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Referrals Program Terms and Conditions

Effective date: April 1, 2025

  1. AGREEMENT OVERVIEW
    1. These Terms and Conditions ("Terms") constitute a legally binding agreement between Cyfenders Consulting LLC ("Company," "we," "us," or "our") and the individual or entity ("Referrer," "you," or "your") participating in our Cybersecurity Consulting Referral Program ("Program").
    2. By submitting a referral or otherwise participating in the Program, you acknowledge that you have read, understood, and agree to be bound by these Terms.
    3. We reserve the right to modify these Terms at any time. Any modifications will be effective immediately upon posting the updated Terms on our website. Your continued participation in the Program following any modifications constitutes your acceptance of the revised Terms.
  2. ELIGIBILITY REQUIREMENTS
    1. To participate in the Program, Referrers must:
      • Be a United States citizen or legal resident, or a company organized under the laws of and based in the United States
      • Be at least 18 years of age
      • Have a valid email address and contact information
      • Complete any required registration process
      • Comply with all applicable laws and regulations
      • Not be an employee of Cyfenders Consulting LLC unless specifically permitted under our employee referral policy
    2. Cyfenders Consulting LLC reserves the right to determine eligibility for participation in the Program at its sole discretion.
    3. Referrers must disclose any potential conflicts of interest, including but not limited to relationships with competitors, clients, or vendors.
    4. Government employees and officials may be prohibited from participating in the Program or receiving compensation under applicable laws and regulations. It is your responsibility to ensure compliance with all applicable ethics rules and regulations.
  3. QUALIFIED REFERRALS
    1. A "Qualified Referral" is defined as:
      • A potential client that is not already in our sales pipeline or database
      • Has not been referred by another person within the previous six (6) months
      • Has not been in contact with us regarding our services within the previous six (6) months
      • Is not a current or former client of Cyfenders Consulting LLC
      • Is not a business for which Cyfenders Consulting LLC provides services through an intermediary, reseller, partner, or other third-party arrangement
      • Has given permission to be contacted by Cyfenders Consulting LLC
      • Has legitimate business needs that align with our service offerings
    2. All referrals must be submitted through our official referral channels, including email to designated contacts, or to referrals@cyfenders.com.
    3. Required referral information includes:
      • Business name
      • Primary contact name and title
      • Contact information (email address and/or phone number)
      • Brief description of cybersecurity needs (if known)
      • Your relationship to the referred party
    4. Cyfenders Consulting LLC reserves the right to reject any referral that does not meet our qualification criteria or business standards.
    5. In multi-level referral situations (where Person A refers Person B who then refers Client C), the first-touch attribution rule applies. Only the first person in the referral chain (Person A in this example) who ultimately leads to a signed client agreement is eligible for the referral reward. This applies regardless of the number of intermediaries in the referral chain.
    6. For clarity, any business that receives Cyfenders Consulting LLC's services indirectly through an intermediary, reseller, partner, managed service provider, or similar third-party arrangement is considered an existing client for the purposes of this Program. Referrals to such businesses are not eligible for compensation under this Program, even if Cyfenders Consulting LLC does not have a direct contractual relationship with that business.
    7. Referral Notification Process:
      • Cyfenders Consulting LLC will review all submitted referrals within ten (10) business days of submission
      • Cyfenders Consulting LLC will notify the Referrer via email whether their referral is considered valid or invalid under this Program
      • If invalid, Cyfenders Consulting LLC will provide a brief explanation of why the referral does not qualify
      • Cyfenders Consulting LLC will make reasonable efforts to keep Referrers informed about the status of their referrals, including whether a referred prospect has become a client
      • Referrers are responsible for ensuring Cyfenders Consulting LLC has their current contact information
      • Failure to receive notifications due to outdated contact information or technical issues does not extend any deadlines or create additional obligations for Cyfenders Consulting LLC
  4. COMPENSATION STRUCTURE
    1. For each Qualified Referral that becomes a paying client, Referrer will receive compensation according to the following structure:
      • Year 1: 10% of all collected revenue from the referred client
      • Year 2: 5% of all collected revenue from the referred client
      • Year 3 and beyond: No additional compensation
    2. "Collected Revenue" is defined as the total amount paid by the referred client for Cyfenders Consulting LLC's services, minus any refunds, chargebacks, or adjustments.
    3. Compensation will be calculated and paid as follows:
      • First payment: 10% of all collected revenue from the referred client during the first 6 months of services, paid within 15 business days after the 6-month anniversary of the client's service start date
