Date: ________________________


My Legal Club Limited

(including the trading styles)




Third-Party Introducer linking agreement



This Agreement is made on ________________________ between:

(i)  My Legal Club Limited, a company registered in England and Wales with company number 09750088 whose registered office is at 1st Floor 20 Chapel Street, Liverpool, L3 9AG (‘the Organisation’); and

(ii) …………………………………………………………………………………………., of ……………………………………………………………………………………………………………………………………………………….. (‘the Introducer).

  1. Definitions and interpretation

In this Agreement the following words shall mean:

      ‘A 3rd party Introducer’





The person, party, business or entity which is introducing mortgage brokers, estate agents, to the Organisation. The Introducer confirms they have no previous convictions, have never been warned off, prosecuted, fined or disciplined by any regulator, not limited to but including (the FCA, the SRA, the MOJ, the CMR). The Introducer warrants, undertakes and guarantees that no breach of data, GDPR, cold calling, spam email, unsolicited communications or other breaches shall occur, and the Introducer is solely responsible for any sanctions and fines, and shall indemnify the Organisation accordingly)

this agreement.

‘Business Day’a day other than a Saturday, Sunday or public holiday when banks in London are open for business.
‘Cancelled Sales’Sales cancelled by Clients during an extension to the normal cancellation period for that Sale under the laws regulating distance selling where that extension resulted from a failure by the Organisation to comply with such laws.
‘Commission’the amount payable by the Organisation to the Introducer in respect of each Sale in accordance with clause 6
‘Customer’A person(s) that can be defined as mortgage brokers and estate agents. Any network will be subject to a separate agreement.
‘Effective Date’Date the agreement is signed







i) Conveyancing services If the Introducer wishes to refer customers to the Organisation then this must be via either a) email copying in the customer or b) a landing page specific to the Introducer must be completed by a customer.

ii) Membership subscriptions e.g. customer reward monthly subscription  The Introducer will be provided with a unique discount code to distribute to customers with a link to the appropriate page on our website.


The Marks, the Logo and all copyrights (including any such rights in typographical arrangements, websites or software), database rights, source code and object code, rights in design, rights in trade marks (whether registrable, registered or otherwise), patents and rights to apply therefor, know-how and all other related rights whatsoever and in any country vested in the Organisation and in, and relating to, the Organisation Site.

‘Marks’the word mark device including logo in speech-marks, the logo name, and the name itself are registered trademarks or any other device mark relating thereto and any other trademark of the Organisation (whether registered, owned or licensed by the Organisation).


‘Organisation Site’

My Legal Club Limited (including any trading styles e.g.”The Mortgage Broker Club”)

the website or any other domain or sub-domain as is notified by the Organisation to the Introducer from time to time.

‘Parties’the Organisation and the Introducer, and ‘Party’ shall be construed accordingly.
‘Price’the price paid to a Customer in respect of any Sale, exclusive of any applicable VAT or other sales tax.
‘Products’i) Conveyancing / Remortgage legal work. Where the Customer introduces Clients to the Organisation resulting in the Client signing up to the terms of business of a panel solicitor of the Organisation resulting in a referral fee being paid by the Organisation to the Customer.

ii) Membership subscriptions. Where a customer signs up to a subscription service using a bespoke discount code attributable to an Introducer with the Organisation and payments are received by the Organisation.

‘Record of Cancelled Sales’a record of any Cancelled Sales in a month prepared at the end of that month by the Organisation.
‘Report’a report available via the user login, or in the event of any failure of the software, a report prepared at the end of each month detailing in respect of that month the total number of Sales and identifying the Customers and Clients to whom such Sales were made and specifying the Commission payable (if any) to the Introducer.
‘Sale’a sale of Products or a Product to a Client as a direct result of that Customer accessing the Organisation as a result of an introduction.
‘Visitor’any person accessing the Organisation Site via introduction.
‘Visitor Information’the names, email addresses, contact details and other information collected from Visitors by the Organisation.

