LessenPro Referral Partner Terms and Conditions
LessenPro Referral Partner Terms and Conditions
These LessenPro Referral Partner Terms and Conditions (“Terms”) govern participation in the LessenPro Referral Partner program (the “Program”).
1. Eligibility and Program Participation
a. Program Overview. Lessen LLC (“Lessen”) operates a technology platform that provides software field service management solutions to third-party entities under the name “Lessen Pro”. Lessen maintains relationships with and provides services to property maintenance vendors subscribed to Lessen Pro (each, a “Subscriber”). From time to time, Lessen may permit certain Subscribers to participate in a referral program (the “Program”) pursuant to which Subscriber may refer third-party entities that could benefit from Lessen Pro (each, an “Eligible Party”), subject to these Terms. Participation in the Program is voluntary, non-exclusive, and revocable at any time by Lessen. Nothing in these Terms obligates Lessen to: (i) accept any referral; (ii) pursue discussions with any Eligible Party; (iii) enter into any agreement with any Eligible Party; or (iv) continue, modify, or maintain the Program. Subscriber acknowledges that Program materials, bonus examples, and communications are illustrative only and do not create a guarantee of revenue, volume, or eligibility for any payment.
b. Referral Eligibility Requirements. To be eligible for consideration under the Program:
i. Subscriber must be in good standing with Lessen at the time of referral submission and at the time of any bonus payment;
ii. The Eligible Party must not, as determined by Lessen in its sole discretion, (A) already be in discussions with Lessen, (B) have been previously referred by another party, or (C) otherwise be known to Lessen through its independent sales, marketing, or business development efforts; and
iii. The referral must be submitted in the form and manner designated by Lessen and must be acknowledged in writing by Lessen as received.
A referral shall not be deemed accepted unless and until Lessen confirms acceptance in writing. Lessen reserves the right, in its sole and absolute discretion, to approve or reject any referral for any reason or no reason.
2. Referral Bonus Structure
a. Standard Referral Bonus. Subject to these Terms, Subscriber may be eligible to receive a referral bonus in the amount of Two Hundred Dollars ($200) for each Active Referred Eligible Party (the “Standard Referral Bonus”).
i. For purposes of these Terms, an “Active Referred Eligible Party” means an Eligible Party that (i) enters into a valid, written agreement with Lessen for Lessen Pro; (ii) remains in good standing for at least three (3) consecutive full calendar months; and (iii) actively utilizes Lessen Pro during that period, including generating service requests, submitting work orders, processing payments, or otherwise engaging in meaningful platform activity, as determined by Lessen in its sole discretion. Lessen retains sole discretion to determine whether an Eligible Party qualifies as “Active,” including whether sufficient platform engagement has occurred.
ii. An Eligible Party shall not be deemed an Active Referred Eligible Party unless and until Lessen confirms in writing that all applicable requirements have been satisfied. Lessen’s determination of eligibility and qualification shall be final and binding.
iii. Each Eligible Party may be credited to only one referrer. If multiple parties submit the same Eligible Party, Lessen may apply reasonable, consistently applied rules (e.g., first received/accepted) to determine attribution.
b. Disqualification; No Bonus Earned. Notwithstanding the foregoing, no Standard Referral Bonus shall be earned or payable with respect to any Eligible Party that: (i) fails to complete onboarding to Lessen’s satisfaction; (ii) terminates, or is terminated by Lessen, for any reason within the first three (3) calendar months following activation; (iii) is delinquent in any payment obligation to Lessen at any time during the initial three (3) month period; or (iv) is otherwise determined by Lessen, in its sole discretion, not to qualify as an Active Referred Eligible Party. For clarity, referral bonuses are not earned at the time of referral submission or contract execution, and shall only be deemed earned, if at all, after satisfaction of all conditions set forth herein.
3. Performance Bonus Structure
a. Performance Bonus Structure. Subject to these Terms, Subscriber may be eligible to receive a performance bonus in the amount of One Thousand Dollars ($1,000) (the “Performance Bonus”) upon the successful referral of five (5) Active Referred Eligible Parties. Eligibility for the Performance Bonus is expressly conditioned upon the following:
i. Each of the five (5) referred entities must independently satisfy all requirements to qualify as an Active Referred Eligible Party under Section 2(a);
ii. All five (5) Active Referred Eligible Parties must achieve Active status within twelve (12) months following the date the first qualifying referral is submitted and accepted by Lessen; and
iii. Subscriber must remain in good standing with Lessen at all times through the date of payment.
