LEAD REFERRAL AGREEMENT
This Lead Referral Agreement (the "Agreement") is between LM Ventures LLC, a Minnesota limited liability company doing business as Raleigh Garage Door SOS ("SOS," "we"), and the company named in Partner's application to SOS (legal name, entity type, and address as stated there) ("Partner," "you"). It starts on the date Partner accepts this Agreement electronically on SOS's partner signup page (the "Start Date").
1. What SOS does. SOS runs raleighgaragedoorsos.com, where homeowners request garage door service, and sends those requests to Partner. SOS is a referral service only. It does not perform, schedule, price, supervise, or guarantee any work.
2. Service Area and exclusivity. The "Service Area" is the ZIP codes Partner requests in its application that SOS later confirms in writing (email counts) as Partner's exclusive area. The parties can change the list in writing, and email counts. While this Agreement is in effect, SOS will send every Lead from the Service Area to Partner only, and will not sell or give it to any other garage door company. Partner may pause deliveries by written notice. Leads received during a pause are not billed.
3. What counts as a Lead. A "Lead" is a request submitted through SOS's website form by a person seeking garage door repair, installation, or service at a property in the Service Area. It includes at least a name, a phone number, a ZIP code or address, and a short description. [Optional: a phone call forwarded to Partner through an SOS phone number also counts as a Lead.] An "Emergency Lead" is one where the person marks the request as urgent or emergency, or describes an urgent problem: door stuck open or closed, broken spring or cable, vehicle trapped, or home not secure. Every other Lead is a "Standard Lead."
4. How Leads are delivered. SOS sends each Lead automatically, by email and SMS text, to the contacts Partner lists in its application (or later updates in writing), as soon as it is submitted. Each Lead shows whether the person checked the call/text consent box, plus the consent version they saw.
5. Pricing. At signup Partner chooses one plan: (a) Pay per Lead: $55 per Standard Lead and $95 per Emergency Lead; or (b) Monthly: $1,000 per calendar month for up to 20 Leads. Leads over 20 in a month are billed at $50 each (or Partner may ask SOS in writing to stop at 20). Unused Leads don't roll over, and a partial month is prorated. Partner can switch plans starting the next calendar month by written notice. SOS can change prices only with 30 days' written notice. If SOS offers only one plan at signup, that plan applies.
6. Free trial. The first 3 Leads delivered to Partner are free (Standard or Emergency), and Partner has no obligation to continue after them. Billing starts with the 4th Lead. On the Monthly plan, billing starts on the first day of the month after the trial ends, prorated if it starts mid-month.
7. Credits for invalid Leads. Partner gets a credit (or a refund if no further invoice is due) for any Lead that: (a) has a wrong or disconnected phone number, with no other working contact information; (b) is for a property outside the Service Area; (c) duplicates a Lead (same person, phone, or address) that SOS delivered to Partner in the previous 30 days; or (d) isn't a request for garage door work (for example spam, a sales pitch, a job seeker, or gate-only or window work). Partner must claim the credit by email within 72 hours of delivery and give a short reason. SOS will review claims in good faith and reply within 3 business days. A Lead is not invalid just because the person didn't answer, hired someone else, was price shopping, or cancelled, or because Partner couldn't respond in time.
8. Billing and payment (Stripe). Partner will keep a valid payment method on file with SOS's payment processor (Stripe). At signup (or after SOS approves Partner), Partner starts a Stripe subscription for the chosen plan (Pay per Lead or Monthly). For Pay per Lead, Standard and Emergency Leads after the free trial are reported to Stripe as they are delivered, and Stripe bills them automatically when each billing month closes. For the Monthly plan, the $1,000 subscription fee is charged on the monthly cycle, and overage Leads (over 20) are billed the same way. Credits under Section 7 will be applied as a Stripe credit or refund. If a payment fails or an amount stays unpaid, SOS may pause Lead delivery until payment succeeds. Partner authorizes SOS to charge the payment method on file for amounts due under this Agreement.