Headings in the Agreement are for convenience only and shall not affect its construction.

References in the Agreement to clauses or schedules are to clauses and schedules of the Agreement.

Words denoting the singular shall, unless otherwise specified, include the plural and vice versa and words denoting any gender shall include all genders.

  1. Background
    • The Organisation is a regulated and authorised for claims management activities by the FCA.
    • The Parties have agreed that the Introducer shall be an Introducer of the Organisation for the purpose of the Products (as defined in the definitions) in the Territory.
    • The Organisation and the Agent have agreed this is a non-exclusive agreement and that the Organisation has one or more Agents.


  1. Introductions

The Introducer may introduce new Customers to the Organisation in accordance with the terms of this agreement.

  • The Introducer may send to any prospective business Customer the content available on the Organisation’s site, this agreement, and in any email from the Organisation in order that they understand the benefits of the service.
  • If an email introduction is made in respect of the conveyancing service then the Introducer must include within the email to the Organisation the contact details of the prospective Customer, ensuring all the while compliance with existing rules regarding opt ins, GDPR, electronic marketing etc. The contact person at the business must be a decision maker or someone in senior management. Any email introduction must be to unless otherwise amended in writing by the Organisation.
  • At the discretion of the Organisation a unique landing page may be created for the Introducer in respect of conveyancing service introductions.
  • A bespoke discount code and link will be provided to the Introducer in respect of any membership subscription introductions. The link is not an affiliate tracking link we use the discount code to track introductions.
  1. Duties and obligations of the Parties
    • The Organisation shall:
      • provide and maintain the Organisation Site offering Products for sale provided that the Organisation shall be entitled in its absolute discretion to modify or withdraw the Products or any of them or to suspend the sale of the Products or any of them;
      • ensure that the Organisation Site does not contain any misleading, inaccurate, unlawful, defamatory, abusive, threatening or obscene content;
      • not offer anything of an illegal or immoral nature;
      • comply with and ensure that the Organisation Site is compliant with all applicable laws regulating the supply of goods, services and digital content online; and
      • comply with and ensure that the Organisation Site is compliant with all applicable data protection laws regulating the protection of Visitor Information.
      • Be free to amend the pricing of the Products as they so please. Any existing, and/or future, commission payments due under this agreement will be subject to any amended pricing.
      • Be free to amend the commission rates via written notice. This will not be applied retrospectively unless the Introducer has not complied with the terms of this agreement.


  • The Introducer shall:
    • Not cold call, door knock, text message, or market businesses contrary to existing FCA, ICO, GDPR regulations.

4.2.8                                      use or communicate only such advertising, promotional and selling materials as are approved in writing by the Organisation;

  • not market, advertise or perform any regulated activity in respect of advertising for claims in accordance with the FCA claims management rules
  • bear all costs and expenses incurred in performing their obligations under this Agreement.
  • comply with the anti-bribery obligations set out in clause 11
  • not do anything that may interfere with the development of the Organisations trade in the Territory;
  • not have the right to bind the Organisation to any contract and no order taken by the Introducer shall be binding on the Organisation unless accepted by the Organisation.
  • in any way pledge the credit of the Organisation or hold himself out as having the right to pledge the credit of the Organisation;
  • accept any money on behalf of the Organisation nor enter into any compromise or agreement with any of the Organisation’s customers, suppliers, agents, staff or any other party whatsoever;
  • make contracts or incur debts or other obligations on behalf of the Organisation.


  1. Non-exclusivity

Nothing in the Agreement grants either Party exclusive rights in relation to the other Party. Either Party is entitled to enter into similar arrangements with third parties during the continuance of the Agreement.

