Please note that the plain English summary provided is for convenience and informational purposes only. It is not legally binding and is intended to be a simplified overview of the actual terms and conditions. The legally binding terms and conditions are those set out in the full agreement.
The following definitions and rules of interpretation apply in this agreement.
Plain English comment: on ‘Introduction Period’: If you introduce someone to our business and they register with us, but do not use our services for 12 months, and then later use our services, we will consider this new business and not attribute it to your introduction.
Business Day: a day other than a Saturday, Sunday or public holiday in England when banks in London are open for business.
Client: a Prospective Client that has entered into a Relevant Contract.
Commencement Date: has the meaning given to it in clause 11.
Commission: has the meaning given to it in clause 3.1.
Controller, data subject, personal data and technical and organisational measures: shall have the meanings as set out in the UK Data Protection Legislation.
A sub-introducer: is an individual or entity introduced by the primary introducer to facilitate Introductions with the Principal.
Introduction: In the context of this Agreement, “Introduction” refers to the act of supplying the Principal with the contact information of an individual, a pertinent business, or a relevant individual in a business who possesses adequate seniority to authorise or endorse the procurement of the Services from the Principal and can be identified as the attributable source of the introduction by the introducer. The terms “Introduce,” “Introduces,” “Introduced,” “Introducer” shall carry the same meaning as defined in this context.
Attribution Method: Attribution shall be assigned to the last verifiable identifier of the introducer immediately preceding the successful receipt of information about the sales lead.
Verifiable identifier: A verifiable identifier for an introducer may include, but is not limited to, a tracking code utilised for paid media, the identifiable name of the introducer as provided by the prospect, or a coupon code identifying the introducer, used during registration on StampDutyAdviceBureau.co.uk or any other means employed for information collection on behalf of Stamp Duty Advice Bureau Ltd.
Introduction Date: for each Prospective Client, the date during the term of this agreement on which the Introducer first Introduces such Prospective Client to the Principal.
Introduction Period: for each Prospective Client, the twelve months from the Introduction Date.
A computer system: refers to any electronic platform used by the Principal for recording and storing client details. This includes, but is not limited to, their website, customer portal, CRM system, or any other electronic means of recording client information.
Net Income: the payments made to the Principal for the Services under a Relevant Contract less any value added tax or other sales tax on them and any discounts or rebates granted by the Principal.
Prospective Client: a company to whom the Principal has not at any time previously provided the Services and with whom the Principal has not been in bona fide negotiations to provide the Services in the six months before the Introduction Date.
Relevant Contract: a contract for the supply of Services entered into during the Introduction Period between the Principal and a Prospective Client who was Introduced by the Introducer.
Services: the services as further described in Schedule B provided by the Principal.
Territory: the territory as further described in Schedule C provided by the Principal.
UK Data Protection Legislation: shall mean all applicable data protection and privacy legislation in force from time to time in the UK including the General Data Protection Regulation ((EU) 2016/679); the Data Protection Act 2018; the Privacy and Electronic Communications Directive 2002/58/EC (as updated by Directive 2009/136/EC) and the Privacy and Electronic Communications Regulations 2003 (SI 2003/2426) as amended.
Structured Marketing Program: shall refer to a coordinated and systematic approach to promoting and advertising services, which may include, but is not limited to, the development and implementation of marketing strategies, campaigns, and tactics across various channels and platforms. This program may involve the use of paid advertisements, search engine optimization, content marketing, social media marketing, email marketing, and other promotional efforts designed to increase awareness, generate leads, and ultimately convert prospects into clients.
Territory: shall refer to a defined geographical area, region, or jurisdiction, which may include, but is not limited to, countries, states, provinces, cities, or other administrative divisions. In addition to geographical boundaries, a Territory may also encompass specific cultural affiliations, linguistic groups, or other identifiable populations, where the focus of marketing efforts and client interactions may be directed, and where exclusivity or restrictions may be applicable as agreed upon by the parties involved.
Principal: shall refer to Stamp Duty Advice Bureau Ltd
1.2 Headings. Clause headings shall not affect the interpretation of this agreement.
1.3 Person. A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
1.4 Schedules. The Schedules form part of this agreement and shall have effect as if set out in full in the body of this agreement. Any reference to this agreement includes the Schedules.
1.5 Company. A reference to a company shall include any company, corporation or other body corporate, wherever and however incorporated or established.
1.6 Holding company, subsidiary. A reference to a holding company or a subsidiary means a holding company or a subsidiary (as the case may be) as defined in section 1159 of the Companies Act.
1.7 Singular and plural. Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular.
1.8 Gender. Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders
1.9 Legislative references and subordinate legislation. A reference to legislation or a legislative provision shall include all subordinate legislation made from time to time under that legislation or legislative provision.
1.10 Writing. A reference to writing or written includes fax and e-mail.
1.11 “Including”. Any words following the terms including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.
1.12 Clauses and schedules. References to clauses and Schedules are to the clauses and Schedules of this agreement.