Real Estate Commissions. (a) Seller and Purchaser acknowledge and agree that the only brokers who have been involved with the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, as, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, Seller agrees to pay a real estate sales commission to Broker in accordance with the terms and provisions of a separate agreement. (b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close for any reason, including a breach by either Party, Seller shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled to any real estate sales commissions if the Parties agree to rescind or terminate this Agreement. (c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity in connection with the transaction evidenced by this Agreement. Seller and Purchaser agree to hold harmless, defend, and indemnify each other from any and all claims, suits, liabilities, losses, costs, and expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is alleged to be owed based upon an agreement with the indemnifying party. (d) The Broker is not a party to this Agreement. This Agreement may be amended or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not in any way affect the validity of this Agreement or any amendment to this Agreement. (e) Purchaser understands and hereby acknowledges that neither the Broker nor any agents operating by, through or under the Broker has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges that Purchaser has not relied upon any warranties or representations of the Broker or any agents operating by, through or under the Broker in Purchaser’s decision to purchase the Property. (f) The obligations of the Parties contained in this Section 11.01 shall survive the Closing or any termination of this Agreement.
Appears in 2 contracts
Samples: Agreement of Sale and Purchase, Agreement of Sale and Purchase (Stratus Properties Inc)
Real Estate Commissions. Highwoods shall agree (aby delivering the Assumption of Commissions Agreement in the form of Exhibit S-1 hereto) Seller to pay any unpaid leasing commissions or other compensation due with respect to the Leases as set forth on Exhibits I-3 or S, in which event the amount of Consideration due Owner under Section 4 will be reduced by the cost of such commissions and Purchaser acknowledge other compensation identified as Owner's responsibility on Exhibit S, and agree that increased by the only brokers who have been involved with amount of commission previously paid by Owner indicated on Exhibit S to be reimbursed to Owner by Highwoods. All obligations to pay leasing commissions due after the origination and negotiation date of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectivelybecause of the renewal of a Lease, the “Broker”). If, as, and when this Agreement closes and Seller receives extension of the Purchase Price in good funds, but not otherwise, Seller agrees to pay a real estate sales commission to Broker in accordance with the terms and provisions term of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when Lease, the Closing occurs under this Agreement. If this Agreement fails relocation of a tenant currently a party to close for any reasona Lease, including a breach by either Party, Seller shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality expansion of the foregoingpremises demised by a Lease, it is expressly agreed and understood that the Broker will not exercise of an option to lease additional space set forth in a Lease or the exercise of an option to purchase any part of the Property as set forth in a Lease (collectively "Future Commissions") owed or to be entitled to any real estate sales commissions if the Parties agree to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity owed in connection with Leases executed after the transaction evidenced by this Agreement. Seller and Purchaser agree to hold harmless, defend, and indemnify each other from any and all claims, suits, liabilities, losses, costs, and expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finderexecution hereof with the approval of Highwoods, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is alleged to be owed based upon an agreement with the indemnifying party.
(d) The Broker is not a party are deemed approved by Highwoods pursuant to this Agreement. This Agreement may be amended ; and agreements to lease all or terminated without notice to any part of the Land or the consent Improvements, which agreements were reached prior to the date of the Broker. The absence of Broker’s signatures shall not in any way affect the validity of this Agreement Closing and approved by Highwoods, or any amendment which are deemed approved by Highwoods pursuant to this Agreement.
, or which are not evidenced by a written Lease prior to the date of Closing and all commissions identified on Exhibit S as an obligation to be paid by Highwoods, (e) Purchaser understands and hereby acknowledges that neither collectively the Broker nor any agents operating by"Commissions Assumed"), through or under the Broker has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges that Purchaser has not relied upon any warranties or representations of the Broker or any agents operating by, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 shall survive be assumed by Highwoods on the Closing or any termination of this AgreementDate without adjustment to the Consideration.
Appears in 2 contracts
Samples: Contribution and Exchange Agreement (Highwoods Forsyth L P), Contribution and Exchange Agreement (Highwoods Properties Inc)
Real Estate Commissions. (a) Seller If, and Purchaser acknowledge and agree that the only brokers who have been involved with the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectivelyif, the “Broker”). If, as, sale of the Property shall be completed and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, Seller agrees to pay a real estate sales commission to Broker closed in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close for any reason, including a breach by either Partyat Closing, Seller shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums The Apartment Group (hereinafter called "Seller's Broker") a commission of any kind or nature. Without limitation $217,500.00 based on the generality Purchase Price of the foregoing, it is expressly agreed and understood that the Broker will not be entitled to any real estate sales commissions if the Parties agree to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity in connection with the transaction evidenced by this Agreement$9,000,000. Seller covenants and represents to Purchaser agree to hold harmless, defend, and indemnify each other from any and all claims, suits, liabilities, losses, costs, and expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is alleged to be owed based upon an agreement with the indemnifying party.
