Terms of Service

1.1 Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Referly ("Referly," "we," "us," or "our"), governing your use of the Referly platform, website, and related services (collectively, the "Platform"). By registering for an account, accessing, or using the Platform, you accept and agree to be bound by these Terms and our Privacy Policy.

1.2 Eligibility

You must be at least 18 years old and have the legal authority to enter into binding agreements on behalf of yourself or your business. By using Referly, you represent and warrant that you meet these requirements. The Platform is intended for use by business owners and their authorized representatives in connection with lawful business referral activities.

1.3 Account Registration

You agree to provide accurate, current, and complete information during registration and to keep your account information updated. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You must notify us immediately at legal@referlyapp.co of any unauthorized use of your account.

1.4 Permitted Use

Referly is a referral tracking and partner network platform for local service businesses. You may use the Platform to: (a) build partnerships with other businesses; (b) send, receive, and track customer referrals; (c) document referral fee arrangements between consenting businesses; and (d) monitor referral outcomes and associated revenue. Any use of the Platform for unlawful purposes, including any use that violates applicable federal, state, or local law, is strictly prohibited.

1.5 Prohibited Conduct

You agree not to: (a) use the Platform to facilitate referral arrangements that are unlawful under applicable law; (b) submit false, misleading, or fraudulent information; (c) harass, harm, or deceive other users or their customers; (d) attempt to reverse engineer, copy, or replicate the Platform; (e) use automated tools to scrape or extract data from the Platform; or (f) use the Platform in connection with real estate settlement services subject to RESPA (see Section 4).

1.6 Modifications to Terms

We reserve the right to modify these Terms at any time. We will notify registered users of material changes via email or in-app notification. Your continued use of the Platform after the effective date of any modification constitutes your acceptance of the updated Terms. If you do not agree to the modified Terms, you must stop using the Platform and cancel your account.

Referly offers a free tier and paid subscription plans. No credit card is required to get started on the free tier. Paid features are available via monthly subscription.

2.1 Free Tier

Referly's free tier allows you to create a business profile, add partner connections, send and receive referrals, and track referral outcomes at no cost. Free tier accounts are subject to usage limits, which may be updated from time to time. We reserve the right to modify or discontinue free tier features with reasonable notice.

2.2 Paid Subscription Plans

Premium features — including Stripe Connect for referral fee payouts, advanced revenue analytics, unlimited partners, and white-label access — require a paid subscription. Current plan pricing is available at referlyapp.co/pricing. Prices are subject to change with 30 days' notice to active subscribers.

2.3 Free Trial Period

We may offer free trial periods for paid subscription features. Unless otherwise specified, free trials are available to new subscribers only. At the end of a free trial period, your account will automatically convert to the selected paid plan and your payment method will be charged unless you cancel before the trial ends. You may cancel your trial at any time from your account settings.

2.4 Billing & Payment

Paid subscriptions are billed monthly in advance. All fees are in U.S. dollars and are non-refundable except as expressly set forth in these Terms or as required by applicable law. Referly uses Stripe as its payment processor. By providing payment information, you authorize Referly to charge your payment method for all applicable fees. If payment fails, we may suspend your account until payment is received.

2.5 Cancellation & Refunds

You may cancel your subscription at any time from your account settings. Cancellation takes effect at the end of your current billing period. You will retain access to paid features until the end of the period for which you have paid. We do not offer prorated refunds for partial billing periods. If you believe a charge was made in error, contact us at legal@referlyapp.co within 30 days of the charge.

2.6 Transaction Fees

When referral fee payments are processed through Referly's Stripe Connect integration, a platform transaction fee of 1.5% of the payout amount applies. This fee is deducted at the time of payout. No transaction fee applies to accounts that track referral fees without processing payouts through the Platform.

Important: Referly is a tracking and documentation platform. We do not determine the legality of referral fee arrangements in your specific jurisdiction or industry. You are solely responsible for ensuring that your use of referral fees complies with all applicable federal, state, and local laws.

3.1 Nature of the Platform

Referly provides infrastructure for businesses to document, track, and manage referral relationships and associated fee arrangements. The Platform is designed to support lawful business-to-business referral activity between licensed and/or registered businesses. Referly does not broker, negotiate, or facilitate referral arrangements on your behalf — it provides the tools for you to manage your own partnerships.

