This BROKER’S AGREEMENT (the “Agreement”), is entered into as of the 29th day of June, 2021 (“Effective Date”), by and between [NAME] of address [ADDRESS] (“Seller”) and DAVID BAE of address 4 Foxwood Sq. S Old Tappan, NJ 07675 (“Broker”).
The seller and broker shall be jointly referred to as “parties” and individually as “a party”
WHEREAS, Broker desires to find buyers for seller’s services;
NOW THEREFORE, in consideration of the mutual promises and covenants contained in this Agreement, the adequacy and sufficiency of which is hereby acknowledged, Seller and Broker agree as follows:
- The contact shall be valid for as long as the seller and the selected buyer conducts business.
- Term will expire when the seller no longer does business with buyer for more than 1 year.
- Broker Obligations
- The broker shall be the exclusive broker introducing Seller to buyers that are in need of logistics support such as, but not limited to, warehouse space sublease, material handling/ operation and transportation.
- The seller delegates to the broker the authority to carry out his obligations under this contract.
- Broker shall use commercially reasonable efforts and adequate business time and attention to find interested buyers.
- All interested buyers of services shall be identified in writing by Broker to Seller (“Identified Business”) before they are deemed covered by this Agreement.
[DELETE THIS COMMENT AFTER YOU GET THE POINT]
(This section expects the broker to identify the specific buyers in writing since this is a general understanding between an unspecified seller and you (the broker). Since the buyers will be different, you have to add another document which will be an addendum to this agreement. The added document shall contain the name and all details of the buyer, the specific services to be bought, the payment terms and the duration of each transaction thereof.)
- This Agreement shall not apply to and Broker shall not be entitled to collect a Fee for:
- Interested buyers of services to which Seller has previously been introduced to by another party at any time during the Term.
- interested buyers of services Broker otherwise represents, either directly or indirectly (“Excluded Businesses)
- Seller Obligation
- The Seller has an implied obligation to transact in good faith and employ transparency during the transactions.
- The Seller shall not transact with the buyer without the knowledge of the broker.
- Seller shall provide broker with invoices of the transaction between the Seller and buyer so that the broker can provide his invoice to get the payments.
Broker shall be entitled to receive a brokerage fee for the services provided.
The Broker is entitled to a commission of _______________________.
The commission shall be paid immediately after the receipts of the buyer’s payments.
The payments should be made not later than 30 days after receiving payment from buyer.
Late payments shall attract a 5% late fee of the outstanding fee due and for every month therafter.
Brokerage fee of ___________% shall be applied to the total invoice amount buyer pays seller on each month. Any claims, expenses and cost associated with services shall not be deducted from the invoice.
- No Partnership.
Broker and its agents will perform their duties and obligations under this Agreement as independent contractors. Nothing contained in this Agreement will be construed as creating an employment, agency, partnership, joint owner, or joint venture relationship between the parties.
The Seller shall not disclose to the buyer or any third party any details regarding the transactions between Seller and Broker, including, without limitation;
- any information regarding any of the broker’s customer information, business plans, or price points (the “Confidential Information”),
- Make copies of any Confidential Information or any content based on the concepts contained within the Confidential Information for personal use or for distribution to other parties.
- Use Confidential Information other than solely for the benefit of the transaction between the Seller and the Broker.
- NON CIRCUMVENTION
The Seller understands that the broker shall carry out transactions on his/her behalf. During the term of this Agreement, the Seller agrees not to circumvent the broker in any way since it will defeat the principle of transacting in good faith and consequently will amount to breach of this Agreement which is punishable by law.
The Seller agrees to indemnify, defend, and protect the Broker from and against all lawsuits and costs of every kind pertaining to the transaction between the seller and buyer if the fault is not as a result of the broker’s negligence or as a result of broker’s doing.
The Seller will hold the broker harmless of any glitch in the transaction which is directly caused or as a result of the buyer’s error.
For the term of this Agreement, Broker shall have the exclusive right to introduce prospective buyers to the Seller who are not already known to the Seller.
No modification of this Agreement shall be valid unless in writing and agreed upon by both Parties.
- No Waiver.
The failure of any party hereto at any time to require performance of any provisions hereof shall in no manner affect the right to enforce the same. No waiver by any party hereto of any condition, or of the breach of any term, provision, warranty, representation, agreement or covenant contained in this Agreement, whether by conduct or otherwise, in one or more instances shall be deemed or construed as a further or continuing waiver of any such condition or breach or a waiver of any other condition or of the breach of any other terms, provision, warranty, representation, agreement or covenant herein contained
- Entire Agreement.
This Agreement constitutes the entire agreement among the parties hereto with respect to the transactions contemplated and supersedes all prior agreements, understandings, letter of intent and negotiations, both written and oral, among the parties with respect thereto.
- Either party may terminate this agreement at any time if the other party breaches this agreement and does not cure such breach within a specified period as agreed by the parties in addition to any right or remedy that may be available to the Broker under this agreement or applicable law.
In the event of any dispute that may arise as a result of this agreement, the parties will first try to resolve it among themselves. If an amicable solution is not reached, the parties may proceed to any court of competent jurisdiction.
This Agreement and the interpretation of its terms shall be governed by and construed in accordance with the laws of the State of New Jersey and subject to the exclusive jurisdiction of the federal and state courts located in New Jersey.
IN WITNESS WHEREOF, the parties hereto have executed this Broker’s Agreement as of the Effective Date.
NAME: DAVID BAE
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