(d) The that Seller's Broker is not a the only party to this Agreement. This Agreement may be amended or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not in any way affect the validity of this Agreement or any amendment to this Agreement.
(e) Purchaser understands and hereby acknowledges that neither the Broker nor any agents operating claiming by, through or under Seller entitled to be paid a finder's fee, cooperation fee, commission or other brokerage-type fee or similar compensation in connection with this Agreement and the transactions contemplated hereby ("Brokerage Compensation"),and that Seller has not had any dealings or agreements with any other individual or entity in connection therewith. Purchaser covenant and represents to Seller that Seller's Broker is the only party with whom Purchaser has any authority dealt and there is no other party entitled to bind Seller to any warranties or representations regarding the Propertybe paid Broker's Compensation, and further acknowledges that Purchaser has not relied upon had any warranties dealings or representations agreements with any other individual or entitiy in connection therewith. If any person or entity other than Seller's Broker shall assert a claim to such a fee or compensation against either Seller or Purchaser on account of alleged employment as a finder, consultant or broker, then the Broker or any agents operating party to this Agreement by, through or under whom the Broker person or entity claims such employment shall indemnify, defend and hold harmless the other party against and from any and all such claims and all costs, expenses and liabilities incurred in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 shall survive the Closing connection with such claim or any termination action or proceeding brought thereon, including, without limitation, attorneys' fees. Seller's Broker agrees that without the prior written consent of Seller and Purchaser, Seller's Broker they will not make or permit to be made, or permit those acting by, through or under them to make, any press release, tombstone or other advertisement or other announcement, or disseminate any information to third parties, relative to this Agreementtransaction.
Appears in 1 contract
Samples: Real Estate Sales Contract (Cornerstone Realty Income Trust Inc)
Real Estate Commissions. (a) Seller and Purchaser acknowledge and agree that the only brokers who have been involved with the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, as, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, Seller hereby agrees to pay a real estate sales commission to Onyx Capital Corporation (“Broker”) in an amount as provided in one or more separate agreements between Seller and Broker if this transaction closes, but not otherwise (it being understood that the payment of the Purchase Price to Seller and the performance of all of Purchaser's obligations hereunder to Seller are conditions precedent to Seller's obligation to pay any commission to Broker in accordance with and conveyance of the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will Properties to Purchaser). No commission shall be deemed earned only paid by Seller to Broker if and when the Closing occurs under this Agreement. If transaction contemplated by this Agreement fails to close for any reason, including a breach by either Party, Seller shall have no obligation . Purchaser hereby agrees to pay a real estate commission to Broker the above referenced real estate sales commissions in an amount as provided in one or any other compensationmore separate agreements between Purchaser and Broker if this transaction closes, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoing, it is expressly agreed and understood that the Broker will but not be entitled to any real estate sales commissions if the Parties agree to rescind or terminate this Agreementotherwise.
(cb) Seller and represents to Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable except for Broker, it has not authorized any broker or finder to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity act on its behalf in connection with the transaction evidenced by this Agreementsale and purchase hereunder and that Seller has not dealt with any broker or finder purporting to act on behalf of any other party. Purchaser represents to Seller that, except for Broker, it has not authorized any broker or finder to act on its behalf in connection with the sale and purchase hereunder and that Purchaser agree has not dealt with any broker or finder purporting to act on behalf of any other party. Each party hereto agrees to indemnify and hold harmless, defend, harmless the other party from and indemnify each other from against any and all all, losses, liens, claims, suitsjudgments, liabilities, losses, costs, and expenses or damages (including reasonable attorneys’ ' fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is character arising out of or resulting from any agreement, arrangement or understanding alleged to be owed based upon an agreement have been made by such party or on its behalf with the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended any broker or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not finder in any way affect the validity of connection with this Agreement or any amendment the transaction contemplated hereby, other than Broker. Notwithstanding anything to this Agreement.
(e) Purchaser understands and hereby acknowledges that neither the Broker nor any agents operating bycontrary contained herein, through or under the Broker has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges that Purchaser has not relied upon any warranties or representations of the Broker or any agents operating by, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 22(b) shall survive the Closing or any termination of this Agreement, and shall not merge with the Deeds.
Appears in 1 contract
Samples: Purchase and Sale Agreement (NorthStar Healthcare Income, Inc.)