Referly is a technology platform, not a contractor. Referly does not: (a) act as a general contractor or subcontractor; (b) negotiate prices, scopes of work, or project terms between any parties; (c) schedule, supervise, or manage any construction or trade work; (d) hold, escrow, or directly transfer client funds (payment processing is handled by Stripe on behalf of the contracting businesses); (e) provide quotes or estimates to consumers; or (f) hold any contractor license. Users who are licensed contractors remain solely responsible for their licensed activities, and Referly's role is limited to providing a tech-enabled networking and documentation tool for business-to-business referral tracking.

3.2 Not Legal Advice

Referly is not a law firm and does not provide legal advice. Nothing in these Terms, on the Platform, or in any communication from Referly constitutes legal advice. The referral fee compliance information provided on the Platform — including on the website, in the blog, and in these Terms — is provided for general informational purposes only and does not constitute legal counsel regarding your specific situation.

3.3 Your Compliance Responsibility

You are solely responsible for: (a) determining whether referral fee arrangements are lawful in your state and industry; (b) obtaining any required licenses, registrations, or permits; (c) making required disclosures to customers; (d) complying with applicable tax reporting obligations, including issuing 1099-NEC forms for referral payments of $600 or more per year; and (e) consulting with a qualified attorney before establishing referral fee arrangements if you have any doubt about compliance.

3.4 Referral Disclosure Requirement

As a condition of sending referrals through the Platform, you are required to check the disclosure checkbox confirming that a referral fee arrangement exists between your business and the receiving business and that you agree to disclose this financial relationship to the customer upon request. By checking this box, you represent and warrant that you are making accurate disclosures and that your referral arrangement is lawful. Referly retains a timestamped record of this disclosure for each referral transaction.

3.5 Variation by State

Referral fee laws vary significantly by state. What is permissible in one state may be restricted or prohibited in another. Users are advised to review the laws of their state before establishing referral fee arrangements, particularly in regulated industries such as contracting, real estate, healthcare, legal services, and financial services.

3.6 No Customer Markup

If you participate in a referral fee arrangement through the Platform, you agree that you will not increase, inflate, or otherwise mark up the price charged to the end customer in order to recover, offset, or pass through the cost of any referral fee. The referral fee is a business expense borne by the participating businesses and must never be added to the customer's invoice, whether disclosed or hidden. A referral fee that is recouped by raising the customer's price is precisely the type of hidden, cost-inflating arrangement that licensing boards and consumer-protection laws prohibit. By using the Platform, you represent and warrant that your customer pricing is determined independently of any referral fee, and that no customer pays more as a result of a referral made or received through Referly.

Referly is not intended for use in connection with real estate settlement service transactions subject to the Real Estate Settlement Procedures Act (RESPA).

4.1 RESPA Prohibition

The Real Estate Settlement Procedures Act (RESPA), 12 U.S.C. § 2607, enforced by the Consumer Financial Protection Bureau (CFPB), prohibits the payment or receipt of referral fees in connection with federally related mortgage loan transactions involving settlement services. Settlement services include, but are not limited to, title insurance, mortgage origination, appraisal services, closing services, and real estate agent services connected to a mortgage closing.

4.2 Prohibited Use

You may not use Referly to: (a) pay or receive referral fees in connection with any real estate settlement service covered by RESPA; (b) refer customers to settlement service providers in exchange for compensation that violates RESPA; or (c) facilitate any kickback or unearned fee arrangement prohibited by RESPA or applicable state real estate law.

4.3 Permitted Use in Adjacent Industries

Referly may be used by real estate professionals, mortgage brokers, home inspectors, and adjacent service providers for referral arrangements that are not covered by RESPA — for example, referrals between a home inspector and a general contractor for non-settlement repair work, or between a real estate professional and an unaffiliated home services company. However, users in these industries bear heightened responsibility for ensuring RESPA compliance and should consult legal counsel before using the Platform for any referral that touches a real estate transaction.

4.4 No RESPA Compliance Guarantee

Referly makes no representation that use of the Platform is compliant with RESPA in any particular context. The Platform's disclosure checkbox and referral documentation features are not legal substitutes for RESPA compliance. If you are uncertain whether a referral arrangement is covered by RESPA, consult a qualified attorney before proceeding.

California users: Cal. Bus. & Prof. Code § 7157 may restrict referral fee arrangements in connection with home improvement contracts. Please read this section carefully.

5.1 California Business and Professions Code § 7157

California Business and Professions Code § 7157 places specific restrictions on referral fees in connection with home improvement contracts. Under this statute, a contractor may not pay or offer to pay a fee, commission, or other consideration to induce: (a) a property owner to enter into a home improvement contract; or (b) another contractor, salesperson, or other person to refer home improvement business.

