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Referrer Registration
This agreement is dated: 07/02/2012
Company: Big Property Sale / thethirdroom ltd
Company Number: 6183087
(Hereinafter called the Company)
Definitions
Sales Report: Sales information provided by the Company.
Developer: The developer offering the property for sale.
Qualifying Purchase/Sale: A legal completion, exchange of contracts between the Buyer and Developer.
Buyer: A buyer introduced to the Developer by the Referrer.
Introducer Fee: The introducer's fee will be £2,000 per plot legally completed.
Payment of Fees: Payment is to be made immediately following completion.
Reservation Fee: A fee of £1,000 is to paid by the Buyer to formally reserve the property.
Terms of Agreement
• Plots introduced to your business must not be advertised, but promoted only to your select investor contacts. Price information is confidential under the spirit of this agreement
• Sales must be secured via the medium of personal contact with your clients by telephone, mail or electronic communication. It must be stressed the detailed prices are the developers discounted prices and as such must not be advertised or displayed.
• This agreement provides the Referrer named within this agreement with permission to refer Buyers to the Company for potential purchase of property outlined in this agreement.
• Any Qualifying Purchases/Sales made by a Buyer will entitle the Referrer to the Introducer Fee under this agreement for all plots listed in the Sales Report and the Company will make the Payment of Fees.
• Any and all subsequent Qualifying Sales made by the Referrer will entitle the Referrer to the Introducer Fee and the Company will make the Payment of Fees.
• Any separate fee arrangement you hold or propose to your buyers which could see material alteration to the illustrated figures and sales prices must be disclosed prior to any marketing activity, for our approval.
• Any Buyer will be required to pay a Reservation Fee to formally complete the reservation process for any property.
• Sales must be conducted at the net prices illustrated on the sales brochure. No further negotiation is available, the discounted prices represent the maximum available as part of a bulk sale.
• Buyers must not approach the developer directly. Any such action will result in their proposed purchase being revoked immediately.
• Any Buyer must adhere the terms and conditions as set out in the Sales Report and Reservation form provided by the Company as noted below.
• An applicable invoice will be provided by the Referrer following completion for payment following exchange of contracts or legal completion as agreed.
• Your Company will not commence seeking investors until such time this agreement has been agreed.
• These terms do not constitute a sole agency agreement.
• Whilst the foregoing represents our general working practices, the prevailing formalities for each development introduced, in relation to timeframes and "fees in their entirety" (these details not being exhaustive) will be determined, illustrated in an exchange of letters, and agreed with our developer clients prior to any marketing activity on your part.
• This agreement supersedes all previous agreements that have been issued and or signed.
Terms & Conditions of Reservation (Agreed by the Referrer to Promote)
• By issue of a Reservation Form, receipt of a non-refundable reservation fee is confirmed. The non-refundable reservation fee must be paid in order to reserve the property stated. If contracts are not exchanged within the 28 Day Period, the Developer reserves the right to increase the price of the Property
• If contracts are still not exchanged within a further 2 weeks of the 28 Day Period, the Developer reserves the right to either terminate the reservation or increase the price of the Property
• A minimum of 5% cash deposit (as agreed separately) must be paid on exchange of contracts. Alternatively completion must take place simultaneously with exchange unless agreed otherwise.
• The Company will liaise directly with solicitors, finance providers and agents throughout the purchase to expedite the sale through to completion, with all information gained held strictly private and confidential.
• To rectify / replace items which you note as requiring attention following inspection of the Property prior to legal completion, Items which in the Developer's sole discretion are regarded as of a minor nature to the overall finish of the Property are insufficient grounds for you to delay legal completion.
• Personal effects including floor coverings, curtains and fitted furniture can only be added to the Property following the date of legal completion.
• Legal completion must take place within 14 days from receipt of the Build Complete Confirmation by the Warranty provider. Failure to do so may result in delays and you may incur additional costs as set out within the sale and purchase contract provided to your solicitor ("the Contract"). In the event the plot has already been build complete prior to exchange of contracts a fixed completion is to be agreed no longer than 14 days from exchange of contracts.
• The buyer is advised to report any financial incentives (including discounts, cash backs and vendor deposits) to their legal representative and financial adviser and the Developer accepts no responsibility or liability in the regard.
International Chamber of Commerce Non Circumvention & Non Disclosure Working Agreement
WHEREAS, the investment partner wishes to enter into this agreement to define certain parameters of the future legal obligations, are bound by a duty of confidentially with respect to their sources and contacts. This duty is in accordance with the International Chamber of Commerce Convention (I.C.C. 500)
WHEREAS, the investment partner desire to enter a working business relationship to the mutual and common benefit of the parties hereto, including their affiliates, subsidiaries, stockholders, partners, co-ventures, trading partners, and other associated organizations (herein after referred to as "Affiliates")
NOW THEREFORE in consideration of the mutual promises, assertions and covenants herein and other good and valuable considerations, the receipts of which is acknowledged hereby, the parties hereby agree as follows:
Terms and Conditions:
A. The parties will not in any manner, solicit, nor accept any business in any manner from sources not their Affiliates, which sources were made available through this agreement, without the express permission of the party who made available the source and,
B. The parties will maintain complete confidentiality regarding each other, their businesses, business sources and/or their Affiliates and will disclose such business sources only to named parties pursuant to the express written permission of this party who made available the source; and,
C. That they will not in any of the transactions the parties are desirous of entering into and do, to the best of their abilities assure the other that the transaction codes established will not be affected and
D. That they will not disclose names, addresses, email address, telephone and fax or telex numbers to any contacts by either party to third parties and that they each recognize such contacts as the exclusive property of the respective parties and that they will not enter into any direct negotiations or transactions with such contacts revealed by the other party and
E. That they further undertake not to enter into business transactions with customers, clients, banks, investors, sources of funds or other bodies, the names of which have been provided by one of the parties to this agreement, unless written permission has been obtained from the other party to do so. For the sake of this agreement, it does not matter whether information obtained from a natural or a legal person. The parties also undertake not to make use of a third party to circumvent this clause.
F. That in the event of circumvention of this Agreement by either party, directly or indirectly, the circumvented party shall be entitled to a legal monetary penalty equal to the maximum service it should realize from such a transaction plus any and all expenses, including but not limited to all legal costs and expenses incurred to recover the lost revenue.
G. All consideration, benefits, bonuses, participation fees and/or commissions received as a result of the contributions of the parties in the Agreement, relating to any and all transactions will be allocated as mutually agreed.
H. This agreement is valid for any and all transaction between the parties herein and shall be governed by the enforceable law in UK Courts.
The duration of the Agreement shall perpetuate for 6 months from the date hereof.