  1. Commission
    • In consideration of introductions relating to conveyancing services to the Organisation of Customers by the Introducer, the Organisation shall pay to the Introducer:
      • £10 per referral fee received as a result of successful introductions each month which constitute a successful introduction and payment
      • Any payment, and payment dates, are subject to the correct invoice being submitted to
      • Commission only relates to each original introduced Customer. If the Customer introduces additional Customers then there shall be no liability to the Introducer for any payments in respect of the additional business introduced by the original Customer.
    • In consideration of introductions relating to mortgage broker membership subscriptions to the Organisation of Customers by the Introducer, the Organisation shall pay to the Introducer:
      • The 1st month of net fees received by the Organisation (net fees means the sum actually received by the Organisation in month 1 after the bank charges and discount code have been deducted from the gross sum).
      • Any payment, and payment dates, are subject to the correct invoice being submitted to
      • Commission only relates to each original introduced Customer. If the Customer introduces additional Customers then there shall be no liability to the Introducer for any payments in respect of the additional business introduced by the original Customer.


  • The Organisation shall:
    • Maintain a record of each Sale and, in respect of each Sale, the date of that Sale, the identity of the Customer and the amount paid by the Customer.
    • Maintain a Record of Cancelled Sales stating the date of that Sale, date of cancellation, identity of the Customer, the amount paid, or which would have been paid by the Customer, had it not been cancelled.
    • Within 28 days after the end of each month, send a Payment or Report with a Record of Cancelled Sales to the Introducer in respect of the month just ended and pay the Commission in the amount specified in £.
    • There is no liability upon the organisation to pay commission unless the Organisation is in receipt of cleared funds, e.g. using the example of a panel solicitor. They may not pay the Organisation due to several reasons, not limited to but including:
  1. Entering an insolvency (e.g. administration, liquidation);
  2. Fails to pay fees due
  • Raises a dispute in respect of service and places on hold / cancels payments
    • Pay interest to the Introducer at a rate of 2.00% per annum on any balance of the Commission which remains unpaid after the 28-day period mentioned in clause 6.2.3 above.
    • Pay interest to the Introducer at a rate of 2.00% per annum on any balance of the amount claimed by the Introducer which remains unpaid 28 days after the Introducer has notified the Organisation of its claim to this amount.
  • The Introducer will deliver to the Organisation a receipt or acknowledgement for each amount paid in accordance with clause and clause 6.2. within 30 days of such payment being made.
  • The Organisation shall advise the Introducer and may deduct from subsequent payments of Commission, or seek a refund, on any overpayment of Commission made if the Organisation:
    • suffers a charge-back under a Facility; or
    • makes a refund to a Customer of the Price paid by that Customer or any part thereof.
  • The Organisation shall keep proper records and books of account detailing the number of Sales and Cancelled Sales. Such records and books shall be kept separate from any records and books not relating solely to the Sales or Cancelled Sales and be open at all times to inspection and audit by the Introducer (or its duly authorised agent or representative), who shall be entitled to take copies of or extracts from the same. If such inspection or audit should reveal a discrepancy between the Commission, amount claimed on Cancelled Sales and interest payable under the Agreement, and the Commission, amount claimed on Cancelled Sales and interest paid, the Introducer shall immediately notify the Organisation of the discrepancy. Where such discrepancy constitutes:
    • A shortfall in the Commission, and/or interest paid to the Introducer, the Organisation shall reimburse the Introducer for such shortfall and for any professional charges incurred for such audit or inspection.
    • An overpayment of the Commission, and/or interest by the Organisation paid to the Introducer, the Introducer shall reimburse the Organisation for such overpayment.
    • There will be no liability to the Introducer if a Customer is unable, or refuses, to proceed with the purchase for any reason, not limited to but including, unavailability of the site, a failure in the software used to sign up new Customers, a failure in customer service or the third party products provided.
  1. Intellectual property rights
    • The Introducer acknowledges that the IPR is the property of the Organisation.
    • The Organisation hereby grants to the Introducer a non-exclusive, worldwide, royalty-free licence to use the IPR on the Introducer Site solely for the purposes of providing and promoting the Link, marketing the Products and carrying out any other obligations under the Agreement.
    • Nothing in the Agreement gives the Introducer any right, title or interest in the IPR and the Introducer may only use such IPR as is expressly detailed in the Agreement.
    • The Introducer will not use the Marks in any way without the prior written approval of the Organisation and will not claim any right of property therein, register, cause to be registered or apply for registration of a materially similar trademark or imitation of the Marks.
  2. Confidentiality
    • Each Party agrees to keep confidential all information concerning the business or affairs of the other.
    • This obligation will not apply in the case of:
      • any disclosure required by law, statute, regulation or any public stock exchange;
      • information that is already publicly available; or
      • information disclosed with the prior written consent of the Party to whom such information belongs.
    • Without prejudice to any other rights or remedies which may be available, the Parties acknowledge and agree that in the event of a threatened or actual breach of this clause by one Party, the other Party shall, without proof of special damage, be entitled to an injunction or other equitable (whether interim or otherwise) or any equivalent remedy for any such threatened or actual breach of the provisions of this clause in addition to any damages or other remedies to which that Party may be entitled.
    • The obligations of the Parties under the provisions of this clause shall survive the expiry or the termination of the Agreement for whatever reason.
  3. Warranties
    • Each of the Parties warrants to the other that they shall perform their respective obligations in the Agreement and that they are not in breach of any other agreement to which they are party by entering into the Agreement.
    • The Organisation warrants that:
      • it has full corporate right and authority to enter into the Agreement;
      • it has all necessary licences, consents and permissions required for it lawfully to sell the Product;
      • the Product complies with all relevant regulations;
      • it owns or has a right to use all IPR; and
      • the Organisation Site complies with all applicable laws, government rules and regulations and industry codes including (without limitation) those with respect to data protection and advertising.
    • The Introducer warrants that:

9.3.1                                     it will comply with all requirements imposed within this agreement;

9.3.2                                     No contact will be made with any of the businesses listed in Schedule 2. The Introducer offers a guarantee and indemnity to My Legal Club in the event of any contact being made by the Introducer, and/or any agent or servant of the Introducer, and the companies, including any personnel employed by a company, listed in Schedule 2. Additional companies / entities can be added by the Organisation in writing to the Introducer, to be complied with immediately.

  • Indemnity and liability
    • Each Party shall indemnify and hold the other and the other’s officers and employees harmless from and against all liabilities, losses, damages, costs and expenses in relation to any claims or actions relating to or arising out of either the Introducer (in the case of liability of or loss to the Organisation) or the Organisation (in the case of liability of or loss to the Introducer) or any breach by the indemnifying Party of the terms of the Agreement.
    • The indemnity in clause 10.1 includes, without limitation,
      • any claim in contract or tort including negligence,
      • any claim for defamation, obscenity or breach of privacy,
      • any actual or alleged infringement of a third party’s intellectual property rights, and
      • any indirect or consequential losses of revenue, business contracts, anticipated savings or profits.
    • Nothing in clause 10.1 shall restrict or limit either Party’s general obligation at law to mitigate a loss it may suffer or incur as a result of an event that may give rise to a claim under this indemnity.
    • Nothing in the Agreement shall be construed to exclude or limit any liability of either Party for fraudulent misrepresentation, or for death or personal injury resulting from the negligence of that Party, their servants and/or agents.
  • Duration
  1. Commission is paid for the first 12-months of any successful introduction.
  2. The Agreement itself shall continue on a 1-month rolling basis from the Effective Date and after that date unless or until terminated by either Party giving to the other not less than 1 months’ notice in writing.
  • Anti – Bribery
    • The Introducer must:
  1. comply with any and all applicable laws, statutes, regulations and rules relating to anti-bribery and anti-corruption, including, but not limited to, the Bribery Act 2010 (Relevant Requirements);
  2. promptly report to the Organisation any request or demand for any undue financial or other advantage of any kind received by the Agent in connection with the performance of this agreement;
  • Termination
    • The Agreement may be immediately terminated by either Party if the other:
      • commits a breach of any of the provisions of the Agreement and, in the case of a breach capable of remedy, fails to remedy the same within 28 days after receipt of a written notice giving details of the breach and requiring the same to be remedied;
      • ceases, threatens to cease or otherwise takes steps to cease to carry on the whole or any material part of its business;
      • gives notice to any of its creditors that it has or may suspend payment;
      • is unable to pay its debts;
      • is the subject of an order or resolution for its winding up or administration (other than for solvent reconstruction or amalgamation);
      • is the subject of a bankruptcy order;
      • makes any assignment for the benefit of creditors or makes any arrangement or composition with its creditors generally;
      • has a receiver appointed for all or any part of its assets; or
      • takes or suffers any similar action in consequence of debt.
    • Termination of the Agreement shall be without prejudice to the rights and remedies of the Parties accrued before the termination.
    • All provisions expressed to survive the Agreement, or which by implication are intended to come into or continue in force on or after termination, shall remain in full force and effect.
  • Force majeure
    • Neither Party shall be deemed to be in breach of the Agreement or otherwise liable to the other Party for any delay in performance or any non-performance of any obligations under the Agreement (and the time for performance shall be extended accordingly) if and to the extent that the delay or non-performance is due to an event or circumstance beyond the reasonable control of that Party (‘an event of force majeure’).
    • The Party relying on clause 14.1 shall promptly notify the other Party of the nature and extent of the circumstances giving rise to the event of force majeure.
    • If the event of force majeure in question prevails for a continuous period in excess of 28 after the date on which it began, the other Party may give notice to the affected Party terminating the Agreement. The notice to terminate must specify the termination date, which must be not less than 30 days after the date on which the notice to terminate is given. Once a notice to terminate has been validly given, the Agreement will terminate on the termination date set out in the notice. Neither Party shall have any liability to the other in respect of termination of the Agreement due to an event of force majeure, but rights and liabilities that have accrued prior to termination shall not be affected.
  • Costs

Each of the Parties shall bear its own legal, accountancy and other costs, charges and expenses connected with the negotiation, preparation and implementation of the Agreement and any other agreement incidental to or referred to in the Agreement.

  • Waiver
    • A waiver of any term, provision or condition of the Agreement shall be effective only if given in writing and signed by the waiving Party and then only in the instance and for the purpose for which it is given.
    • No failure or delay on the part of any Party in exercising any right, power or privilege under the Agreement shall operate as a waiver of it, nor shall any single or partial exercise of any such right, power or privilege preclude any other or further exercise of any other right, power or privilege.
    • No breach of any provision of the Agreement shall be waived or discharged except with the express written consent of the Parties.
  • Invalidity

If any provision of the Agreement is held to be void or declared illegal, invalid or unenforceable for any reason whatsoever, that provision shall be divisible from the Agreement and shall be deemed to be deleted from it and the validity of the remaining provisions shall not be affected. If any such deletion materially affects the interpretation of the Agreement, the Parties shall use their best endeavours to negotiate in good faith with a view to agreeing a substitute provision as closely as possible reflecting the commercial intention of the Parties.

  • Notices
    • Any notice of any court proceedings shall be in writing and shall be delivered by hand or sent by prepaid first class, first class ‘signed for’, or special delivery guaranteed post

to the Introducer at (if blank the details completed upon registration shall be used) ………………………………………………………………….., ………………………………………………………………………………………………………………………….;

to the Organisation at 1st Floor 20 Chapel Street, Liverpool, L3 9AG.

