Introducer Agreement UK: Commission Terms & Key Clauses
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If you regularly connect buyers with sellers, investors with founders, or businesses looking for partners, you are probably generating value that deserves to be paid for. An introducer agreement (sometimes called a commission or finder's fee agreement) puts that arrangement in writing.
It sets out what counts as a qualifying introduction, how much you are owed when a deal completes, when payment falls due, and what happens if the relationship between the parties continues long after your initial introduction. Without a written contract, introducers often find themselves chasing goodwill rather than enforceable rights.
This page walks through what these agreements typically cover in England and Wales, where they tend to cause disputes, and the practical questions you should think about before signing or sending one.
What this document is
An introducer agreement is a commercial contract between a business (the payer) and an individual or company (the introducer) that sets out how the introducer will be paid for bringing opportunities to the business. The introducer does not usually sell, negotiate or sign deals on the payer's behalf.
Their role is more limited: to make a warm connection and, in some cases, facilitate the early conversations between the parties. These contracts are flexible by nature. Some are one-off, covering a single named introduction. Others are ongoing, allowing the introducer to bring a pipeline of prospects over months or years in exchange for a percentage of revenue generated.
The commercial terms can vary widely, from a fixed finder's fee paid on signature, to a tiered commission that rewards the introducer for the lifetime value of the client they brought in. Because the relationship sits outside agency law in most cases (the introducer is not authorised to bind the business), the contract itself is where rights and obligations live or die.
How to use this document
- Name the parties and the nature of the relationship clearly. Set out the full legal names, registered addresses and company numbers where relevant. State explicitly that the introducer is acting as an independent contractor, not an employee, agent or partner, so there is no confusion about tax, authority or liability further down the line.
- Define what counts as a qualifying introduction. This is the clause that causes the most arguments. Be specific about what the introducer must do to earn a fee: a named prospect, a warm introduction by email or meeting, a signed NDA, or a completed transaction. Vague wording here tends to favour whoever has the bigger legal budget.
- Agree the commission structure, rate and payment trigger. Decide whether the introducer earns a flat fee, a percentage of the deal value, a percentage of ongoing revenue, or some combination. Pin down exactly when the fee becomes payable: on contract signature, on first invoice, on cleared funds, or on completion of a milestone. Tie payment dates to a clear event.
- Cover the tail period and renewals. Introducers are often cut out when a client renews or does a second deal. A well drafted agreement specifies how long the introducer continues to earn fees on repeat business from an introduced client, and whether follow-on transactions with related entities also count.
- Deal with exclusivity, confidentiality, data protection and termination. Clarify whether the introducer can work with competitors, how confidential information is handled, how personal data of prospects is shared in line with UK GDPR, and the notice period for ending the arrangement. Include a clear provision for what happens to pending introductions if either party walks away.
Common questions
Q Is an introducer the same as an agent under UK law?
No, and the distinction matters. A commercial agent typically has authority to negotiate or conclude contracts on behalf of a principal and may fall within the Commercial Agents Regulations, which can give them significant rights on termination. An introducer usually just makes connections and has no authority to bind the business. A well drafted agreement makes this distinction explicit to avoid unwanted regulatory consequences.
Q How much commission is standard for an introducer?
There is no fixed market rate. Commission varies by sector, deal size and how much work the introducer actually does. Single-touch introductions in professional services often sit in the low single-digit percentages, while introductions that lead to investment rounds or long client relationships can attract higher rates or ongoing trail fees. The right number is whatever both sides agree reflects the value created.
Q When does the introducer actually get paid?
That depends entirely on what the contract says. Sensible agreements tie payment to a clear, verifiable event such as the payer receiving cleared funds from the introduced customer. Paying on contract signature can leave the payer out of pocket if the customer defaults. Paying only on full project completion can leave the introducer waiting months. Aligning the trigger with cash received is usually the fairest middle ground.
Q What happens if the introduced client renews or buys again?
This is the tail clause, and it is worth negotiating carefully. Some agreements pay commission only on the first contract. Others pay a reducing percentage over two or three years of renewals. Others pay for the lifetime of the client. Without an explicit clause, disputes are common when a small first deal grows into a long-term account over time.
Q Do I need to register an introducer agreement anywhere?
No, introducer agreements are private commercial contracts and do not need to be filed with Companies House or any regulator. However, if the introductions relate to regulated activities such as consumer credit, insurance mediation or investment business, the introducer themselves may need FCA authorisation or an appointed representative arrangement. Check the regulatory position before signing anything in a regulated sector.
Q Can an introducer agreement be verbal?
In theory yes, an oral contract can be binding, but in practice verbal arrangements are a recipe for disputes. Memories differ, emails get lost, and the person who made the promise often moves on. If there is any meaningful money at stake, put it in writing and have both sides sign. A short written agreement is far cheaper than litigating over a handshake deal.
Q What if the payer refuses to pay after the introduction succeeds?
Your first step is usually a clear written demand referencing the contract and the qualifying introduction. If that fails, the dispute becomes a contractual claim, typically in the County Court for smaller sums. The strength of your position will depend heavily on how tightly the agreement defined the qualifying introduction and the payment trigger, which is why the drafting stage is so important.
Sources
This guide is based on primary UK law and official guidance.
- LegislationCommercial Agents (Council Directive) Regulations 1993legislation.gov.uk
- Official SourceUK GDPR and data protection guidance (ICO)ico.org.uk
- Official SourceFCA Handbook – appointed representatives and introducershandbook.fca.org.uk
- Guidance · UK GovMake a court claim for moneygov.uk
Legal disclaimer
This article is for general information only. It is a tool to help you find your way — not legal advice, and not a substitute for speaking to a qualified adviser about your situation.