Real Estate Commissions. Seller shall pay to The Xxxxxxxx Xxxx ----------------------- Company (ahereinafter called "Agent" whether one or more) Seller and Purchaser acknowledge and agree that upon the only brokers who have been involved with Closing of the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, astransaction contemplated hereby, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, a cash commission in the amount agreed on in a separate listing agreement between Seller agrees to pay a real estate sales and Agent. Said commission to Broker shall in no event be payable unless and until the transaction contemplated hereby is closed in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close ; if such transaction is not closed for any reason, including a breach including, without limitation, failure of title or default by either PartySeller or Purchaser or termination of this Agreement pursuant to the terms hereof, then such commission will be deemed not to have been earned and shall not be due or payable. Seller shall have no obligation to also pay to Broker the above referenced Triple Net Realty $250,000.00 in real estate sales commissions commissions. Except as set forth above with respect to Agent and Triple Net Realty, neither Seller nor Purchaser has authorized any broker or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation finder to act on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled to any real estate sales commissions if the Parties agree to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity Purchaser's behalf in connection with the transaction evidenced by this Agreementsale and purchase hereunder and neither Seller nor Purchaser has dealt with any broker or finder purporting to act on behalf of any other party. Purchaser agrees to indemnify and hold harmless Seller from and Purchaser agree to hold harmless, defend, and indemnify each other from against any and all claims, suits, liabilities, losses, costsdamages, and costs or expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is character arising out of or resulting from any agreement, arrangement or understanding alleged to be owed based upon an agreement have been made by Purchaser or on Purchaser's behalf with the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended any broker or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not finder in any way affect the validity of connection with this Agreement or the transaction contemplated hereby. Seller agrees to indemnify and hold harmless Purchaser from and against any amendment and all claims, losses, damages, costs or expenses of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by Seller or on Seller's behalf with any broker or finder in connection with this Agreement.
(e) Agreement or the transaction contemplated hereby. Purchaser understands and hereby acknowledges that neither that, in accordance with the Broker nor any agents operating byterms of the Real Estate License Act of the State of Texas, through or under the Broker Agent has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges advised Purchaser that Purchaser has not relied upon any warranties should have the abstract covering the Property examined by an attorney of Purchaser's selection, or representations that Purchaser should be furnished with or obtain a policy of title insurance. Notwithstanding anything to the Broker or any agents operating bycontrary contained herein, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 10.2 shall survive the Closing or any earlier termination of this ------------- Agreement.
Appears in 1 contract
Real Estate Commissions. (a) Seller and Purchaser acknowledge and agree that the only brokers who have been involved with the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, as, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, Seller agrees to pay a real estate sales commission to Broker in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close for any reason, including a breach by either Party, Seller shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled to any real estate sales commissions if the Parties agree to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity in connection with the transaction evidenced by this Agreement. Seller and Purchaser agree to hold harmless, defend, and indemnify each other from any and all claims, suits, liabilities, losses, costs, and expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is alleged to be owed based upon an agreement with the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not in any way affect the validity of this Agreement or any amendment to this Agreement.
(e) Purchaser understands and hereby acknowledges that neither the Broker nor any agents operating by, through or under the Broker has any authority to bind Seller to 37 any warranties or representations regarding the Property, and further acknowledges that Purchaser has not relied upon any warranties or representations of the Broker or any agents operating by, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 shall survive the Closing or any termination of this Agreement.
Appears in 1 contract
Samples: Sale and Purchase Agreement (Stratus Properties Inc)
Real Estate Commissions. (a) Seller and Purchaser acknowledge and agree that the only brokers who have been involved with the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx XxxxxxC.B. Richard Ellis, X.X. Inc. and Xxxxx Xxxxx FIC Realxx Xxxxxxxx, Inc. (collectively, the “Broker”"Brokers"). If, as, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, Seller agrees to pay pay: (i) a real estate sales commission to Broker C.B. Richard Ellis, Inc. ix xx xxxxxx xxxxx xx one-half of one percent of the Purchase Price; and (ii) a real estate sales commission to FIC Realty Services, Inc. in accordance with an amount equal to one-half of one percent of the terms and provisions of a separate agreementPurchase Price.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close for any reason, including a breach by either Party, Seller shall have no obligation to pay to Broker Brokers the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoing, it is expressly agreed and understood that the Broker Brokers will not be entitled to any real estate sales commissions if the Parties agree to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker Brokers as specified hereinabove, there are no real estate sales commissions payable to any person or entity in connection with the transaction evidenced by this Agreement. Seller and Purchaser agree to hold harmless, defend, and indemnify each other from any and all claims, suits, liabilities, losses, costs, and expenses (including reasonable attorneys’ ' fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is alleged to be owed based upon an agreement with the indemnifying party.
(d) The Broker is Brokers are not a party parties to this Agreement. This Agreement may be amended or terminated without notice to or the consent of the BrokerBrokers. The absence of Broker’s Brokers' signatures shall not in any way affect the validity of this Agreement or any amendment to this Agreement.