  • Any notice under or in connection with the Agreement (not including notices of any court proceedings) to the Introducer shall be in writing and shall be
    • delivered by hand or sent by prepaid first class, first class ‘signed
    • delivered by hand or sent by prepaid first class, first class ‘signed for’, or special delivery guaranteed post

to the Introducer at (if blank the details completed upon registration shall be used)………………………………………………………………….., ………………………………………………………………………………………………………………………….;or

  • sent by email to (if blank the details completed upon registration shall be used) …………………………………………………………………..
  • Any notice under or in connection with the Agreement (not including notices of any court proceedings) to the Organisation shall be in writing and shall be
    • delivered by hand or sent by prepaid first class, first class ‘signed for’ or special delivery guaranteed post to 1st Floor 20 Chapel Street, Liverpool, L3 9AG; or
    • sent by email to
  • A notice shall be deemed to be served as follows:
    • If sent by email, at the time of transmission if sent during the hours of 9am to 5pm on a Business Day, otherwise on the next Business Day;
    • If personally delivered, at the time of delivery;
    • If posted, within 48 hours (or in the case of airmail within 7 days) of posting.
  • Remedies

The rights and remedies provided for by the Agreement are cumulative with and not exclusive of any rights or remedies provided by law.

  • General
    • Neither Party may assign, transfer, delegate, sub-contract or otherwise deal with all or any of its rights and obligations under the Agreement without the other’s prior written consent save that either Party (being a company) may assign the benefit and the burden of the Agreement to any of its Affiliates without the prior written consent of the other Party.
    • The Agreement constitutes the whole agreement and understanding of the Parties as to its subject matter and there are no provisions, terms, conditions or obligations, whether oral or written, express or implied, other than those contained or referred to in the Agreement.
      • 3 Each Party acknowledges that they have not relied on any non-fraudulent representation or warranty made or given by the other Party or on behalf of the other Party which is not expressly stated in the Agreement. Nothing in the Agreement creates a partnership or the relationship of employer and employee or principal and agent between the Parties. A party who is not a Party to the Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Agreement. The Agreement shall be governed by and construed in accordance with the law of England and Wales and the Parties hereby submit to the non-exclusive jurisdiction of the English and Welsh courts.
  1. Arbitration
    • Subject to the overriding provisions of clause 22 all disputes, differences, or questions arising out of this Agreement, as to the rights or obligations of the Principal or the Agent, or in connection with the construction of any provisions of this Agreement shall be referred to arbitration by a single arbitrator to be agreed by the Agent and the Principal or, failing agreement within 60 days, by an arbitrator to be appointed at the request of any party by the President for the time being of the Chartered Institute of Arbitrators having due regard to any representations made to them as the appropriate qualifications of the arbitrator.
    • The arbitration shall take place in North West and shall be in accordance with the Arbitration Act 1996.
  • Dispute Resolution
    • Any matter which may arise concerning the construction, meaning or effect of this Agreement or concerning the rights or liabilities of either party, shall in the first instance be referred to their appointed relationship managers, who shall discuss and attempt to resolve the same in good faith between themselves with a view to recommending the proposed resolution to the party they each respectively represent for written agreement.
    • In the event that the appointed relationship managers are unable to resolve any matter arising under clause 22.1 within 5 business days of the matter having been referred to them, the dispute shall be referred to the highest level of each party’s management (such person as the statutory board of directors or senior/managing partner of each party may nominate in relation to any specific dispute) with a view to attempting to resolve any matter arising under clause 22.1 within 10 business days of the matter having been referred to them.
    • If any dispute arises in connection with this Agreement which is not settled using the mechanisms set out in clauses 22.1 and 22.2 then the parties will attempt to settle it by mediation in accordance with the CEDR Model Mediation Procedure. Unless otherwise agreed between the parties, the mediator will be nominated by CEDR. To initiate the mediation a party must give notice in writing (‘ADR notice’) to the other party to the dispute requesting mediation. A copy of the request should be sent to CEDR. The parties must request CEDR to appoint a mediator not later than 14 days after the date of the ADR notice.
    • Neither party shall be able to recover any costs from the other in relation to the mediation notwithstanding the subsequent issue of proceedings.



Signed for and on behalf of the Organisation






Signed by the Introducer