      • Second payment: 10% of all collected revenue from the referred client during months 7-12 of services, paid within 15 business days after the 12-month anniversary of the client's service start date
      • Third payment: 5% of all collected revenue from the referred client during months 13-18 of services, paid within 15 business days after the 18-month anniversary of the client's service start date
      • Fourth payment: 5% of all collected revenue from the referred client during months 19-24 of services, paid within 15 business days after the 24-month anniversary of the client's service start date
      • No additional payments will be made after the 24-month period
    4. Cyfenders Consulting LLC reserves the right to modify the compensation structure with 30 days' written notice to active Referrers.
    5. No compensation will be paid for referrals that do not result in a signed service agreement or for clients who terminate services before payment is collected.
    6. If multiple Referrers submit the same potential client, compensation will only be paid to the first Referrer who submitted the qualified referral.
  5. PAYMENT TERMS
    1. All Referrers must complete and submit a valid IRS Form W-9 (Request for Taxpayer Identification Number and Certification) within six (6) months of the date their referred client signs a service agreement with Cyfenders Consulting LLC. Failure to provide valid tax documentation within this timeframe will result in the forfeiture of all referral compensation for that referral.
    2. Payments will be made via the payment method determined by Cyfenders Consulting LLC in its sole discretion. Cyfenders Consulting LLC reserves the right to change payment methods at any time without prior notice.
    3. Cyfenders Consulting LLC reserves the right to withhold payment if:
      • Required tax documentation has not been provided
      • The Referrer has violated any terms of this Agreement
      • The referred client has not paid their invoices
      • The referred client has terminated their relationship with Cyfenders Consulting LLC or expressed an intent to terminate the relationship
      • Legal restrictions prevent payment
    4. Cyfenders Consulting LLC will issue appropriate tax documentation (e.g., 1099-MISC for U.S. persons) as required by law.
    5. Referrers are responsible for reporting and paying all applicable taxes on compensation received through the Program.
  6. PROGRAM TERM
    1. The Program will continue until terminated by Cyfenders Consulting LLC.
    2. Cyfenders Consulting LLC reserves the right to modify or terminate the Program at any time, with or without notice.
    3. Upon termination of the Program, Cyfenders Consulting LLC will honor compensation for Qualified Referrals that became clients prior to termination, according to the compensation structure in effect at the time of referral.
    4. Individual Referrers may be removed from the Program at Cyfenders Consulting LLC's sole discretion for violations of these Terms.
  7. MARKETING AND PROMOTION
    1. Referrers may promote the Program or our services through:
      • Direct personal communications
      • Professional networks
      • Social media accounts owned by the Referrer
      • Appropriate business communications
    2. Referrers may NOT promote the Program or our services through:
      • Spam emails or unsolicited communications
      • Deceptive or misleading practices
      • Websites, accounts, or materials that contain illegal, offensive, or inappropriate content
      • Methods that violate the terms of service of any platform or service
      • Methods that violate any applicable laws or regulations
      • Any representation that the Referrer is an employee, partner, or official representative of Cyfenders Consulting LLC
    3. Referrers must clearly disclose their participation in the Program and potential financial benefit when making referrals, in accordance with applicable laws and regulations, including Federal Trade Commission guidelines.
    4. Cyfenders Consulting LLC may provide marketing materials for use by Referrers. These materials may not be modified without written permission.
    5. Referrers may not use Cyfenders Consulting LLC's name, logo, trademarks, or other intellectual property without prior written approval.
  8. CONFIDENTIALITY
    1. Referrers may receive confidential information about Cyfenders Consulting LLC, including but not limited to pricing, client information, business practices, and proprietary methodologies ("Confidential Information").
    2. Referrers agree to:
      • Maintain the confidentiality of all Confidential Information
      • Use Confidential Information only for purposes directly related to the Program
      • Not disclose Confidential Information to any third party without prior written consent
      • Take reasonable measures to protect Confidential Information
      • Return or destroy all Confidential Information upon request or termination of participation
      • Sign a non-disclosure agreement ("NDA") if required by Cyfenders Consulting LLC (at its sole discretion)
    3. These confidentiality obligations survive termination of participation in the Program.
    4. All information about referrals, including compensation amounts, is considered Confidential Information.
  9. DATA PRIVACY
    1. Cyfenders Consulting LLC will collect and process personal data in accordance with our Privacy Policy, available at https://www.cyfenders.com/privacypolicy.
    2. By submitting referral information, Referrers warrant that they have obtained appropriate consent from the referred party to share their contact information with Cyfenders Consulting LLC.
    3. Cyfenders Consulting LLC may use personal data collected through the Program for:
      • • Managing the Program
      • • Processing payments
