ERA Key Realty Services BROKER-SALESPERSON

ERA Key Realty Services
BROKER-SALESPERSON CONTRACT
1. Parties & Purposes
1.1
1.2
Parties. The parties to this agreement are____________________________, a licensed Real Estate
Agent, hereinafter referred to as “Salesperson”, and ERA Key Realty Services, hereinafter referred to as
“Broker”.
Purpose. It is the purpose of this agreement to authorize Salesperson to perform the services and
functions stated herein under the terms and conditions provided for herein.
2. Services
2.1
2.2
Nature of Services. Salesperson shall provide the services of a licensed real estate salesperson
including working with buyers and sellers of real estate for the purpose of negotiating the sale of real
property. Duties are to be performed at the discretion of the Salesperson and may include, but are not
limited to, calling buyers, matching buyers to property for sale, showing property, writing offers,
negotiating sales. They may also include follow-through until closing, putting up and removing real estate
signs, taking Listing Agreements, analyzing prices of properties for sale, performing marketing functions
including addressing mailers, etc.
Independent Contractor Status. It is the intention of all parties that Salesperson is an Independent
Contractor and shall not be paid according to the hours worked but rather, shall be paid for the services
performed as a licensed real estate salesperson. Salesperson may engage in any other business activity
during the term of this agreement except as specifically forbidden herein, and Salesperson’s schedule,
hours of work, time off, vacation and efforts shall be determined by Salesperson, and Broker shall have
no right of control over same. Salesperson shall retain sole and absolute discretion and judgment as to
the manner and method of performing the services, subject only to applicable laws and regulations and
Broker’s right to terminate this agreement as provided herein. It is the explicit intention of this agreement
that Salesperson shall not be considered an employee of Broker (for federal tax purposes or for any other
purpose) and Broker shall not be considered an employer of Salesperson. The Salesperson further
understands that others will be recruited to perform the same services as Salesperson and Salesperson
does not have an exclusive contract to perform the services and that Broker is actively attempting to
procure sales and listings for the same areas as Salesperson: therefore, Salesperson agrees to keep in
constant contact with Broker with regard to the availability of the prospects for which Salesperson is
attempting to negotiate agreements and sales.
3. Duration of this Agreement
This agreement shall take effect as of July 1, 2007. This shall replace and supersede all previous contracts
between the parties. This contract shall remain in effect until/unless replaced by a new contract. This contract
may be amended in writing, with notice periodically. This agreement is also subject to termination or cancellation
in the manner set forth in Paragraph 7 of this agreement. This contract replaces and suspends all previous
contracts between the parties.
4. Compensation
4.1
4.2
4.3
Compensation Schedule. Broker agrees to pay Salesperson in the manner and the amounts prescribed
in Schedule A attached hereto and incorporated herein by this reference. Compensation shall be
considered earned only when collected by Broker. Salesperson’s only remuneration shall be
Salesperson’s share of the commission paid by the party for whom the service was performed.
Advances. In no event shall Salesperson be entitled to any advance or payment from Broker upon future
commissions.
Timing of Compensation. Commissions will be paid within 48 hours of receipt of all of the commission
due using business days. Electronic automated transfers of funds to your account are available.
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5. Expenses
5.1
Broker Expenses. Broker shall provide an office location of Broker’s choice from which Salesperson
may perform the services and shall provide necessary forms and contracts. Broker will, when
Salesperson population warrants, place support staff in the office to assist and enable the processing of
listings and the closings of sales as well as to provide marketing services for office, salespersons and
listings.
5.1.1
5.1.2
Marketing/Mailings. Broker will pay up to $90 for postage per Salesperson per month for direct
mail advertising (eg. to your sphere of influence, past buyers, a neighborhood, etc). This money
cannot be used for other purposes. Broker will also provide first class postage for any and all
course of business mailings. Broker will not pay for overnight express, but it can be arranged
through the office and you will be back billed for any overnight charges. Broker shall provide
letterhead and envelopes for all course of business correspondence. Salesperson may purchase
quantities when using them for direct mail campaigns.
Advertising/Marketing.
Broker shall advertise/market office listings, rental listings, and open houses at broker’s expense
and at the brokers sole discretion. Our goal is to create viable leads for agents to work and to
effectively market the property of our clients.
All marketing will be done based upon market research and consumer trends in searching for real
estate. The company is committed to utilizing the most effective means of advertising available.
