REFERRAL FEE AGREEMENT


BY PARTICIPATING IN THE REFERRAL PROGRAM OFFERED BY CIC Innovation Services, LLC, a Massachusetts limited liability company located at 1 Broadway, 14th Floor, Cambridge, Massachusetts 02142 (“Company“), you, the referral user (“Finder”), agree to the following Referral Fee Terms and Conditions (the “Terms”).

Company is in the business of selling shared office space (the “Services“), and Company desires to allow Finder to introduce to Company any potential sales leads for the Services (“Customers“), and Finder desires to make such introductions.

NOW, THEREFORE, in consideration of the premises set forth above and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company and Finder agree as follows:

  1. Engagement.
    1. Company hereby engages Finder, and Finder hereby accepts such engagement, to act as Company’s non-exclusive referral source with respect to sales of the Services to Customers currently based in CIC centers in the United States (the “Territory“) during the Term, solely in accordance with the terms and conditions of this Agreement. Company may in its sole discretion engage any other person or company to sell the Services. 
    2. Finder shall introduce Company to Customers, but shall not participate in any sales meetings or negotiations nor have authority to offer or sell the Services to any Customer.
    3. The Customer cannot already be in CIC’s active lead pipeline.
    4. The referral must be made via direct email introduction to the CIC sales team or via the Company’s designated referral form https://innovation.cic.com/cic-referral.
    5. To be eligible for the reward, the Customer cannot also be represented by a real estate broker.
    6. The Customer cannot be a former CIC client from any CIC location.
    7. The $500 referral fee is only available when a Customer takes a dedicated workspace with the Company (dedicated desk, team table, private office or lab) and has occupied space for more than three months and is in good standing with CIC.
    8. Only current active clients of U.S. CIC centers are eligible to be Finders.
    9. Finder makes no representation or warranty about the creditability or suitability of any Customers introduced to Company, and neither Company, nor any of its directors, officers, or shareholders, should in any way rely on Finder to perform any due diligence with respect to the creditability or suitability of any Customer.
    10. The prices, terms, and conditions under which Company offers or sells any Services shall be determined by Company in its sole discretion. Company shall have the authority to control all discussions and negotiations regarding any proposed or actual offering or sale of Services. Nothing in this Agreement shall obligate Company to actually offer or sell any Services or consummate any transaction with any Customer. Company may terminate any negotiations or discussions at any time and has the right not to proceed with any sale of Services without any liability or obligation to pay compensation to Finder under Section 2 or otherwise.
    11. Finder shall defend, indemnify, and hold harmless Company, and any of its directors, officers, and shareholders, against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorney fees, fees and the costs of enforcing any right to indemnification under this Agreement, incurred by, arising out or resulting from any claim of a third party related to its obligations under this Agreement.
  2. Compensation. In consideration for the services rendered by Finder hereunder, Company shall pay to Finder compensation (“Finder’s Fee“) on the initial sale made by Company to each Customer introduced by Finder to Company hereunder. If the initial sale is consummated within Six (6) months from the date of introduction, Finder will receive $500  if the Customer rents any dedicated  space product offered by Company. 

Company shall pay the Finder’s Fee within 30 days of Company’s actual receipt of three months of rent unconditional payment from Customer. Finder must provide tax identification details in the registration system.

