PHDS Referral Program Terms and Conditions

These PHDS Referral Program Terms and Conditions govern participation in the referral program offered by Project Home Design Studio, LLC, if applicable, or Project Home Design Studio, doing business as PHDS, together with its affiliates, owners, managers, employees, and representatives, referred to in these Terms as “PHDS,” “we,” “us,” or “our.” By submitting a referral, applying to participate, accepting any payment, or otherwise participating in the program, you agree to these Terms.

1. Program Purpose

The PHDS Referral Program is intended to compensate approved, qualifying introductions of new prospective clients to PHDS for eligible projects. This program is an introductions-only program. It is not a sales representative, brokerage, employment, agency, or partnership program.

2. Eligible Projects

Unless PHDS states otherwise in writing, eligible projects may include custom homes, remodels, additions, residential renovations, and commercial projects approved by PHDS. For clarity, residential remodels, additions, and renovations are treated under California law as home-improvement work. PHDS may change eligible project categories, locations, minimum project values, or other qualification criteria at any time, prospectively.

3. Participation

PHDS may allow members of the public, past clients, vendors, designers, architects, real estate professionals, and other industry contacts to submit referrals. Participation is subject to PHDS approval and these Terms. PHDS may accept, reject, suspend, limit, or terminate any participant or submission at any time for any lawful reason.

4. Introductions Only

Participation in this program is limited to lawful introductions only. Unless PHDS separately authorizes otherwise in writing and you are legally qualified to do so, you may not, on behalf of PHDS:

  • solicit business

  • sell or attempt to close business

  • negotiate price, scope, schedule, or contract terms

  • provide quotes, bids, estimates, or proposals

  • collect deposits or payments

  • execute documents

  • represent yourself as an employee, agent, broker, salesperson, or authorized representative of PHDS

  • perform any activity that requires a contractor license, home improvement salesperson registration, real estate license, or other professional license or registration

California separately regulates people who solicit, sell, negotiate, or execute home-improvement contracts for a contractor, so this boundary matters for any residential remodel, addition, or renovation referral.

5. Valid Referral Requirements

A referral is valid only if all of the following are true:

  • The prospect is new to PHDS and is not already in PHDS’s records, database, active pipeline, prior communications, or ongoing discussions.

  • The referral is submitted through a PHDS-approved form, intake process, email, or other method designated by PHDS.

  • You identify yourself as the referring party at the time of submission.

  • You had permission, authority, or a lawful basis to provide the prospect’s information to PHDS.

  • The referral concerns an eligible project.

  • The referral is accepted by PHDS as valid and eligible.

  • PHDS has sole discretion to determine whether a referral is new, valid, eligible, duplicate, disputed, prohibited, or otherwise nonqualifying.

6. No Guarantee of Acceptance or Contract

Submitting a referral does not guarantee that:

  • you will be approved as a participant

  • the referral will be accepted

  • the prospect will be contacted

  • PHDS will pursue the project

  • a contract will be signed

  • any referral fee will be earned or paid

PHDS may decline to pursue any lead for any lawful reason, including fit, timing, budget, location, project type, risk profile, or internal capacity.

7. Referral Fee Structure

If PHDS advertises a referral percentage or fee, that advertised fee applies only to approved, qualifying referrals and only subject to these Terms and any supplemental written terms PHDS may issue. Unless PHDS states otherwise in writing, referral fees are calculated on the original signed contract amount only and exclude change orders, taxes, financing-related charges, pass-through costs, reimbursements, credits, refunds, discounts, allowances, and any amounts not actually received by PHDS.

8. When a Referral Fee Is Earned

No referral fee is earned merely because a referral is submitted, a prospect speaks with PHDS, or a project is discussed.

  • A referral fee is earned only if:

  • the referral is approved by PHDS as valid and eligible,

  • the referred prospect enters into a qualifying written contract directly with PHDS,

  • all payment conditions set by PHDS are satisfied,

  • PHDS receives the applicable client funds, and you remain in compliance with these Terms.

9. Payment Timing

Unless PHDS states otherwise in writing, approved referral fees are generally paid in installments according to PHDS’s then-current payment structure. PHDS may withhold, reduce, offset, delay, or deny payment if:
the project is canceled, rescinded, refunded, materially reduced, disputed, or not performed, the client fails to pay, the referral is later found to be invalid, duplicate, disputed, or prohibited, payment would violate law, licensing rules, or these Terms, or required tax or payment documentation has not been completed.