Current trends strongly indicate the effectiveness of online or web based advertising, direct agent
marketing and signage as critical elements of an effective marketing plan. Online marketing
requires the effective use of digital photography and virtual tours.
Agent assistance in providing measurable feedback is critical in developing effective marketing
strategies. This includes the logging of inquiries that come into our offices, tracking and sourcing
Open House traffic and providing accurate sourcing of buyer and seller clients. Agents handling
office inquiries agree to maintain a strong up to date knowledge of the offices inventory of
property.
Agents can place their own advertising for personal promotion at their own expense. Broker will
reimburse the Salesperson 25% of the cost of any additional print advertising undertaken for
advertising agent’s listings provided the company name and logo are prominently displayed. Such
advertising must be approved by their office manager and must meet state licensing and
franchise requirements regarding the display of the brokerage name and franchise logo.
5.1.3
5.1.4
Broker has no responsibility to advertise properties that are not viable in the marketplace. This
includes property that is not competitively priced.
Supplies & Equipment. Office copy machines for black and white copies and fax machines are
provided for use at Broker’s Expense. All Production of numerous copies (50+) for direct mail
campaigns or for other purposes should be done by outside printers at Salesperson’s expense.
Telephones and telephone service is provided by the Broker without the use of special codes to
track outbound calls made. You may use the phones at any time for any business purpose. We
are billed for all calls, local and long distance. Please keep this in mind and use the phones
prudently. Digital cameras have been provided to each office for Salesperson’s use.
Lock Boxes & Signs. Lock boxes and signs will be provided at Broker’s expense and will remain
the property of the Broker. Broker shall also pay for the installation and removal of all signs within
the sign territory as outlined on the extranet pictorial under the sign request hyperlink. Outside the
installation territory, step-in sign frames and panels will be provided at Broker’s expense for agent
to install at listing appointment. At the conclusion of the listing period or the closing of a listing
sold, the agent shall be responsible for the removal of the lock box and the sign removal request.
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5.1.5
5.1.6
5.2
Technology. Based on the number of Salespersons in any given facility, the Broker will provide
computer(s) for Salesperson access to MLS, the Internet, printing capabilities and word
processing/spreadsheet programs. In office locations where networking is available, the Broker
shall maintain the network system and will provide, at Broker’s cost, the initial connection for
agent’s computer to the network. If Salesperson wishes to connect their personal computer to the
office network, Salesperson shall be responsible for purchasing any hardware required,
installation of hardware and Salesperson will be responsible for any service to their personal
computer necessary after initial connection has been established. Salesperson will purchase and
maintain anti-virus software for their personal computers used on the company network.
Broker has paid to create, host and maintain a company web site (ERAKey.com) for all to link to
and to further promote the Company and Salesperson. Broker has paid for auto-enhancement for
all company listings on Realtor.com. Agent may pay a discounted fee for Realtor.com further
enhancement and lead receipt.
Errors & Omissions, Law suits, Complaints.
Broker shall pay for all Errors and Omissions Insurance to cover the office and the Salespersons
in the offices. Expenses for suits that are settled and paid out shall be shared with the
Salesperson based on the Salesperson’s split-level. Salesperson understands that in the
event of a lawsuit ERA Key Realty Services will evaluate the suit with counsel and based on the
recommendations of such counsel, may conclude that a settlement is the best possible solution.
Salesperson agrees to follow the advice of legal counsel and the Broker and pay his/her share of
the settlement as outlined here. Agent furthermore agrees to remain active in the resolution
process and comply with any activities required by Broker to resolve the complaint or suit.
Salesperson Expenses. Salesperson expenses shall include, but is not limited to the following:
Board of Realtor Membership Dues
Lock Box Keypad Annual fee
Credit Reports ordered
Software for personal computers
Pagers and paging services
Business Cards
Name Badges & Career Apparel
Home office expenses
Continuing Education Expenses
MLS PIN Quarterly Access Fees
Fed X or Overnight Costs
Personal Lap top or desk top computers
Cellular Telephones and Service
Personal Voice Mail Boxes ($12.50/mo)
Personal Promotion Photos
Sign riders and personalized directionals
Meals and Entertainment for clients
Convention & Seminar Expenses
Automobile expenses (fuel, insurance, payments, tolls, etc)
Life, Health, Disability and other personal insurance
Mailings and marketing pieces – Broker provides, at Broker’s expense, a marketing administrator and
staff for all to access. They are available for assistance in the creation, layout, coordination and execution
of mailings and marketing pieces. However, the actual cost of reproduction of these pieces (copying,
stock, etc) is Salesperson’s cost. All color copies are billed to the agents monthly at a cost of 10 cents per
color side.
