REFERRAL FEE AGREEMENT

 

This agreement is for owners who would like to receive employment referrals from our Salonspa Connection employment specialists.

You are agreeing to:

-Your referral fee will not change for the duration of this agreement (6 months)

-You only pay Salonspa Connection for a referral if you hire the person we personally send to you.

-There is no obligation on your part to hire our referral, and we are not obligated to send you any number of referrals.

-You must report a referral hire and pay referral fee within 30 days of hiring our referral. Violation of this results in legal action and the agreement to be severed by Salonspa Connection. 

 

This Referral Fee Agreement, hereinafter referred to as “Agreement”, is entered into and made between Inform.Guide.Hire, LLC “Referrer”, a limited liability company, organized under the laws of the State of Kansas, and any person “Client” who completes the registration process on Inform.Guide.Hire, LLC, webpage.

BY CLICKING THE SUBMIT AGREEMENT BUTTON, CLIENT EXPRESSLY AGREES TO AND CONSENTS TO BE BOUND BY ALL OF THE TERMS OF THIS AGREEMENT. IF USER DOES NOT AGREE TO ALL THE TERMS OF THIS AGREEMENT, THE CLIENT SHALL NOT CHECK THE BOX AGREEING TO THE TERMS OF SERVICE.

RECITALS

  1. WHEREAS, Client wishes to retain the Services (as defined below) of the Referrer.

  2. WHEREAS, Referrer has contacts within the beauty industry and desires to act as an intermediary finder of employees for the Client.

  3. NOW, THEREFORE, in consideration of the premise and mutual promises and covenants contained herein, the parties agree as follows:

Article 1 – SERVICES PROVIDED

  1. The Client hereby agrees to engage the Referrer to provide the Client with the following services (the “Services")

  2. "Services" offered for employers seeking to fill positions of employment are as referrals. A "referral" is any name or names of a service provider, manager or receptionist given by Inform.Guide.Hire to the Client after being screened for compatibility with the "Smart Hire" questionnaire system proves to be a viable match for both employee and employer. Referrals will be given after cross-checking that the referral is not already a candidate for employment.

Article 2 – TERMS OF AGREEMENT

  1. The term of this Agreement (the “Term”) will begin on the date of this Agreement and will remain in full force for 6 months. The Term of this Agreement may be extended with the written consent of the Parties.

  2. This Agreement will terminate automatically upon the full amount of Compensation (as defined below) being paid by the Client to the Referrer.

  3. This Agreement does not grant exclusive rights to either party. 

  4. The parties represent to each other that, with regard to each prospect employee (the “Prospect”) referred hereunder, the party referring the Prospect (a) has the authority to make the referral, (b) is not an employee, director, officer, shareholder, partner of member of the Prospect.

  5. Throughout the term of this Agreement, each party may, in its sole discretion, endorse and promote the other and its Services and may, but shall not be obligated to, refer and forward Prospects to the other party.

  6. Introductions of Prospects will be made by email.

Article 3 – CLIENT OBLIGATIONS

  1. During the provision of the Services, the Client hereby agrees to:

    1. Cooperate with the Referrer for anything the Referrer may reasonably require;

    2. Provide any information and/or documentation needed by the Referrer relevant to the provision of Services or payment for the provision of Services;

    3. Require any staff, agents, or representatives to cooperate with and assist the Referrer as the Referrer may need.

Article 4 – ELIGIBILITY TO RECEIVE REFERRAL FEES

  1. As long as this Agreement is in effect, the Client shall pay the Referrer a referral fee if the Prospect engages the party which the referral is made within one hundred and twenty (120) days of the date of the referral.

  2. In order for the Referrer to be entitled to receive the referral fee the following conditions must be met:

    1. The Referrer must have had direct personal contact with the Prospect and directly recommended the Services of the party which the prospect has been referred and,

    2. Both parties must have acknowledged to each other via email or in another writing that the Prospect will be considered a referred prospect under this Agreement and the Prospect must not already be an “Active Lead/Prospect” and must not have already or previously been referred by someone else. An “Active Lead/Prospect” shall mean any person or organization that has been contacted with regarded to the Services in the last two (2) months by the party to which the referral is made and with regard to the Services offered by such party.

Article 5 – COMPENSATION

  1. The Referrer will charge the Client a flat fee of $200 for the Services (the “Compensation”).

  2. The Compensation will be due by the Client to the Referrer within 30 days of the Prospect’s first day of employment.

  3. Client shall pay all costs of collection, including without limitation, reasonable attorney fees. In addition to any other right or remedy provided by law, if the Client fails to pay for the Services when due, the Referrer has the option to treat such failure to pay as a material breach of this Agreement and may cancel this Agreement and/or seek legal remedies.