  1. Independent Contractor. Finder is an independent contractor of Company, and this Agreement shall not be construed to create any association, partnership, joint venture, employee, or agency relationship between Finder and Company for any purpose. Finder has no authority (and shall not hold itself out as having authority) to bind Company and Finder shall not make any agreements or representations on Company’s behalf without Company’s prior written consent. Without limiting the above, Finder will not be eligible to participate in any vacation, group medical or life insurance, disability, profit sharing or retirement benefits, or any other fringe benefits or benefit plans offered by Company to its employees, and Company will not be responsible for withholding or paying any income, payroll, Social Security or other federal, state or local taxes, making any insurance contributions, including unemployment or disability, or obtaining worker’s compensation insurance on Finder’s behalf. Finder shall be responsible for, and shall indemnify Company against, all such taxes or contributions, including penalties and interest. Finder shall be solely responsible for all costs or expenses that it may incur in the performance of its activities under this Agreement. Any persons employed or engaged by Finder in connection with the performance of Finder’s obligations hereunder shall be Finder’s employees or contractors and Finder shall be fully responsible for them and indemnify Company against any claims made by or on behalf of any such employees or contractors.
  2. Confidentiality. All non-public, confidential, or proprietary information of Company, including, but not limited to, specifications, samples, patterns, designs, plans, drawings, documents, data, business operations, customer lists, pricing, discounts, and rebates, disclosed by Company to Finder, whether disclosed orally or disclosed or accessed in written, electronic, or other form or media, and whether or not marked, designated, or otherwise identified as “confidential,” in connection with this Agreement is confidential, solely for the use of performing this Agreement and may not be disclosed or copied unless authorized by Company in writing. Upon Company’s request, Finder shall promptly return all documents and other materials received from Company. Company shall be entitled to injunctive relief for any violation of this Section 4. This section shall not apply to information that is: (a) in the public domain; (b) known to the Finder at the time of disclosure; or (c) rightfully obtained by the Finder on a non-confidential basis from a third party.
  3. Publicity and Announcements. Finder shall not (orally or in writing) publicly disclose or issue any press or make any other public statement, or otherwise communicate with the media, concerning the existence of this Agreement or the subject matter hereof, without the prior written approval of Company, except to the extent that Finder is required to make any public disclosure or filing with respect to the subject matter of this Agreement by applicable law.
  4. Term and Termination.
    1. These Terms commence on the date of your acceptance and continue for a period of 9 months, unless and until earlier terminated as provided under these Terms (the “Term“). 
    2. In addition to any remedies that may be provided in this Agreement, either Party may terminate this Agreement with immediate effect upon Notice to the other party, if the other party: (i) fails to pay any amount when due under this Agreement; (ii) has not otherwise performed or complied with any of the terms of this Agreement, in whole or in part; or (iii) becomes insolvent, files a petition for bankruptcy, or commences or has commenced against it proceedings relating to bankruptcy, receivership, reorganization, or assignment for the benefit of creditors.
  5. Miscellaneous.
    1. Any important communication related to the use of our services must be sent to us either by email or through the contact form on our website. We will acknowledge receipt of your message and respond accordingly.
    2. This Agreement and all matters arising out of or relating to this Agreement are governed by, and construed in accordance with, the laws of the Commonwealth of Massachusetts, without regard to the conflict of laws provisions of such State. Any legal suit, action, or proceeding arising out of or relating to this Agreement and/or any controversy or claim arising out of or relating to this Agreement, or the breach thereof, shall be settled by exclusively by mandatory binding arbitration with a single arbitrator chosen by the Parties, which shall be conducted in the city of Cambridge, Massachusetts, in Middlesex County, and administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.  Each Party irrevocably submits to the exclusive jurisdiction of the arbitrator in any such suit, action, or proceeding. Each Party shall pay for its own costs of arbitration, including the costs of any attorneys or experts, until and unless the arbitrator decides to allocate costs otherwise. Finder agrees that Company would not enter into this Agreement without this arbitration provision, and agrees that it fully understands the rights and limitations of entering this Agreement with this provision included. 
    3. Service of process, summons, notice, or other document by certified mail in accordance with Section 7(a) will be effective service of process for any suit, action, or other proceeding brought in any such dispute.
    4. The Company reserves the right to update or change the terms and conditions of this Agreement at any time, with or without notice.
    5. Finder shall not assign, transfer, delegate, or subcontract any of its rights or obligations under this Agreement without the prior written consent of Company. Any purported assignment or delegation in violation of this Section shall be null and void. Company may at any time assign, transfer, or subcontract any or all of its rights or obligations under this Agreement without Finder’s prior written consent. This Agreement will inure to the benefit of and be binding upon each of the Parties and each of their respective permitted successors and permitted assigns.
    6. This Agreement is effective upon your acceptance as indicated by sending your referral to Company in accordance with the terms of this Agreement.
    7. Each party irrevocably and unconditionally waives, to the fullest extent permitted by applicable law, any right it may have to a trial by jury in any legal action, proceeding, cause of action, or counterclaim arising out of or relating to this Agreement, or the transactions contemplated hereby.
    8. If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.
    9. This Agreement constitutes the sole and entire agreement of the Parties with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to such subject matter.
    10. The parties do not confer any rights or remedies upon any person other than the Parties and their respective successors and permitted assigns.

By submitting a referral under this Agreement, you accept these terms and conditions as binding.