10. Direct Payment Limitation

PHDS may pay referral or finder’s fees directly only where legally permitted and only for approved introduction-only activity. If applicable law requires payment through a broker, responsible broker, licensed entity, or other intermediary, PHDS will make payment only through the legally required channel. No payment will be made for activity that requires a license, registration, or authorization that the participant does not hold.

11. Real Estate Salespersons and Brokers

Nothing in this program authorizes compensation for activity that requires a real estate license unless the arrangement fully complies with applicable law. Under California law, a real estate salesperson may not accept compensation for licensed activity from anyone other than the broker under whom the salesperson is licensed. A broker also may not compensate an unlicensed person, or compensate a salesperson outside the proper broker relationship, for acts within the scope of the California real estate licensing laws. Accordingly, if you are a real estate salesperson, any payment that is legally permitted will be made only through your responsible broker and not directly to you. You are solely responsible for ensuring that your participation complies with your brokerage agreements, supervision structure, disclosure obligations, and all licensing rules that apply to you.

12. Settlement Services Exclusion

This program applies only to lawful introductions for PHDS construction and design-build services. No referral fee is offered or payable for referrals involving lenders, mortgage brokers, escrow, title, home warranty, pest, or other settlement services where prohibited by law. Federal RESPA prohibits giving or accepting a fee, kickback, or thing of value for the referral of settlement-service business involving a federally related mortgage loan.

13. Duplicate and Conflicting Referrals

If more than one person or entity claims the same referral, PHDS will determine credit, priority, and eligibility based on its records, timing, documentation, and other information PHDS considers relevant. PHDS may deny payment entirely if referral attribution cannot be determined with reasonable confidence.

14. Participant Representations

By participating, you represent and warrant that:

  • you are legally permitted to participate,

  • your participation does not violate any law, license rule, brokerage rule, employer policy, confidentiality obligation, fiduciary duty, or contract,

  • you have permission or lawful authority to submit the prospect’s information,

  • you will not make false, misleading, or unauthorized statements about PHDS,

  • you will not hold yourself out as authorized to bind or represent PHDS, and all information you submit is true and accurate to the best of your knowledge.

15. No Agency or Employment Relationship

Participation in the PHDS Referral Program does not create any employment, agency, partnership, joint venture, brokerage, representative, franchise, or fiduciary relationship between you and PHDS. You have no authority to bind PHDS or incur any obligation on PHDS’s behalf.

16. Taxes and Payment Documentation

Before any payment is made, PHDS may require a completed IRS Form W-9, payment instructions, broker information, and any other documentation PHDS reasonably requests. PHDS may issue Forms 1099 or other tax reporting documents as required by law. You are solely responsible for your own taxes, filings, reporting, and legal compliance relating to any payment you receive.

17. Privacy and Contact Permission

You may submit only contact information that you are authorized to share. By submitting a referral, you represent that you have the prospect’s permission or other lawful basis to provide their information to PHDS so PHDS may contact them regarding the potential project. PHDS may use, store, and review submitted information in accordance with its website policies, intake procedures, and applicable law.

18. Reservation of Rights

PHDS reserves the right to interpret, apply, enforce, revise, suspend, or terminate this program and these Terms at any time, prospectively, in its discretion.

PHDS also reserves the right to determine:

  • whether a participant is eligible,

  • whether a referral is valid,

  • whether a project qualifies,

  • whether payment is lawful,

  • whether payment is due, and

  • whether a submission presents legal, operational, financial, or reputational risk.

No oral statement or informal communication modifies these Terms. Any exception must be approved by PHDS in writing.

19. Limitation of Liability

To the fullest extent permitted by law, PHDS is not liable for indirect, incidental, consequential, special, punitive, or exemplary damages arising out of or relating to this program, including lost profits, lost commissions, lost opportunities, or disputes over referral attribution. To the fullest extent permitted by law, PHDS’s total liability, if any, will not exceed the amount of any referral fee that PHDS determines is properly due under these Terms.

20. Governing Law

These Terms are governed by the laws of the State of California, without regard to conflict-of-law principles.

21. Contact Information

Questions regarding this program may be directed to:

Project Home Design Studio

info@ph-ds.com

949-274-9988

www.ph-ds.com

22. Acknowledgment

By applying, submitting a referral, or accepting any referral payment, you acknowledge that you have read, understood, and agreed to these PHDS Referral Program Terms and Conditions.