guidelines

6. Appendix A: Data Processing Requirements: Detailed PDPA compliance requirements and procedures

7. Appendix B: Service Level Requirements: Specific performance metrics and response time requirements

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents

Jurisdiction

Malaysia

Publisher

Genie AI

Document Type

Fee Agreement

Cost

Free to use

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