Referral Agreement

A referral is registered when the Referrer submits the referred party's name, contact details and role in writing and the Company confirms acceptance in writing.

The Company may decline a referral where the referred party is already known to it, is already engaged through another channel, or does not meet compliance requirements.

A registered referral is protected for [PROTECTION PERIOD – MONTHS / YEARS] from the date of written acceptance, during which the Referrer is entitled to a referral fee on qualifying transactions with the referred party.

The Company will pay the Referrer [REFERRAL FEE PERCENTAGE OR FIXED AMOUNT] in respect of each completed and settled transaction with the referred party during the Protection Period.

The fee is payable within [NUMBER] business days of the Company's receipt of cleared funds and is calculated on the fees actually received by the Company unless otherwise agreed in writing.

No fee is payable on a transaction that does not complete, is rescinded, or where funds are refunded or clawed back.

The Referrer will not make any representation, warranty, price quotation or commitment on behalf of the Company.

The Referrer will not hold itself out as an agent, employee or representative of the Company, and will not accept funds or documents of title on the Company's behalf.

The Referrer will comply with all applicable anti-bribery, sanctions, privacy and AML/CTF laws, and will obtain the referred party's consent before sharing its contact details.

The Referrer will not bypass, circumvent or directly approach any buyer, seller, refinery, logistics provider or other business contact introduced by the Company without prior written consent.

Each Party will keep confidential the identity of referred parties, pricing, documents, banking information and commercial negotiations.

The Referrer is an independent contractor responsible for its own taxes, insurances and expenses. Nothing in this Agreement creates an employment, agency, partnership or joint venture relationship.

This Agreement commences on [DATE] and may be terminated by either Party on [NUMBER] days' written notice. Termination does not affect fees payable on referrals registered and transactions completed before termination.

This Agreement is governed by and construed in accordance with the laws of [GOVERNING LAW / JURISDICTION].

The Parties submit to the non-exclusive jurisdiction of the courts of [GOVERNING LAW / JURISDICTION] in respect of any proceedings arising out of or in connection with this Agreement.

Before commencing proceedings, the Parties will use reasonable endeavours to resolve any dispute by good-faith negotiation between senior representatives within [NUMBER] business days of written notice of the dispute.

If the dispute is not resolved by negotiation, it will be referred to [DISPUTE RESOLUTION FORUM / ARBITRATION RULES / SEAT OF ARBITRATION] for final determination, unless the Parties agree otherwise in writing.

Nothing in this clause prevents a Party from seeking urgent injunctive or interlocutory relief from a court of competent jurisdiction.

This Agreement constitutes the entire agreement between the Parties in respect of its subject matter and supersedes all prior discussions, representations and understandings.

No variation of this Agreement is effective unless it is in writing and signed by each Party.

If any provision is held to be invalid or unenforceable, that provision is severed and the remaining provisions continue in full force and effect.

A failure or delay in exercising a right under this Agreement does not operate as a waiver of that right.

Each Party bears its own costs in connection with the negotiation and execution of this Agreement.

This Agreement may be executed in counterparts, including by electronic signature, scanned copy or facsimile, each of which is deemed an original and all of which together constitute one instrument.

The Parties agree that an electronic signature applied through the Gold Capital International website, or transmitted by email, has the same legal effect as a handwritten signature to the extent permitted by the Governing Law.

Executed on [DATE] by the duly authorised representatives of the Parties named below.