Salesperson expenses paid by the Broker will be deducted from commission checks. In no event shall
Salesperson expenses go unpaid for a period in excess of 60 days.
5.3
Shared Expenses.
In the event that an agent offers compensation to a seller or buyer for any reason (home inspection, preclosing issues, etc…), ERA Key Realty Services may agree to share in the expense providing the agent
has obtained consent from the branch manager in advance and that the extension of such compensation
is a sound business decision.
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6.
Requirements.
6.1
6.2
6.3
6.4
6.5
6.6
6.7
6.8
6.9
6.10
6.11
Ethical and Professional Performance. Salesperson shall perform the duties in an ethical, honest,
truthful and professional manner. Salesperson shall not make derogatory statements about other agents
or real estate firms or discriminate based on race, age, sex, religion, national origin or other basis
forbidden by law. Salesperson agrees to subscribe to and follow the REALTOR Code of Ethics as
outlined in Addendum B – REALTOR Code of Ethics, attached. Salesperson shall also maintain a
professional appearance at all times as they are a representative of ERA Key Realty Services and the
Real Estate industry. Upon making a decision to sell, Salesperson shall also support his/her industry by
listing any of their properties owned in the Multiple Listing Service - attracting all the buyers available and
obtaining the best price.
Monies Received. Salesperson agrees not to accept cash on behalf of Broker, only to accept checks
made payable to the appropriate company or Broker, which the Salesperson shall immediately forward to
Broker. In NO event shall any deposit checks be held by a Salesperson.
License. Salesperson and Broker both shall maintain, at their own expense, the appropriate Real Estate
license and all licenses required by the Board of Registration of the Commonwealth of Massachusetts or
the Commonwealth of Rhode Island to perform the functions and duties contained herein. Each time the
renewal period has expired, the Salesperson agrees to furnish a new copy of their license to Broker.
Marketing and Advertising. Our ERA Franchise Systems agreement and State Licensing Law require
certain minimum standards for Real Estate advertising and marketing. Due to these requirements,
personal agent advertising or marketing (in print or on the internet) must be executed within some
standards. The ERA Logo and the company name (ERA Key Realty Services) must be prominent on the
front of the advertising or promotional materials. The Logo may not be modified in any way, shape or form
and the company name should be the complete name – no abbreviations are acceptable. Any marketing
materials shall be proofed by the office manager prior to production.
Education. Salesperson shall be responsible for completing the state required continuing education units
and the mandatory Ethics Training that is required to be completed by Dec 31, 2008. Upon completion of
continuing education, every two years, Salesperson agrees to provide a copy of proof of education to
Broker or Manager for the company records.
Divulging Information. In consideration of compensation, Salesperson agrees not to divulge to any other
person or entity, write a book, manual, give seminars or provide any other method of distribution the
future plans of the Broker and further agrees not to divulge what is done to create buyers and sellers,
private phone conversations, or any other information unique to Broker and methods of operation.
Compliance with Laws. Salesperson agrees to abide by and comply with all laws and regulations of
state, federal, county and city governments and any other applicable regulator.
Commission Standards. ERA Key Realty Services is a full service brokerage. We offer full
representation and service packages to our sellers and buyers. Commissions for listing a property shall
be no less than 5% with no less than a 2.5% co-broke offered in MLS. Commissions for buyer
representation shall be contracted with buyer at no less than 2.5%. Exceptions to this policy need to be
approved by the branch manager prior to execution of the buyer or listing contract. If offer of
compensation for buyer transaction is offered at less than 2.5%, ERA Key agent will attempt to negotiate
a 2.5% commission through the use of the Buyer’s Addendum for Compensation within the Offer to
Purchase (providing a Buyer Representation Contract has been signed).
Standard of Production. The Salespersons and Broker of ERA Key Realty Services have a commitment
to quality. In order to continuously provide the best support and most innovative services, each
salesperson operating in full time capacity (occupying office desk space and 1st priority for the up
time/opportunity time schedule) must maintain a minimum level of $1,000,000 in sales production (or 4
transactions) in each year after their first year with the company.
Standard of Quality Service. Salesperson understands that randomly or on a regular basis, calls placed
and/or accepted on office lines may be recorded for quality assurance.