For clarity, referral submissions that are rejected or later determined not to qualify as Active shall not count toward the five (5) required referrals.
b. Limitations. The Performance Bonus shall be earned each time Subscriber successfully refers five (5) Active Referred Eligible Parties in accordance with Section 3(a). For clarity, Subscriber may earn multiple Performance Bonuses, with one (1) Performance Bonus payable for each separate group of five (5) Active Referred Eligible Parties that satisfy all applicable requirements. Referrals may not be double-counted across bonus thresholds. The Performance Bonus may not be combined, stacked, or aggregated with any other promotional or incentive program unless expressly authorized by Lessen in writing. Lessen reserves the right to impose reasonable program caps or limitations upon written notice and amendment to these Terms.
c. Discretion; No Vested Rights. Lessen reserves the right, in its sole and absolute discretion, to modify, suspend, or terminate the Performance Bonus program (including eligibility criteria, qualification thresholds, and payment amounts) at any time. No Performance Bonus shall be deemed earned unless and until all conditions set forth herein have been satisfied and Lessen has confirmed eligibility in writing. Participation in the Program does not create any vested right to compensation.
4. Payment Terms. Referral Bonuses earned in accordance with Sections 2 and 3 shall be paid within thirty (30) days after Lessen confirms that all applicable eligibility requirements have been satisfied, including the completion of the required three (3) consecutive full calendar months of Active status. Subscriber must be in good standing with Lessen at the time of payment. Lessen may offset any Referral Bonus against amounts owed by Subscriber to Lessen. If any bonus is paid based on information later determined to be inaccurate, incomplete, or obtained in violation of these Terms, Lessen may recover the amount by offset, repayment request, or deduction from future bonus amounts to the extent permitted by law. Subscriber is solely responsible for any taxes arising from Referral Bonus payments, and Lessen may withhold payment until any reasonably requested tax documentation is provided. All payments shall be made using the payment method designated by Lessen. Lessen’s determination of eligibility and bonus calculations shall be final.
5. Reporting. Lessen shall have sole authority to track, determine, and report on referrals, Eligible Party status, Active qualification, and Referral Bonus eligibility. Lessen’s records and determinations regarding referral attribution, qualification, and bonus calculations shall be final and binding. Subscriber shall have no audit rights unless otherwise agreed in writing by Lessen.
6. Confidentiality. Subscriber may receive non-public information of Lessen that is confidential or proprietary (“Confidential Information”) in connection with the Program. Subscriber shall use Confidential Information solely for purposes of participating in the Program and for no other purpose, shall not disclose it to any third party without Lessen’s prior written consent (except to employees or representatives with a strict need to know who are bound by written confidentiality obligations at least as protective as those herein), and shall protect it using at least commercially reasonable care, but no less than the care Subscriber uses to protect its own confidential information of a similar nature.
Confidential Information excludes only information that Subscriber can demonstrate by written evidence: (i) becomes publicly available through no breach of these Terms; (ii) was lawfully known to Subscriber without restriction prior to disclosure; (iii) is lawfully received from a third party without breach of any obligation to Lessen; or (iv) is independently developed without use of or reference to the Confidential Information.
These obligations survive termination of the Program for two (2) years; trade secrets shall remain protected for so long as they qualify as trade secrets under applicable law. Subscriber acknowledges that any breach of this Section may cause irreparable harm to Lessen for which monetary damages would be inadequate, and that Lessen shall be entitled to seek injunctive or equitable relief without the requirement to post bond.
If disclosure is required by law, regulation, or court order, Subscriber may disclose only the minimum information legally required and, to the extent permitted by law, shall provide Lessen prompt advance written notice so Lessen may seek protective relief.
7. Intellectual Property. All rights, title, and interest in and to Lessen Pro, the Program, and all related trademarks, service marks, logos, and materials are owned exclusively by Lessen. Subscriber may not use Lessen’s name, trademarks, or marketing materials without Lessen’s prior written consent. No license is granted except as expressly provided herein.
