Terms and Conditions
Greenspace Referral Program Terms and Conditions
Greenspace Xenodochio, LLC (“Greenspace”) performs various accounting services for businesses.
Greenspace has created a customer Referral Program to reward any person who recommends
Greenspace’s services to third parties, if such recommendation results in Greenspace contracting with
such third party as a new customer. By completing all of the required information fields in the
‘Referral Program’ website form, you agree to be bound by this Agreement. You are referred to as
“Referral Partner” for purposes of this Agreement.
1. Referral Program
1.1 The Effective Date of this Agreement is the date on which the Referral Partner submits the form
on the ‘Referral Program’ website. This Agreement shall then continue in effect until terminated as
provided herein (“Term”).
1.2 A “Referral” occurs when Greenspace accepts a contract to provide its services to a customer
(each, a “Referred Customer”) that provides the Referral Partner name to Greenspace’s sales
representative responsible for receiving such customer’s contract at or prior to the time the customer
enters into such contract, and agrees to sign up for one of Greenspace’s applicable bookkeeping
services for a minimum period of three months. Applicable services include Monthly and Weekly
Bookkeeping plans only. Notwithstanding the foregoing, a Referred Customer shall not include any
customer whose contact information is already within Greenspace’s customer and potential customer
database(s) and who has been in contact with a Greenspace representative at any time during the 12
months prior to the date of the Referral. Greenspace, in its sole and absolute discretion, determines
whether and when a Referral has occurred.
1.3 Greenspace will pay Referral Partner a one-time fee of $150 for each verified Referral. If you have a custom payout plan, you will be notified via email. A verified
Referral is a Referred Customer who has signed up for a Greenspace bookkeeping service for a
minimum of three months.
1.4 Payments of Referral Fees to Referral Partner will be tallied and processed at the end of each
quarter and paid within 10 days after the end of the applicable quarter. Referral Partner will receive
payment of Referral Fees by check or online payment transfer.
1.5 Referral Partner acknowledges and agrees that Referral Partner’s level of earnings under this
Agreement are a direct result of Referral Partner’s own efforts and that Greenspace does not
guarantee that Referral Partner will earn any payments under this Agreement.
2.1 Referral Partner agrees and acknowledges that no payment of any kind, other than the Referral
Fees as provided in this Agreement, is due from Greenspace to Referral Partner as a result of Referral
Partner making Referrals under this Agreement. Referral Partner shall not charge any Referred
Customer any fees, costs or charges of any kind on behalf of Greenspace nor accept any payment of
any kind on behalf of Greenspace. Nothing in this Agreement is intended to prohibit Referral Partner
from providing services on Referral Partner’s own behalf to any Referred Customer.
2.2 Nothing in this Agreement shall operate to create an employment relationship of any kind
between Referral Partner and Greenspace. If any court or agency construes this Agreement to have
created an employment relationship between Referral Partner and Greenspace, then this Agreement
shall have no force and effect, and shall be null and void, beginning on the date on which such
employment relationship is deemed to have taken effect. Referral Partner represents and warrants
that Referral Partner is not currently an employee of Greenspace and that if Referral Partner becomes
an employee of Greenspace after the Effective Date, this Agreement shall immediately terminate
without the need for any notice upon the date such employment begins.
2.3 Referral Partner represents and warrants that Referral Partner is not an agent of Greenspace and
has no authority to make any representations to any third party on behalf of Greenspace nor any right
or authority to bind Greenspace to any action or agreement whatsoever. Referral Partner represents,
warrants and covenants that Referral Partner shall not make any misrepresentations, including by
omission, regarding Greenspace or the services that Greenspace provides, in any manner whatsoever.
This Agreement may be terminated by either party upon 3 days written or emailed notice to the other
party. In addition, this Agreement will terminate immediately and automatically (i) upon any default
by Referral Partner under this Agreement; or (ii) as set forth in Section 2.2 above. The following
provisions shall survive the termination of this Agreement: Paragraphs 2, 4-9, and this sentence.
