Agent Match Lab LLC
Master Network Referral & Non-Circumvention Agreement
This Agreement is entered into between Agent Match Lab LLC ("Referring Broker") and the Receiving Agent and Managing Broker identified below ("Receiving Parties").
1. Scope & Encumbrance
This Master Network Referral & Non-Circumvention Agreement ("Master Agreement") encumbers ANY AND ALL present and future client leads assigned by Agent Match Lab LLC to the Receiving Parties, whether assigned at the time of execution or at any point thereafter. Each individual lead assignment shall be governed by a Specific Referral Lead Assignment Addendum ("Addendum") referencing this Master Agreement, which shall be incorporated herein by reference.
2. Referral Fee Schedule
Transaction TypeReferral Fee
Buyer Representation25% of Gross Commission at Closing
Seller / Listing Representation30% of Gross Commission at Closing
Referral fees are due and payable at settlement, directly from the closing attorney, title company, or escrow officer to Agent Match Lab LLC. No referral fee shall be reduced, waived, or offset without prior written consent from Agent Match Lab LLC.
3. Protection Period & Automatic Extension
The protection period for each assigned lead is twenty-four (24) months from the date of the applicable Lead Assignment Addendum ("Referral Date"). If, at the expiration of the 24-month period, the referred client is actively under a purchase contract, construction contract, or lease agreement, the protection period shall automatically extend until the earlier of: (a) the closing or termination of such contract, or (b) an additional twelve (12) months.
4. Non-Redirection Clause
The Receiving Parties shall not, directly or indirectly, redirect, reassign, or refer any client lead assigned under this Agreement or any Addendum to any other real estate agent, broker, or brokerage without the prior written consent of Agent Match Lab LLC. Any such unauthorized redirection shall constitute a material breach of this Agreement and shall entitle Agent Match Lab LLC to the full referral fee as if the transaction had closed, plus reasonable attorneys' fees and costs.
5. Dual Agency Protection
In the event the Receiving Agent or any affiliated agent of the Receiving Brokerage represents both the buyer and seller in a transaction involving a referred client ("dual agency"), the full referral fee applicable to both sides of the transaction shall be due to Agent Match Lab LLC. The Receiving Parties shall disclose any potential dual agency situation to Agent Match Lab LLC in writing within forty-eight (48) hours of its occurrence.
6. Direct Closing Attorney Payout
All referral fees owed to Agent Match Lab LLC shall be remitted directly by the closing attorney, title company, or escrow officer at the time of settlement. The Receiving Parties shall provide Agent Match Lab LLC's W-9 and wire transfer instructions to the closing attorney no later than five (5) business days prior to the scheduled closing date. Failure to arrange direct payout shall not relieve the Receiving Parties of their obligation to remit the referral fee.
7. Governing Law & Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware. Any disputes arising hereunder shall be resolved in the courts of New Castle County, Delaware. The Receiving Parties consent to personal jurisdiction in Delaware for all matters arising under this Agreement.
This Master Agreement, together with all Lead Assignment Addenda issued hereunder, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, representations, and understandings. This Agreement may not be modified except by a written instrument signed by both parties.