5.2 Scope of Restriction

The California restriction applies specifically to home improvement contracts as defined under California law. It does not necessarily apply to all contractor referral arrangements or to referrals for services outside the definition of "home improvement" under California law. However, the scope of § 7157 is subject to legal interpretation, and California contractors should exercise particular caution.

5.3 Referly's Approach in California

Referly does not currently market or promote referral fee arrangements to home improvement contractors in California. California contractors who use the Platform do so at their own risk and are solely responsible for ensuring compliance with § 7157 and all other applicable California law. Referly strongly recommends that California-based home improvement contractors consult a California-licensed attorney before establishing any referral fee arrangement through the Platform.

5.4 Other California User Rights

California residents may have additional rights under the California Consumer Privacy Act (CCPA) regarding the collection and use of personal information. See our Privacy Policy for details. California residents may also have rights under the California Automatic Renewal Law (ARL) with respect to subscription billing. Referly's subscription terms comply with California ARL requirements.

6.1 Data We Collect

Referly collects information you provide during registration (name, email, business details), information generated through use of the Platform (referral records, partner connections, transaction history), and technical information (device type, browser, IP address, usage patterns). We also collect customer information that you submit when sending referrals — including customer name, email address, phone number, and service description.

6.2 How We Use Your Data

We use collected data to: (a) operate and improve the Platform; (b) send transactional notifications (referral updates, fee records); (c) provide customer support; (d) comply with legal obligations; and (e) generate aggregated, anonymized analytics. We do not sell your personal information or your customers' personal information to third parties.

6.3 Customer Data

When you submit a customer's information to send a referral, that information is shared only with the specific partner business you designate. Customer data is never shared with other businesses on the Platform, never used for advertising or marketing purposes, and never sold. You represent and warrant that you have the right to share customer information with the receiving business for the purpose of fulfilling the referral.

6.4 Data Retention

We retain your account data and referral records for as long as your account is active and for a reasonable period thereafter for legal, tax, and audit purposes. You may request deletion of your account and associated data by contacting legal@referlyapp.co. Note that certain referral records may be retained longer if required by applicable law or for dispute resolution purposes.

6.5 Third-Party Services

Referly uses the following third-party services: Clerk (authentication), Stripe (payment processing), Resend (transactional email), Neon (database), and Vercel (hosting). Each of these services has its own privacy policy governing their handling of data. We do not control these third parties and are not responsible for their privacy practices.

6.6 Security

We implement industry-standard security measures to protect your data, including encrypted connections (HTTPS), secure credential management, and access controls. However, no method of transmission over the internet or electronic storage is 100% secure. We cannot guarantee absolute security and encourage you to use strong passwords and protect your account credentials.

7.1 Platform Disclaimer

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. REFERLY DISCLAIMS ALL WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS.

7.2 No Legal or Financial Advice

REFERLY DOES NOT PROVIDE LEGAL, FINANCIAL, TAX, OR REGULATORY ADVICE. ALL INFORMATION PROVIDED ON THE PLATFORM IS FOR GENERAL INFORMATIONAL PURPOSES ONLY. YOU SHOULD CONSULT QUALIFIED PROFESSIONALS BEFORE ESTABLISHING REFERRAL FEE ARRANGEMENTS OR MAKING DECISIONS BASED ON INFORMATION PROVIDED BY THE PLATFORM.

7.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, REFERLY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOSS OF DATA, OR BUSINESS INTERRUPTION, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE PLATFORM, EVEN IF REFERLY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL REFERLY'S TOTAL LIABILITY TO YOU EXCEED THE AMOUNT PAID BY YOU TO REFERLY IN THE TWELVE MONTHS PRECEDING THE CLAIM.

7.4 Indemnification

You agree to indemnify, defend, and hold harmless Referly and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in connection with: (a) your use of the Platform; (b) your violation of these Terms; (c) your violation of any applicable law or regulation; (d) any referral fee arrangement you establish through the Platform; or (e) any dispute between you and another user or customer.

7.5 Governing Law & Dispute Resolution

These Terms are governed by the laws of the State of Arizona, without regard to conflict of law principles. Any dispute arising under these Terms shall be resolved by binding arbitration in Maricopa County, Arizona, under the rules of the American Arbitration Association, except that either party may seek injunctive relief in a court of competent jurisdiction. You waive any right to participate in a class action lawsuit or class-wide arbitration against Referly.