HOW THIS AGREEMENT IS ACCEPTED: This Agreement is accepted electronically. By completing the IT Pros Referral Partner Application at itprosphilly.com/partners and checking the box confirming “I have read and agree to the Referral Partner Agreement,” the applicant (the “Partner”) agrees to be legally bound by every term and condition set forth in this document. No handwritten signature is required. The timestamp and submission record captured by Google Forms at the time of the Partner’s application constitute the binding execution date of this Agreement.

Section 1 — Parties

IT Pros, led by T. Brad Kielinski, Founder & CEO (“Company”), and the individual or entity who submitted the IT Pros Referral Partner Application Form and electronically accepted these terms (“Partner”) enter into this non-exclusive Referral Partner Agreement (“Agreement”) effective as of the date of the Partner’s form submission.

The Partner’s identity is established by the information provided in the Application Form, including Full Name, Email Address, Company or Organization, LinkedIn Profile URL, and Network Description. The email address submitted in the form serves as the Partner’s official notice address for all communications under this Agreement.

Section 2 — Services Covered

This Agreement covers referrals to the following IT Pros service lines:

•Tech Talent Hiring — Contingent, Retained, and Executive Search for technology professionals.

•Outplacement Services — Career transition support for departing tech employees.

•1:1 Job Search Coaching — Personalized coaching for individual job seekers across all plan types.

Section 3 — Referrals

3.1 Referral Methods. Valid referrals must be submitted via one of the following channels only: in-person introduction at a professional event or meeting; email introduction with the Company copied or notified; or LinkedIn direct message introduction.

3.2 Qualified Referral. A referral is a “Qualified Referral” when all three of the following conditions are met: (1) the referred prospect signs a paid agreement with the Company within 90 days of the referral date; (2) the prospect pays their initial invoice; and (3) the prospect was not a prior or existing IT Pros client at the time of referral. The Company confirms qualification and notifies the Partner via email.

Section 4 — Compensation

The Company shall pay the Partner a fixed referral fee for each Qualified Referral as follows:

Service Type	Referral Fee	Paid After
Employer — Successful Tech Hire (all search types)	$5,000	Applicable guarantee period expires without refund or replacement
Outplacement (per employee enrolled)	$250	Full payment secured under 15-day terms
Job Seeker Coaching Signup (all plan types)	$150	Initial payment secured under 15-day terms

Guarantee periods for employer placements: Contingent Search — 90 days; Retained Search — 6 months; Executive Search — 1 year. Each successful hire from the same employer, and each outplacement employee enrolled from the same company, constitutes a separate Qualified Referral earning a separate fee.

Section 5 — Payment Terms

Referral fees are paid monthly via ACH, Venmo, or Stripe within 30 days of the applicable trigger event. The Partner must submit an invoice with email confirmation as proof of the Qualified Referral. The Company processes payment following verification. The Company will issue an IRS Form 1099 for any calendar year in which total fees paid to the Partner exceed $600. The Partner is solely responsible for all applicable taxes.

Section 6 — Term and Termination

This Agreement commences on the date of the Partner’s form submission and continues for an initial term of 12 months, auto-renewing for successive 12-month periods unless either Party provides 30 days’ written notice of non-renewal. Either Party may terminate without cause on 30 days’ written notice. The Company may terminate immediately for cause, including material breach, misrepresentation, or violation of the protections in Section 7. All fees owed for Qualified Referrals established before the termination date will be honored and paid per the schedule in Section 4.

Section 7 — Protections and Obligations

7.1 Confidentiality. The Partner shall keep confidential all proprietary information disclosed by the Company, including client identities, pricing, and business strategies. This obligation does not apply to information that is publicly known through no fault of the Partner, was already known to the Partner prior to disclosure, or is required to be disclosed by law, provided the Partner gives prompt prior written notice to the Company.

7.2 Independent Contractor. The Partner is an independent contractor. This Agreement does not create a partnership, joint venture, agency, or employment relationship. The Partner has no authority to bind the Company to any obligation.

7.3 Non-Solicitation. During the term and for 1 year following termination, the Partner shall not directly or indirectly solicit any employee, client, candidate, or contractor of the Company to terminate or reduce their relationship with the Company.

7.4 Non-Competition. During the term and for 1 year following termination, the Partner shall not engage in, own, manage, consult for, or contribute to any business that directly competes with IT Pros’ core services — including tech talent recruitment, outplacement, or job search coaching — within the Greater Philadelphia region.

7.5 Indemnification. The Partner agrees to indemnify and hold harmless the Company and its officers, directors, employees, and agents from any claims, damages, costs, and expenses arising from the Partner’s breach of this Agreement, negligent or intentional acts, or misrepresentation to a referred prospect.

7.6 Audit Rights. The Company may audit the Partner’s referral records upon reasonable written notice to verify compliance with this Agreement.

Section 8 — Governing Law

This Agreement is governed by the laws of the Commonwealth of Pennsylvania. Any legal action shall be brought exclusively in the state or federal courts of Chester County, Pennsylvania, and both Parties consent to the jurisdiction and venue of those courts.

Section 9 — General Provisions

This Agreement, together with the Partner’s submitted Application Form, constitutes the entire agreement between the Parties on its subject matter and supersedes all prior discussions or representations. The Company may update these terms and will notify the Partner via the email address on file; continued participation following notice constitutes acceptance. If any provision is found invalid or unenforceable, the remaining provisions remain in full force. No waiver of any right under this Agreement shall be effective unless in writing.

Section 10 — Electronic Acceptance

This Agreement is executed electronically. Submission of the IT Pros Referral Partner Application Form at itprosphilly.com/partners, combined with the Partner’s affirmative selection of the checkbox confirming “I have read and agree to the Referral Partner Agreement,” constitutes the Partner’s valid, binding, and enforceable electronic signature under the Electronic Signatures in Global and National Commerce Act (E-SIGN Act, 15 U.S.C. § 7001 et seq.) and the Pennsylvania Electronic Transactions Act (73 P.S. § 2260.101 et seq.).

The Google Forms submission record — including the Partner’s name, email address, and timestamp — serves as the official execution record of this Agreement. The Company’s written approval of the Partner’s application via email to the address provided in the form constitutes the Company’s acceptance and completes the formation of this Agreement.

No handwritten or wet signature is required from either Party.

IT Pros · Philadelphia, PA · itprosphilly.com/partners

Questions? Contact us via the website or reach out to Brad directly on LinkedIn.