A creative partnership, clearly defined.
These are the proposed terms of a business-to-business Referral & Creative Collaboration Agreement. The signed version will identify both legal parties and their authorised representatives.
Founded and creatively directed by Diana Ponomarew
Contracting entity to be verified in the signing record
South Asian destination wedding planning
Registered entity and signatory to be verified in the signing record
Referral & Creative Collaboration Agreement
By executing the final electronic agreement, the identified Studio and Planner intend to be bound by the following terms. This online version is an unsigned draft for legal and commercial review; viewing it does not constitute acceptance.
01 Definitions and appointment
- “Studio” means the legal entity or sole proprietor operating under the trade name LIA ARMONÍA, identified in the executed signing record. “Planner” means the duly registered business operating under the trade name Vivah Portugal, identified in that same record. The signing representative for each party warrants authority to bind it.
- This is a business-to-business referral and creative cooperation agreement. It is not a contract with the family, does not obligate a family to hire either party, and does not automatically appoint or fund the Studio to produce design.
02 Lead registration and acceptance
- The Studio submits a proposed referral identifier to the Planner in writing. Before any identifying information is transferred, the family is appropriately informed and has authorised the introduction. The Planner confirms acceptance of the referred lead in writing.
- A lead is not accepted if, within five business days of proposed registration and before the introduction, the Planner supplies reasonable written evidence of an active pre-existing relationship with that prospect. No silence-based acceptance is presumed.
- Accepted leads are protected where the family signs a paid planning agreement with the Planner or a controlled affiliate within twelve months of lead acceptance. Earned commission survives expiry or termination.
03 Referral commission and excluded amounts
- For every qualifying accepted referred lead, the Planner owes the Studio ten percent (10%) of net professional wedding-planning, event-management and coordination fees actually received and retained from that client under the planning agreement.
- The calculation excludes VAT or similar taxes, pass-through third-party vendor charges at cost, venue hire, guest accommodation, refunded amounts, and fees payable for separate LIA ARMONÍA design services. An identifiable planning component of a bundled package remains included. Neither party may reclassify planning fees or divert them through a controlled affiliate to circumvent the agreed commission.
- No commission is earned from a family booking an unrelated alternative planner or from proposals that never become a paid planning contract.
04 Notification, invoice and payment
- The Planner informs the Studio within five business days after signing the referred family's planning contract and after each receipt of eligible planning fees; the notice includes the received amount, currency, date and calculation of the corresponding commission, with reasonable supporting evidence if requested.
- The Studio issues a legally valid commission invoice to the Planner. The commission is payable by bank transfer within seven calendar days after both cleared eligible planning funds and the corresponding invoice have been received. Each planning instalment triggers a proportional commission instalment.
- Payments are settled in EUR to the bank account nominated on the Studio's invoice. For other invoice currencies the executed agreement must specify a verifiable agreed conversion method, proposed to be the ECB reference exchange rate on each client-payment date. Tax, withholding, invoicing and VAT treatment follow applicable law. The fee itself is not guaranteed to be automatically paid by this portal.
- Any actual refunded planning amounts may be reconciled against later commission instalments with itemised documentation. Undisputed sums remain payable on time; disputes are communicated promptly and dealt with in good faith.
05 Creative collaboration and design first
- The Planner may introduce LIA ARMONÍA as the proposed independent design and creative direction studio, but neither party promises that the family will purchase design services. Design scope, dates, fees, approval process, revisions, licensing and cancellation terms must be agreed in a distinct signed design contract or design work order.
- Preferred payment model: the family contracts directly with and pays LIA ARMONÍA for its design. An alternative, only by separate written order, is for the Planner to commission and pay the Studio as an independent subcontractor at an agreed fixed fee; in that case payment milestones are owed by the Planner irrespective of the family's later payment performance.
- Design production begins only after the separate design contract is effective, the required initial deposit clears, and the venue's relevant measurements, budgets and site restrictions are available. The Studio then leads concept development for family approval before detailed décor fabrication. The Planner and technical vendors may provide feasibility input earlier; the Planner remains responsible for site execution, safety, permitting and contracted suppliers.
- Material departures from the approved creative direction will be discussed with the Studio and family, except urgent safety or legal compliance changes, which must be documented and notified as promptly as practicable. No third-party use or reproduction of Studio work is authorised unless separately licensed.
06 Confidentiality, personal data and disclosure
- Both parties shall protect nonpublic client, pricing, commercial and creative information and use it only for authorised work. Confidentiality does not prevent disclosures required by law, to professional advisers under confidentiality or to the referred client where transparency is appropriate.
- Before sharing a lead, the Studio ensures an appropriate lawful basis and privacy notice or permission for the intended introduction; each independent business handles personal data under applicable privacy law and reasonable security controls. The parties will put additional data protection terms in place if their actual processing roles require them.
- The Studio shall make the existence of its planner-paid referral relationship transparent to the family before an introduction. No undisclosed referral surcharge may be added to the family's planning fee.
07 Independent businesses and non-exclusivity
- Neither party is an employee, agent, fiduciary, joint venture partner or legal representative of the other. Neither can bind the other in a contract or quote the other's fees without express authority.
- This relationship is non-exclusive. The Studio may refer other clients elsewhere, the Planner may serve other clients, and the family remains free to select its preferred providers. Neither party guarantees a minimum number of referrals or design bookings.
08 Term, changes and dispute resolution
- This agreement takes effect only when executed by both authorised parties and continues until terminated on fourteen days' written notice. Termination stops new registrations but does not cancel accrued fees or protections for previously accepted leads.
- Amendments and fee exceptions require mutual written agreement. If any provision is held unenforceable, the remaining provisions remain effective to the extent permissible. This agreement replaces earlier discussions only in respect of its subject and does not replace a separate client-facing design or planning agreement.
- Proposed governing law: Portugal. Proposed forum: competent courts of Lisbon, Portugal, to the extent valid under applicable mandatory law. The parties will first attempt good-faith resolution after written notice for twenty business days. Legal counsel should confirm the appropriate forum and enforceability given the Studio's true domicile and business structure.
- Contractual notices are sent to the legal and email addresses contained in the executed signature record. The final signed and dated version and its electronic-signature completion certificate together evidence the executed agreement.
Acceptance & Signatures
The final agreement will be signed by an authorised representative of each legal party. The secure signature workflow must attach signatures, full legal names, representative titles, the signing date and time, and the completed document's audit certificate to the same immutable contract version.
For LIA ARMONÍA
For Vivah Portugal
To activate: connect DocuSign, authenticate the authorised signers, verify business details and governing law, generate the final locked contract, and retain the certificate of completion.