4. Non-Solicitation and Non-Competition
Referral Partner acknowledges the character of Greenspace’s business and the substantial amount of
time, money, and effort that Greenspace has spent and will spend in building relationships with
customers and recruiting competent employees and service providers. Referral Partner agrees that
they will not (i) directly or indirectly employ or recruit for employment any employee or
subcontracted person of Greenspace during the term of this Agreement; or (ii) directly or indirectly
solicit Greenspace clients using information collected under this Agreement.
This Agreement is personal to Referral Partner and any assignment made by Referral Partner of any
rights or obligations hereunder shall be null and void. Greenspace shall have the unrestricted right to
assign this Agreement, or any rights and obligations hereunder, without consent or notice to Referral
Referral Partner shall at all times during the Term and thereafter, indemnify and hold harmless
Greenspace and its directors, officers, employees, agents, and affiliates, against all claims,
proceedings, demands, costs, damages, and liabilities of any kind whatsoever, including legal
expenses and reasonable attorneys’ fees, arising out of, connected with, resulting from, or sustained
as a result of Referral Partner’s breach of this Agreement.
7. Limitation of Liability
IN NO EVENT SHALL GREENSPACE BE LIABLE TO REFERRAL PARTNER (NOR TO ANY PERSON OR ENTITY
CLAIMING RIGHTS DERIVED FROM REFERRAL PARTNER’S RIGHTS) FOR ANY INDIRECT, SPECIAL,
INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES OF ANY KIND, INCLUDING COST
OF COVER, LOST REVENUES OR PROFITS OR LOSS OF BUSINESS OR DATA, REGARDLESS OF WHETHER
GREENSPACE WAS ADVISED, HAD OTHER REASON TO KNOW, OR KNEW OF THE POSSIBILITY OF SUCH
DAMAGES. GREENSPACE’S LIABILITY TO REFERRAL PARTNER FOR DAMAGES FOR ANY CAUSE
WHATSOEVER, REGARDLESS OF WHETHER THE CAUSE OF ACTION ARISES IN CONTRACT, TORT, OR
OTHERWISE, SHALL BE LIMITED TO THE AMOUNT WHICH GREENSPACE HAS PAID TO REFERRAL
PARTNER IN THE ONE QUARTER PAY PERIOD IMMEDIATELY PRECEDING THE DATE ON WHICH THE
EVENT GIVING RISE TO THE CLAIM OCCURRED. THIS LIMITATION OF LIABILITY CONSTITUTES AN
ESSENTIAL PART OF THIS AGREEMENT.
This Agreement (a) is governed by the laws of the State of Florida, excluding its conflict of laws
principles, (b) may be amended only (i) by Greenspace e-mailing revised terms and conditions to
Referral Partner (and Referral Partner shall then have the right to terminate the then modified
Agreement immediately upon written notice to Greenspace) or (ii) in a writing signed by both parties
and (c) constitutes the complete and entire expression of the agreement between the parties, and
supersedes any and all other representations, warranties and agreements, whether written or oral,
with respect to the subject matter hereof. If a dispute arises between Referral Partner and
Greenspace, the dispute shall be settled through binding mediation or arbitration. Referral Partner
and Greenspace agree and intend that there are no third party beneficiaries to this Agreement.
9. Electronic Contract
This Agreement is an electronic contract. Referral Partner (or its authorized agent) indicates
acceptance of this Agreement by submitting the form. This action creates an electronic signature that
has the same legal force and effect as a handwritten signature on a written contract under any
applicable law or regulation, and is equally binding. By submitting information, Referral Partner (or its
authorized agent) acknowledges reading and accepting this Agreement and represents, warrants and
agrees that Referral Partner (or its authorized agent) has the power, authority and legal right to enter
into this Agreement on behalf of Referral Partner.