THIS REFERRAL FEE AGREEMENT is entered into on 26 December 2024

Between

(1)            PARTY_1_NAME whose principal place of business is at PARTY_1_ADDRESS_SINGLE_LINE (the "Buyer")

(2)            PARTY_2_NAME whose principal place of business is at PARTY_2_ADDRESS_SINGLE_LINE (the "Referrer")

Whereas

The Referrer may from time to time refer potential sellers of certain goods or services to the Buyer for a referral fee.

It is agreed as follows:

1. Interpretation

Definitions

"Excluded Persons" means existing sellers of the Buyer or potential sellers who have already approached the Buyer to negotiate terms of purchase. Excluded Persons also include their affiliates;

"Goods or Services" mean SERVICES  that the Buyer intends to purchase;

"Value of Goods or Service" means in relation to any Goods or Services, the fees paid by the Buyer to the seller of the Goods or Service, less:

1. any sales tax, turnover tax, value-added tax or other tax payable thereon;
2. any expenses or out-of-pocket disbursements.

whether or not such items are separately invoiced;

2. Referral Term

For a period of TERM months after the date hereof (the "Term"), which shall be automatically renewed for additional periods of the same duration as the Term, unless either party requests termination at least thirty (30) days prior to the end of the then-current Term, the Buyer engages the Referrer to source independent third-party sellers for  Goods or Services, and the Referrer accepts the Buyer's engagement.

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