9. Partner is responsible for the work. Partner is solely responsible for all work it performs or offers, including quotes, pricing, workmanship, warranties, permits, safety, its employees and subcontractors, and customer disputes. Partner will hold every license, registration, and permit the law requires, and will carry commercial general liability insurance of at least $1,000,000 per occurrence and $2,000,000 aggregate, plus workers' compensation where required. Partner will provide proof of insurance on request. Partner is an independent contractor / independent business: this Agreement does not create a partnership, joint venture, employment, or agency relationship. SOS will not withhold taxes or provide employee benefits (vacation, sick leave, retirement, workers' compensation, unemployment, or health insurance) for Partner. Partner is solely responsible for its own taxes and filings arising from fees paid under this Agreement. Partner will not suggest that SOS performs or guarantees the work.
10. Contacting consumers (TCPA and opt-outs). Partner will contact each person only about the request they submitted, and only in the ways their consent allows. (a) If the person checked the call/text consent box, Partner may call and text about the request as that consent allows, and will identify itself by name. (b) If the box was not checked, Partner may make only live, manually dialed calls: no texts, no autodialed calls, and no prerecorded or artificial/AI-voice messages, unless the person later gives that consent directly to Partner. (c) No marketing or unrelated offers without separate consent. (d) Partner will honor every opt-out ("STOP," "don't call me," and similar) promptly and within the time the law requires, and will tell SOS within 1 business day. (e) Partner will follow the TCPA, the FTC Telemarketing Sales Rule, N.C. Gen. Stat. 75-100 et seq., Do Not Call rules, calling-hour limits, and carrier texting rules. Partner is responsible for its own calls and texts, and will defend and indemnify SOS against claims arising from Partner's contacts with consumers, its work, or its violation of law.
11. Partner's name in the consent text. Partner allows SOS to display Partner's exact legal name (and d/b/a, if any) on the website's request form and consent text as the company that receives requests and may contact the consumer. Partner confirms that the legal name in its application is exact, and will give SOS at least 7 days' written notice before any name change. After termination, SOS will remove Partner's name from the form for new submissions within 2 business days and keep records of past consents. SOS will not use Partner's logo without permission.
12. No guarantee of volume. The website is new. SOS does not promise any number, frequency, or quality of Leads, or that any Lead will become a job.
13. Term and ending the Agreement. There is no long-term contract. This Agreement runs month to month from the Start Date until either party ends it with 7 days' written notice (email counts). SOS may end it immediately if Partner breaks Section 10 or the law, or doesn't pay. Partner pays for Leads delivered through the end date. On the Monthly plan, the final month's fee is prorated. Sections 7 through 11 and 14 through 16 survive termination as needed.
14. Confidentiality. Each party will keep the other's non-public business information (such as pricing, Lead volume, and terms) confidential. Partner will use consumer information only to respond to that consumer's request and to perform and document any resulting job. Partner will protect that information with reasonable safeguards and will not sell, share, or transfer it. Information that is public or independently known is not confidential. Money damages may not be enough for a breach of this section; either party may seek injunctive or other equitable relief in addition to other remedies.
15. Limitation of liability; indemnification. SOS provides Leads "as is." Neither party is liable for indirect, incidental, special, or consequential damages, or for lost profits. SOS's total liability under this Agreement will not exceed the fees Partner paid SOS in the 3 months before the claim. These limits don't apply to Partner's indemnity obligations, a breach of Section 14, or amounts owed under Sections 5 through 8. Partner will defend and indemnify SOS against claims arising from Partner's work, consumer contacts, or violation of law. SOS will defend and indemnify Partner against claims arising from SOS's gross negligence or willful misconduct in operating the website or delivering Leads, except to the extent caused by Partner.
16. General. Minnesota law governs this Agreement, without regard to conflict-of-law rules. Venue is in the state or federal courts located in Hennepin County, Minnesota. This is the entire agreement. Changes must be in writing and accepted by both parties; email counts. Notices go to the emails in Partner's application (and SOS's support email for the brand). Neither party may assign this Agreement without the other's consent, except to a successor of its business. If any part is unenforceable, the rest still applies. Electronic acceptance (checkbox plus typed name), electronic signatures, and counterparts are valid.
Version: v1-2026-10-06