Last updated: June 23, 2026
The Referral Agreement lets you introduce new potential customers to Centercode, helping to bring in new business. Here are a few things you should know about this agreement. All the details are still below.
- Referral Partners need to submit leads using an online form, and Centercode will respond within 5 business days to let them know if the lead is accepted.
- Referral fees are given only if the lead results in a 12-month subscription agreement within 180 days.
- Referral Partners earn 5% of the initial subscription fees paid by the new customer for the first year.
- Payments are made within 30 business days after Centercode receives the payment from the customer.
- Only valid and accepted leads are eligible for payment, and leads must be new customers not previously in contact with Centercode in the last 60 days.
- The agreement can be terminated by either party with 14 days written notice, and Centercode can end the agreement immediately for breaches or actions that harm its reputation.
- The Agreement follows California law, and any disputes are resolved in Orange County, California.
This Referral Partner Agreement ("Agreement") is entered into by and between you ("Referral Partner") and Centercode, Inc., a California corporation with offices located at 25950 Acero, Suite 110, Mission Viejo, CA 92691 ("Centercode"). The parties to this Agreement are collectively referred to as the "Parties." By submitting a form on the "Refer a Customer" webpage you agree to the terms and conditions outlined in this Agreement, effective from the date of your form submission (the "Effective Date").
We periodically update these terms and may choose to replace these terms entirely if the Referral Partner Program changes, ends, or is incorporated into another program, including our partner programs. If we update or replace the terms we will notify you via electronic means, which may include an in-app notification or by email. If you do not agree to the updated or replaced terms, you may terminate this Agreement as outlined below.
1. Purpose
This Agreement allows Referral Partners to provide Centercode with potential new customers ("Prospective End Customers"), thereby aiding Centercode in acquiring new business. The term "partner" as used in this Agreement or in connection with the relationship created hereby shall not imply a joint venture or any ownership interest or common enterprise between the Parties.
2. Lead Qualification Process
Referral Partners must submit leads for each Prospective End Customer by completing the online form available on the "Refer a Customer" webpage. All mandatory fields on the form must be filled in. Centercode will notify the Referral Partner via email within five (5) business days of the form submission if the lead is accepted and meets the following conditions: (i) it is a new potential customer, and (ii) it is not, at the time of submission or sixty (60) days prior, one of our pre-existing customers or involved in our active sales process. Centercode reserves the right to reject any lead at its sole discretion.
A Referral Fee will be awarded only if both Centercode and the Prospective End Customer enter into a valid and binding twelve (12) month subscription agreement within one hundred eighty (180) days of the acceptance notification.
3. Referral Fees and Payment
Centercode will pay the Referral Partner a 5% Referral Fee of the qualified Subscription Fee Revenue received from the Prospective End Customer for the first twelve (12) months of their initial Centercode subscription agreement. "Subscription Fee Revenue" includes only Centercode Platform Services subscription fees, net of any credits, discounts, or refunds, and excludes any subsequent purchases made after the initial purchase (“Add-on sales”), professional services, one-time fees, and taxes (“Other Products”). Referral Fees will be paid no later than thirty (30) business days after Centercode receives payment from the Prospective End Customer. Referral Partners are responsible for all taxes and fees levied on Referral Fees, including income taxes.
4. Unauthorized Representations; No Authority
Referral Partners are not authorized to make false, misleading, or inconsistent claims about Centercode's products. Referral Partners are not agents of Centercode and do not have the authority to sign contracts on behalf of Centercode. Referral Partners must protect Centercode's goodwill and reputation and refrain from any harmful conduct. Referral Partners must follow Centercode’s Branding Guidelines . This Agreement is non-exclusive, and Centercode may solicit Prospective End Customers directly and appoint additional representatives.
5. Representations and Warranties; Disclaimer
Each Party must comply with all applicable laws in performing their obligations under this Agreement. Except for this compliance responsibility, neither Party makes any representations or warranties to the other Party or any third party regarding their product offerings or any other matters. The Referral Partner warrants the accuracy and legality of the information they provide about Prospective End Customers.
6. Limitation of Liability
Except for breaches of Section 4 ("Unauthorized Representations; No Authority") or Section 8 ("Compliance"), neither Party shall be liable to the other or any third party for any indirect, special, incidental, punitive, or consequential damages, or any similar damages under any theory of liability. The aggregate liability of either Party to the other under this Agreement will be limited to the lesser of $10,000 or the total amount paid or payable under this Agreement in the twelve (12) months preceding the event giving rise to liability.
7. Termination
This Agreement begins on the Effective Date and continues until terminated as specified in this section. Either Party may terminate this Agreement for convenience with fourteen (14) days' written notice. We may terminate this Agreement immediately if there is a material breach that remains uncured or if we determine that you are acting, or have acted, in a way that has or may negatively reflect on or affect us, our prospects, or our customers. Sections 3, 4, 6, 8, 9, and 10 will survive termination. Referrals received and accepted before the termination date will be honored, and payment will be made according to this Agreement's terms.
8. Compliance
Referral Partners must comply with all applicable laws, including anti-corruption laws like the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act, as well as data protection laws like the CCPA and GDPR. Referral Partners must maintain confidentiality and notify Centercode of any conflicts of interest. Any breach of this section constitutes a material breach, allowing Centercode to terminate the Agreement immediately and seek legal remedies.
9. General Provisions
The Parties are independent contractors. Neither Party has the authority to create obligations on behalf of the other. This Agreement does not establish a partnership, franchise, joint venture, agency, fiduciary, or employment relationship. Neither Party may assign this Agreement without the other's prior written consent, except in cases of mergers or acquisitions. This Agreement binds the Parties, their successors, and permitted assigns.
This Agreement will be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law principles. Any disputes arising out of or related to this Agreement shall be resolved in the state or federal courts located in Orange County, California, and the Parties consent to the exclusive jurisdiction of such courts.
10. Confidentiality
Each Party agrees to keep confidential any proprietary information, including customer data, business plans, and trade secrets, disclosed by the other Party during the term of this Agreement and thereafter.
11. Force Majeure
Neither Party will be liable for any failure or delay in performing its obligations under this Agreement due to circumstances beyond its reasonable control, including acts of God, natural disasters, pandemics, or governmental actions.
Contact Information:
Centercode, Inc.
25950 Acero, Suite 110
Mission Viejo, CA 92691
USA