Office Policies. Salesperson agrees to abide by the office policies set forth in their individual branches
policy manual. (See addendum C attached).
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7.
Termination
7.1
7.2
7.3
7.4
7.5
7.6
7.7
7.8
8.
Conditions for Termination. This agreement may be terminated for any reason with or without cause
upon a one-(1) day written notice by either party.
Compensation upon Termination. The only compensation payable to Salesperson after termination by
either party is compensation payable at the time of termination for sales already negotiated where an
Agreement of Sale was executed, prior to the date of termination. These sales shall be compensated at
the split-level that applied when the sale or listing sold was put under contract by the Salesperson. It is
expressly agreed that no compensation will be payable for any sales obtained after the date of
termination, whether they be sales of properties listed by Salesperson or sales made to buyers which
Salesperson had previously worked with. It is understood and agreed that no listing compensation will be
paid on outstanding listings obtained by Salesperson at the time of termination. If necessary, Broker shall
make arrangements with another Salesperson in the organization to perform the required work, and the
Salesperson assigned shall be compensated for completing the details of said transactions and such
compensation shall be deducted from the terminated Salesperson’s compensation.
Disposition of Listings/Buyer Prospects upon Termination
7.3.1 Listings
By law, the listings that a Salesperson take are, in actuality, the Broker’s listings. However, the
Broker realizes that most Sellers and Buyers choose a company because of the Salesperson.
Upon termination, Broker will contact each Seller currently listed with the Salesperson and offer
the Seller the ability to go to the Salesperson’s new Real Estate firm (if Salesperson is
transferring to another office) or stay with ERA Key Realty Services. If the Seller chooses to go
with the Salesperson to the new company, release shall be conditional upon Salesperson and
Salesperson’s new firm paying ERA Key Realty Services a referral fee of 25% upon the sale of
the property. Relocation listings must be turned back to the relocation department for reassignment upon agent termination. If the Salesperson is relocating out of the area or leaving this
profession, the Salesperson may designate a new Salesperson within the office to represent
his/her Sellers and arrangements for compensation will be agreed upon in writing.
7.3.2 Company Generated Buyer Prospects (not under contract yet)
Relocation Department generated buyers must be turned back to the relocation department for
re-assignment upon agent termination. Agent understands that no payment will be made upon
termination for these leads. Other company generated Buyer leads (including e-leads), release of
these leads shall be conditional upon Salesperson and Salesperson’s new firm paying ERA Key
Realty Services a referral fee of 40% upon purchase of a property by the buyer. If the
Salesperson is relocating out of the area or leaving this profession, the Salesperson may
designate a new Salesperson within the office to represent his/her Buyers and arrangements for
compensation will be agreed upon in writing.
Disposition of Company Generated Leads (Listings or Buyers) upon Termination
Any leads supplied to the agent by ERA Key Realty Services via the E-Lead Dept. or the Relo Dept.
belong to ERA Key Realty Services. The Broker shall reassign any of these leads to the Salesperson of
the Branch Manager’s choice.
Death of Salesperson. In the event of Salesperson’s death during the term of this agreement, the
agreement shall terminate immediately and Salesperson’s legal representative (or any party designated
by Salesperson in writing, including by will) shall be entitled to receive the compensation due to
Salesperson for services pursuant to this agreement, up to the date of the Salesperson’s death.
Payment to Broker. Should Broker, or Broker’s designee be required to perform the services of the
Salesperson for any period of time, due to a termination which is later remedied, Salesperson shall pay to
Broker the costs and expenses which were incurred.
Outstanding Debts Owed to Broker. Any expenses owed to the Broker for services or expenses paid by
the Broker on behalf of the Salesperson prior to termination for any reason shall be deducted from any
outstanding commissions due to Salesperson. It is also agreed and understood that any Salesperson
debts remaining, after deduction from commissions due, shall be paid by Salesperson within 30 days of
termination.
Current or Subsequent Lawsuits and/or Complaints. If there is a current or subsequent lawsuit which
involves the agent herein, paragraph 5.1.5 shall survive the termination.
Waiver
The waiver of any breach of any provision of this agreement (by either party) shall not operate as or be construed
to be a waiver of any subsequent breach.
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9.
Arbitration
Any controversy, claim or dispute arising from, or related to, this agreement shall be determined by arbitration in
the Commonwealth of Massachusetts, in accordance with the rules then in effect of the American Arbitration
Association. Judgement upon any such determination or award may be entered in any Court of competent
jurisdiction.