      • • Contacting referred parties
      • • Marketing our services
      • • Complying with legal obligations
    4. Referrers have the right to access, correct, or request deletion of their personal data in accordance with applicable laws.
  10. LEGAL COMPLIANCE
    1. Anti-Bribery and Corruption: Referrers must comply with all applicable anti-bribery and anti-corruption laws. Referrers may not offer, promise, or provide anything of value to any person for the purpose of improperly influencing a business decision.
    2. Export Controls: Referrers must comply with all applicable export control laws and regulations.
    3. Data Protection: Referrers must comply with all applicable data protection and privacy laws.
    4. Industry-Specific Regulations: Referrers must comply with any industry-specific regulations that may apply to Cyfenders Consulting LLC's services or the referred clients' industries.
    5. Ethical Standards: Referrers must maintain high ethical standards and must not engage in any activities that could harm Cyfenders Consulting LLC's reputation or business interests.
  11. REPRESENTATIONS AND WARRANTIES
    1. Referrer represents and warrants that:
      • They have full legal authority to enter into this Agreement
      • Their participation in the Program does not violate any other agreements or obligations
      • All information provided to Cyfenders Consulting LLC is accurate and complete
      • They will comply with all applicable laws and regulations
      • They have obtained appropriate consent from referred parties
      • They will disclose their participation in the Program as required by law
    2. Cyfenders Consulting LLC makes no representations or warranties regarding the Program, including but not limited to the availability of the Program, the likelihood of referrals resulting in business, or the amount of compensation that may be earned.
  12. LIMITATION OF LIABILITY
    1. In no event shall Cyfenders Consulting LLC be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to lost profits, lost data, or business interruption, arising out of or in connection with the Program, even if Cyfenders Consulting LLC has been advised of the possibility of such damages.
    2. Cyfenders Consulting LLC's total liability for any claims arising out of or in connection with the Program shall not exceed the amount of compensation paid to Referrer in the twelve (12) months preceding the claim.
  13. INDEMNIFICATION
    1. Referrer agrees to indemnify, defend, and hold harmless Cyfenders Consulting LLC and its officers, directors, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising from or relating to:
      • Referrer's participation in the Program
      • Referrer's breach of these Terms
      • Referrer's violation of any law or regulation
      • Referrer's misrepresentation or false statement
      • Any claim brought by a referred party related to Referrer's activities
  14. RELATIONSHIP OF PARTIES
    1. The relationship between Cyfenders Consulting LLC and Referrer is that of independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, franchise, sales representative, or employment relationship.
    2. Referrer has no authority to bind Cyfenders Consulting LLC to any agreements or make any representations on behalf of Cyfenders Consulting LLC.
    3. Referrer is solely responsible for all expenses incurred in connection with participation in the Program.
  15. DISPUTE RESOLUTION
    1. Any dispute arising out of or relating to the Program or these Terms shall be resolved through:
      • Informal negotiation, to be initiated by written notice
      • If not resolved within 30 days, mediation in the State of Illinois under the rules of the American Arbitration Association
      • If not resolved within 60 days of commencing mediation, binding arbitration in the State of Illinois under the rules of the American Arbitration Association
    2. The arbitrator’s award will be final, and judgement may be entered upon it by any court having proper jurisdiction.
  16. GOVERNING LAW
    1. These Terms shall be governed by and construed in accordance with the laws of the State of Illinois, without regard to its conflict of law principles.
  17. MISCELLANEOUS
    1. Assignment: Referrer may not assign or transfer these Terms or any rights or obligations hereunder without Cyfenders Consulting LLC's prior written consent. Cyfenders Consulting LLC may assign these Terms without Referrer's consent.
    2. Entire Agreement: These Terms constitute the entire agreement between the parties regarding the Program and supersede all prior or contemporaneous agreements, understandings, and communications.
    3. Severability: If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced.
    4. No Waiver: Cyfenders Consulting LLC's failure to enforce any right or provision of these Terms shall not be deemed a waiver of such right or provision.
    5. Force Majeure: Neither party shall be liable for any failure or delay in performance due to circumstances beyond its reasonable control.
    6. Survival: Sections regarding Confidentiality, Data Privacy, Limitation of Liability, Indemnification, Dispute Resolution, and any other provisions that by their nature should survive termination shall survive termination of these Terms.
    7. Notices: All notices shall be in writing and sent to the addresses provided during registration or subsequently updated in writing.
  18. CONTACT INFORMATION

    For questions about the Program or these Terms, please contact:
    Cyfenders Consulting LLC Attn: Referral Program Administrator, 655 Deerfield Rd Ste. 100-135, Deerfield, IL 60015, or via email at referrals@cyfenders.com.

By participating in the Program, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.

Last Updated: April 1, 2025