Article 6 – MODIFICATION OF AGREEMENT

  1. Any amendment or modification of this Agreement or additional obligation assumed by either party in connection with this Agreement will only be binding if evidenced by writing signed by each party or an authorized representative of each party.

Article 7 – TERMINATION OF AGREEMENT

  1. This Agreement may be terminated by either party, upon notice in writing at least 7 days prior to the scheduled appointment.

  2. This Agreement may be terminated by either party, upon notice in writing:

    1. If the other Party commits a material breach of any term of this Agreement that is not capable of being remedied within fourteen (14) days or that should have remedied within fourteen (14) days after a written request and was not;

    2. If the other Party becomes unable to perform its duties hereunder, including a duty to pay or a duty to perform.

Article 8 – CONFIDENTIALITY

  1. Each party hereby acknowledges and agrees that they and the other party each possess certain non-public Confidential Information (as hereinafter defined) and may also possess Trade Secret Information (as hereinafter defined) (collectively the “Proprietary Information”) regarding their business operations and development. The parties agree that the Proprietary Information is secret and valuable to each of their respective business and the parties have entered into a business relationship, through which they will each have access to the party’s Proprietary Information. Each of the parties desires to maintain the secret and private nature of any Proprietary Information give. “Receiving Party” refers to the party that is receiving the Proprietary Information and “Disclosing Party” refers to the party that is disclosing the Proprietary Information.

    1. “Confidential Information” refers to any information which is confidential and commercially valuable to either of the Parties. The Confidential Information may be in the forms of documents, techniques, methods, practices, tools, specifications, inventions, patents, trademarks, copyrights, equipment, algorithms, models, samples, software, drawings, sketches, plans, programs or other oral or written knowledge and/or secrets and may pertain to, but is not limited to, the fields of research and development, forecasting, marketing, personnel, customers, suppliers, intellectual property and/or finance or any information which is confidential and commercially valuable to either of the Parties

    2. “Trade Secret Information” shall be defined specifically as a formula, process, method, pattern, design or other information that is not known or reasonably ascertainable by the public, consumers, or competitors through which, and because of such secrecy, an economic or commercial advantage can be achieved.

Article 9 – COVENANTS 

  1.  Both Parties hereby acknowledge the following: (i) business shall be conducted in a manner that reflects favorably at all times on the services, the good name, goodwill and reputation of both Parties; (ii) avoid deceptive, misleading or unethical practices that are or might be detrimental to either Party; (iii) make no false or misleading representations with regard to either Party’s services; (iv) not publish or employ, or cooperate in the publication or employment of, any misleading or deceptive advertising material with regard to either Party’s Services.

Article 10 – REPRESENTATIONS AND WARRANTIES

  1. REFERRER MAKES NO WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, REGARDING THE PERFORMANCE, DESIGN, QUALITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE SERVICES PROVIDED BY A PROSPECT OR THE PERFORMANCE OF THE PARTIES HEREUNDER, AND EACH PARTY SPECIFICALLY DISCLAIMS THE WARRANTIES OR MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE SAME.

  2. Client represents and warrants to Referrer that:

    1. It has the full power to enter into this Agreement; and

    2. The execution of and performance under this Agreement will not breach any oral or written agreement with any third party or any obligation owed to any third party.

  3. Referrer represents and warrants to the Client that:

    1. It has the full power to enter into this Agreement; and

    2. The execution of and performance under this Agreement will not breach any oral or written agreement with any third party or any obligation owed to any third party.

Article 11 - LIMITATION OF LIABILITY

  1. Referrer shall not be liable to the Client or to any Prospects or any third party for a special, consequential, incidental, indirect, tort or cover damages, including, without limitation, damages resulting from the use or inability to use the Services, delay of delivery and/or implementation, or loss of profits, data, business or goodwill, whether or not such party has been advised or is aware of the possibility of such damages. In any event, liability for all claims of any kind arising out of or relating to this Agreement shall be limited solely to money and damages and shall not exceed the amount of Compensation paid by the Client to the Referrer.

Article 12 - INDEMNIFICATION

  1. Except to the extent paid in settlement from any applicable insurance policies, and to the extent permitted by applicable law, the Client agrees to indemnify and hold harmless the Referrer, and its respective affiliates, officers, agents, employees, and permitted successors and assigns against any all claims, losses, damages, liabilities, penalties, punitive damages, expenses, reasonable legal fees and costs of any kind or amount whatsoever, which result from or arise out of any act or omission of the indemnifying party, its respective affiliates, officers, agents, employees, and permitted successors and assigns that occurs in connection with this Agreement. This indemnification will survive the termination of this Agreement.