10.
Representations and Warranties of Salesperson.
10.1
10.2
10.3
10.4
10.5
10.6
11.
Ability to Provide Services. Salesperson herein states that he has sufficient capital to provide the
services and a willingness to work hard. Salesperson further states he possesses sufficient knowledge
and experience regarding real estate in Massachusetts to determine market values, assist in arranging
financing, estimating closing costs for buyers and sellers, and assist buyers and sellers with closing
procedures. Alternatively, should Salesperson not have aforementioned knowledge, Salesperson agrees
to attend training sessions as prescribed by Broker and to follow the direction of the Broker in order to
obtain the necessary knowledge and familiarity. Salesperson is familiar with applicable law including
administrative regulations applicable to a real estate license operating in the state.
Legal Advice. Salesperson has had a full and complete opportunity to consult with his/her own legal
counsel with a copy of this agreement. Salesperson hereby states he/she completely understands and
agrees to all aspects of this agreement.
No Action Pending. Salesperson herein states and warrants he has no action pending against him for
any administrative, criminal, or material civil action (or a significant number of civil actions irrespective of
materiality) alleging a violation of any sales and listings law, fraud, embezzlement, fraudulent
conversation, restraint of trade, unfair or deceptive practices, misappropriation of property or comparable
allegations.
No Felony Convictions. Sales person herein states he has not, during the ten year period immediately
preceding the date shown below, been convicted of a felony or pleaded nolo contendere to a felony
charge or been held liable in a civil action by final judgement, or been the subject of a material complaint
or other legal proceeding if such felony, civil action, complaint or other legal proceeding involved violation
of any sales and listing laws, fraud, embezzlement, fraudulent conversation, restraint of trade, unfair or
deceptive practices, misappropriation of property or comparable allegations.
No Restrictive Order. Salesperson herein states that he is not subject to any currently effective or
restrictive order or decree, nor does any state or local real estate regulatory body or any Board of
Realtors hold him subject to any disciplinary proceedings.
No Projections or Promises. Salesperson states that no projections or promises were made (in writing
or verbally) regarding his possible income or profitability.
Assignment
The rights and benefits of Broker under this agreement shall be transferable upon merger, consolidation, or other
transfer by Broker.
12.
Liability and Indemnity
It is agreed that Salesperson shall have no authority to bind Broker by any promise, representation, debt or
obligation. Salesperson agrees to hold Broker harmless from any liability incurred by Salesperson including, but
not limited to, business debts and obligations of any kind, liability from transportation, etc., whether or not such
claimed liability becomes the subject of
litigation. Salesperson shall indemnify and save Broker harmless for any such act, omission, contract, debt, or
obligation of Salesperson. Salesperson agrees to pay all damages, legal fees, travel expenses, and any other
expenses incurred by Broker for Salesperson’s violation of any part of this agreement or arising from the
unauthorized acts or omissions of Salesperson.
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BROKER-SALESPERSON CONTRACT
13.
Miscellaneous
13.1
13.2
13.3
Place of Business. Broker and Salesperson agree that this agreement is entered into in
the Commonwealth of Massachusetts. Said state shall be the location of any arbitration
or claim litigated in court.
Headings and Captions. Headings and captions of paragraphs herein are provided for
reference purposes only and in the event of any dispute regarding interpretation of this agreement, the
headings and captions shall be disregarded and shall not be deemed part of the agreement.
Amendment and Modification. This agreement in writing may be amended or modified
only by a subsequent written agreement signed by both parties and may not be modified
or amended by any oral agreement whatsoever. The complete agreement of the parties hereto is stated
in this document and on the Schedules and Exhibits hereto. All prior negotiations, discussions,
agreements and understandings that are inconsistent with the specific written items of this agreement
shall be deemed to have no force or effect.
WHEREFORE: I have read, understand and agree to the Broker-Salesperson Contract and Addendum
A – Commission and Profit Sharing Schedule attached, I set my hand and seal this ______ Day of
______________ 200__.
_________________________________________
Salesperson
_________________________________________
Bruce A. Taylor, Broker
ERA Key Realty Services
Attachments:
Schedule A – Compensation Schedule & Profit Sharing
Addendum B –REALTOR Code of Ethics
Addendum C – Branch Office Policy Manual
Addendum D – Agency Policy for ERA Key Realty Services
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