8. Limitation of Liability. To the maximum extent permitted by law, neither party shall be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, or for any lost profits or revenues, arising out of or relating to the Program or these Terms, regardless of the theory of liability. Except for (i) a party’s breach of Section 6 (Confidentiality), (ii) a party’s intentional misconduct or fraud, or (iii) Subscriber’s indemnification obligations under Section 9, each party’s total liability for all claims related to the Program or these Terms will not exceed the total amount of referral bonuses actually paid to Subscriber under these Terms during the twelve (12) months immediately before the event giving rise to the claim. The parties agree these limitations are a core part of the allocation of risk under the Program. These limitations apply notwithstanding any failure of essential purpose.
9. Indemnification. Subscriber shall indemnify, defend, and hold harmless Lessen and its affiliates, and their respective officers, directors, employees, and agents, from and against any third-party claims, damages, losses, liabilities, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (i) Subscriber’s breach of these Terms; (ii) Subscriber’s violation of applicable law in connection with the Program; or (iii) Subscriber’s gross negligence, fraud, or willful misconduct.
10. Compliance. Subscriber represents and warrants that all referrals and related activities will comply with applicable laws, including anti-bribery, anti-kickback, unfair competition, and advertising laws. Subscriber shall not offer any incentive to an Eligible Party on behalf of Lessen without Lessen’s prior written approval. Subscriber will not represent that it is acting for Lessen, and will not offer rebates, side payments, or other benefits to any Eligible Party that are intended to influence a purchasing decision for Lessen Pro unless Lessen has approved the arrangement in writing in advance.
11. Privacy Policy. Any personal information provided in connection with the Program shall be handled in accordance with Lessen’s Privacy Policy, available at: https://www.lessen.com/legal/privacy-policy.
12. No Authority; Independent Contractor. Subscriber is an independent contractor and not an agent, partner, employee, joint venturer, or representative of Lessen. Subscriber has no authority to bind Lessen, make representations on Lessen’s behalf, or enter into agreements for or on behalf of Lessen. Subscriber shall not make any representations, warranties, or commitments concerning Lessen or Lessen Pro except as expressly authorized in writing by Lessen. Subscriber shall not use Lessen’s trademarks, brand features, or marketing materials in connection with referral outreach unless Lessen has provided prior written approval for the specific use.
13. Miscellaneous.
a. Governing Law. These Terms and any dispute arising out of or relating to the Program shall be governed by and construed in accordance with the laws of the State of Illinois, without regard to its conflict-of-law principles.
b. Venue; Jury Waiver. The parties agree that any action or proceeding arising out of or relating to these Terms or the Program shall be brought exclusively in the state or federal courts located in Cook County, Illinois, and each party hereby irrevocably submits to the personal jurisdiction of such courts. EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS OR THE PROGRAM.
c. Fraud; Bonus Withholding. Lessen may withhold, deny, or recover any Referral Bonus in the event of suspected fraud, abuse, manipulation, misrepresentation, or bad faith conduct related to the Program, as determined by Lessen in its sole discretion.
d. Assignment. Subscriber may not assign, delegate, or otherwise transfer its rights or obligations under these Terms without Lessen’s prior written consent. Any attempted assignment in violation of this Section shall be void.
e. Notices. Any formal notices required under these Terms must be in writing and delivered by personal delivery, nationally recognized overnight courier, certified mail (return receipt requested), or email to the address designated by the receiving party. Notices shall be effective upon receipt.
f. Severability. If any provision of these Terms is determined to be invalid, illegal, or unenforceable, such provision shall be modified to the minimum extent necessary to render it enforceable, and the remaining provisions shall remain in full force and effect.
g. Waiver. No waiver of any provision of these Terms shall be effective unless in writing and signed by the party granting the waiver. No failure or delay by either party in exercising any right under these Terms shall operate as a waiver of that right or any other right.
h. Entire Agreement. These Terms constitute the entire agreement between the parties regarding the Program and supersede all prior and contemporaneous discussions, agreements, or understandings relating to the subject matter hereof.
i. Modification; Suspension; Termination. Lessen may modify, suspend, or terminate the Program or these Terms at any time in its sole discretion. Continued participation in the Program following any modification constitutes acceptance of the updated Terms. Continued participation in the Program following the effective date of any modification constitutes acceptance of the updated Terms.