Article 13 - GENERAL PROVISIONS

A)      CURRENCY: Except as otherwise provided in this Agreement, all monetary amounts referred to in this Agreement are in USD (US Dollars).

B)      DEFAULT: The occurrence of any of the following shall constitute a material default under this Agreement:

  1. The failure to make a required payment when due.

  2. The insolvency or bankruptcy of either party.

  3. The subjection of any of either party’s property to any levy, seizure, general assignment for the benefit of creditors, application or sale for or by a creditor or government agency.

C)      TIME OF THE ESSENCE: Time is of the essence in this Agreement. No extension or variation of this Agreement will operate as a waiver of this provision.

D)     ENTIRE AGREEMENT: It is agreed that there is no representation, warranty, collateral agreement or condition affecting this Agreement except as expressly provided in this Agreement. This Agreement supersedes any prior written or oral agreements between the parties.

E)      RELATIONSHIP BETWEEN THE PARTIES: Each party’s relationship with the other is that of independent contractor. Nothing contained herein creates a partnership, joint venture or similar business relationship between Client and Referrer. No employee will be considered an employee of the other for any purpose.

F)       ENUREMENT: This Agreement will enure to the benefit of and be binding on the parties and their respective heirs, executors, administrators and permitted successors and assigns.

G)     TITLES/HEADINGS: Headings are inserted for the convenience of the Parties only and are not to be considered when interpreting this Agreement.

H)     GOVERNING LAW: This Agreement will be governed by and construed in accordance with the laws of the State of Kansas.

I)        REMEDIES: In addition to any and all other rights a party may have available according to law, if a party defaults by failing to substantially perform any provision, term or condition of this Agreement (including without limitation the failure to make a monetary payment when due), the other party may terminate the Agreement by providing written notice to the defaulting party. This notice shall describe with sufficient detail the nature of the default. The party receiving such notice shall have 7 days from the effective date of such notice to cure the default(s). Unless waived in writing by a party providing notice, the failure to cure the default(s) within such time period shall result in the automatic termination of the Agreement.

J)        DISPUTE RESOLUTION: In the event a dispute arises out of or in connection with this Agreement, the Parties will attempt to resolve the dispute through friendly consultation. If the dispute is not resolved within a reasonable period, then any or all outstanding issues may be submitted to mediation in accordance with any statutory rules of mediation. If mediation is unavailable or is not successful in resolving the entire dispute, the Parties may proceed to seek an alternative form of resolution in accordance with any other rights and remedies afforded to them by law.

K)      NOTICES: All notices, requests, demands or other communications required or permitted by the terms of this Agreement will be given in writing and delivered to the Parties at the following addresses:

a.       a.       12717 S. Twilight Dr. Olathe, Kansas 66062

b.       b.       Address of "Client" in Agreement with these terms

Or to such other address as either Party may from time to time notify the other, and will be deemed to be properly delivered (a) immediately upon being served personally, (b) two days after being deposited with the postal service if served by registered mail, or (c) the following day after being deposited with an overnight courier.

L)       FORCE MAJEURE: If performance of this Agreement or any obligation under this Agreement is prevented, restricted, or interfered with by causes beyond either party’s reasonable control (“Force Majeure”), and if the Party unable to carry out its obligation gives the other Party prompt written notice of such event, then the obligations of the Party invoking the provision shall be suspended to the extent necessary by such event. The term Force Majeure shall include, without limitation, acts of God, fire, explosion, vandalism, storm or other similar occurrence, orders or acts of military or civil authority, or by national emergencies, insurrections, riots, or wars, or strikes, lock-outs, work stoppages. The excused Party shall use reasonable efforts under the circumstances to avoid or remove such causes of non-performance and shall proceed to perform with reasonable dispatch whenever such causes are removed or ceased. An act or omission shall be deemed within the reasonable control of a Party if committed, omitted, or caused by such party, or its employees, officers, agents, or affiliates.

M)    SEVERABILITY: In the event that any of the provisions of this Agreement are held to be invalid or unenforceable in whole or in part, all other provisions will nevertheless continue to be valid and enforceable with the invalid or unenforceable parts severed from the remainder of this Agreement.

N)     WAIVER: The waiver by either party of a breach, default, delay or omission of any of the provisions of this Agreement by the other party will not be construed as a waiver of any subsequent breach of the same or other provisions.

O)     CONSTRUCTION AND INTERPRETATION: The rule requiring construction or interpretation against the drafter is waived. The document shall be deemed as if it were drafted by both parties in a mutual effort.

 

IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed by their duly authorized representatives as of the date first above written.  "Client" in agreement with these terms and Susan Wos for Inform.Guide.Hire, LLC, effective as of the date first above written.