Association of International Real Estate Investors
STATUS: Vendor is looking to sell REAL ESTATE and is desirous of TBG marketing for them globally through their sales network to increase vendor’s sales of real estate worldwide. Vendor is desirous of being introduced to clients wishing to purchase properties marketed by Vendor. TBG can assist in the introduction of such clients. TBG will focus upon offering the Real estate in :- Ø The English speaking Market Ø The Russian speaking market Ø The Dutch speaking Market Ø and the German speaking Market hereafter referred to as “the territory”.
RELATIONSHIP In rendering the service, TBG shall be acting as an independent contractor and not as an employee of Vendor. As independent contractors, neither TBG nor Vendor shall have any authority, express or implied, to commit or obligate the other in any manner whatsoever, except as specifically authorised in this agreement and as may be authorised from time to time in writing by an authorised representative of TBG or Vendor. Nothing contained in this Agreement shall be construed or applied to create a partnership.
PRICING: Vendor sells Properties located in ( TERRITORY) and agrees not to offer the property at a sales price as given to TBG on any properties and developments as shown on any of their websites or in any of their advertisements or which may from time be added to such so as to ensure that TBG is selling at the lowest possible market price. If any Vendor’s properties are offered with discounts after TBG has been informed of the price Vendor will notify TBG of the reduced price at the same time as changing the price on their website and advertising to permit TBG to do the same. Hereafter these shall be referred to as “Vendor’s Properties”
REPORTING Vendor will inform TBG weekly of sales agreed and progress of sales in the process of being negotiated by TBG. TBG will inform Vendor immediately of enquiries relating to property offered. FLAGGING TBG will provide Vendor with the name of any prospective clients interested in Vendor’s properties. Within 24 hours the Vendor will inform TBG if the client is already known to them as a prospective client . In this case no commission is payable and TBG will not continue dealing with the client. Should the Vendor not “Flag” the client however TBG will continue to engage with the client regularly within the next 36 months. Should the Client make ANY Purchase from Vendor during the 36 month period commission is liable to be paid to TBG .
TERRITORY: Vendor will designate where TBG is mandated to offer the property as part of each individual property specification
NCDA: Vendor will not permit or entice Employees, associates or Agents introduced to them by TBG to compete with TBG on sales of the Vendor’s properties which bypass TBG and will support TBG should any of their agents attempt to solicit clients in the territory from TBG. This condition will extend for 36 months after the last potential client introduction made by TBG. Confidential information of any nature that either party acquires regarding any aspect of the other party's business shall be treated in strict confidence in particular information provided to vendor by TBG . Information so obtained shall not be divulged, furnished or made accessible to third parties or used without the written permission of the other party to this Agreement although both parties retain the right to do business with third parties and accept that this business is non exclusive.
COMPENSATION: If the marketing efforts of TBG are successful in introducing a client to Vendor to sell a property( unless a price per lead has been agreed ) TBG will receive compensation in the form of a commission equal to an agreed % of the sum of gross revenue received from the client. TBG will be informed of the % commission for each individual piece of Real estate together with the Real estate specification in the prescribed form provided by TBG to market the Real Estate. Compensation will be paid to TBG using same day telegraphic transfer with no deductions within 3 days of cleared funds being received by Vendor. Vendor will be responsible for transfer costs.
SUPPORT: Vendor will provide TBG with the “Buying Process” in their country for the client relevant for their Properties together with any extra costs such as taxes which the client will be requested to pay to obtain the title in their name or any other costs which the client will be responsible for to obtain legal title to the property.
EXPENSES: Vendor will not reimburse TBG for any travel and other out-of-pocket expenses incurred in rendering the services unless such costs are specifically requested and agreed by Vendor previously for the purpose of product induction and at the express wish in writing of Vendor defining exactly what will and what will not be paid by whom. Due to the fact however that Vendor has a cash flow advantage over TBG due to payments being taken for “off plan” developments Vendor agrees to finance any advertising, media costs and expenses for attendance of any exhibitions they specifically request TBG attend, however only those costs which have been agreed by both parties in advance.
MARKETING: At no time does TBG have the right to use the Vendor name or logos other than on any publicity, promotion and publicity materials supplied by Vendor or if specifically authorised in writing. Although, under this agreement TBG does not commit to selling and Vendor does not guarantee to deliver a minimum number of properties per year TBG and their agents will aim to sell as many as possible and this agreement will be reviewed annually on a performance basis.
EXTRA SERVICES: Should TBG be in a position to offer any other services to Vendor apart from the sales of property and the appointment of agents it will be covered by a separate agreement. If requested by the Vendor TBG can propose Familiarization tours by specialist journalists and costs for such journalists will be borne solely by Vendor however only after agreement as to their accreditation has been reached and prior agreement has been granted by Vendor.
PERIOD This agreement shall be for an undetermined period and reviewed annually.
LIABILITY: Vendor agrees to indemnify, defend and hold harmless TBG against any and all loss, liability, expenses and costs (including attorneys' fees, judgments, fines and amounts paid in settlement) actually and reasonably incurred by TBG in connection with any threatened, pending, completed or future action suit or proceeding to which TBG is, or is threatened to be, made by a party arising from or related to Properties and Services that have been provided hereunder. The terms of this Section are non-revocable and shall survive the termination of this Agreement. Any action based on this Agreement, including disagreement, disputes regarding the terms and conditions, alleged breaches of contract, and remedies under contract, shall be governed by the laws of England. This Agreement (including the exhibits, schedules and other documents referred therein) constitutes the entire agreement between the parties. This Agreement supersedes any and all prior agreements, oral or written, between the parties No amendment, waiver or termination or modification of these terms shall be binding upon TBG unless it is in writing and signed by TBG and dated subsequent to the date of the Real estate description provided y vendor. Performance of work by TBG and/or acceptance of payment by TBG for work performed and/or work to be performed for Vendor beyond the scope of this Agreement does not constitute acceptance by TBG of amendments or modifications to these terms nor shall they be binding. These terms and the rights and obligations of the parties hereunder shall not be assignable by either party without prior written consent of the other party. Should any term or provision of this agreement be held in any extent unenforceable, invalid, or prohibited under applicable law, then such provision shall have no bearing upon any other aspect or paragraph of this agreement.
CANCELLATION This agreement can be cancelled by either party at any time without cause simply by the Vendor no longer providing TBG with properties to sell. TBG will then have 60 days to sell properties they have already been appointed to sell. TBG will be entitled to commissions from any sales to clients introduced by them to Vendor before cancellation for a period of 36 months after cancellation.