(e) Purchaser understands and hereby acknowledges that neither the Broker Brokers nor any agents operating by, through or under the Broker has Brokers have any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges that Purchaser has not relied upon any warranties or representations of the Broker Brokers or any agents operating by, through or under the Broker Brokers in Purchaser’s 's decision to purchase the Property.
(f) Purchaser acknowledges that Purchaser has been advised by the Brokers, to have an abstract of title on the Property examined by an attorney or else to acquire an owner's policy of title insurance on the Property.
(g) The obligations of the Parties contained in this Section 11.01 9.01 shall survive the Closing or any termination of this Agreement.
Appears in 1 contract
Samples: Agreement of Sale and Purchase (Financial Industries Corp)
Real Estate Commissions. Seller shall pay to ARA, through its agent, Xxxxx Xxxx (a) Seller and Purchaser acknowledge and agree that the only brokers who have been involved with the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the hereinafter called “Broker”). If, as” whether one or more) upon the Closing of the transaction contemplated hereby, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, a cash commission in the amount agreed on in a separate listing agreement between Seller agrees to pay a real estate sales and Broker. Said commission to Broker shall in no event be earned, due or payable unless and until the transaction contemplated hereby is closed and fully consummated strictly in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close and Seller has received the Purchase Price in immediately available funds; if such transaction is not closed and fully consummated for any reason, including a breach including, without limitation, failure of title or default by either PartySeller or Purchaser or termination of this Agreement pursuant to the terms hereof, Seller then such commission will be deemed not to have been earned and shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled due or payable. Except as set forth above with respect to Broker, neither Seller nor Purchaser has authorized any real estate sales commissions if the Parties agree broker or finder to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity act on Purchaser’s behalf in connection with the transaction evidenced by this Agreementsale and purchase hereunder and neither Seller nor Purchaser has dealt with any broker or finder purporting to act on behalf of any other party. Purchaser agrees to indemnify and hold harmless Seller from and Purchaser agree to hold harmless, defend, and indemnify each other from against any and all claims, suits, liabilities, losses, costsdamages, and costs or expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is character arising out of or resulting from any agreement, arrangement or understanding alleged to be owed based upon an agreement have been made by Purchaser or on Purchaser’s behalf with the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended any broker or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not finder in any way affect the validity of connection with this Agreement or the transaction contemplated hereby. Seller agrees to indemnify and hold harmless Purchaser from and against any amendment and all claims, losses, damages, costs or expenses of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by Seller or on Seller’s behalf with any broker or finder in connection with this Agreement.
(e) Purchaser understands and hereby acknowledges that neither Agreement or the Broker nor any agents operating bytransaction contemplated hereby. Notwithstanding anything to the contrary contained herein, through or under the Broker has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges that Purchaser has not relied upon any warranties or representations of the Broker or any agents operating by, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 10.2 shall survive the Closing or any earlier termination of this Agreement.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Resource Apartment REIT III, Inc.)
Real Estate Commissions. Seller shall pay to CB Xxxxxxx Xxxxx, Inc. (ahereinafter called “Agent” whether one or more) Seller and Purchaser acknowledge and agree that upon the only brokers who have been involved with Closing of the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, astransaction contemplated hereby, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, a cash commission in the amount agreed on in a separate listing agreement between Seller agrees to pay a real estate sales and Agent. Said commission to Broker shall in no event be earned, due or payable unless and until the transaction contemplated hereby is closed and fully consummated strictly in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close and Seller has received the Purchase Price in immediately available funds; if such transaction is not closed and fully consummated for any reason, including a breach including, without limitation, failure of title or default by either PartySeller or Purchaser or termination of this Agreement pursuant to the terms hereof, Seller then such commission will be deemed not to have been earned and shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled due or payable. Except as set forth above with respect to Agent, neither Seller nor Purchaser has authorized any real estate sales commissions if the Parties agree broker or finder to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity act on Purchaser’s behalf in connection with the transaction evidenced by this Agreementsale and purchase hereunder and neither Seller nor Purchaser has dealt with any broker or finder purporting to act on behalf of any other party. Purchaser agrees to indemnify and hold harmless Seller from and Purchaser agree to hold harmless, defend, and indemnify each other from against any and all claims, suits, liabilities, losses, costsdamages, and costs or expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is character arising out of or resulting from any agreement, arrangement or understanding alleged to be owed based upon an agreement have been made by Purchaser or on Purchaser’s behalf with the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended any broker or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not finder in any way affect the validity of connection with this Agreement or the transaction contemplated hereby. Seller agrees to indemnify and hold harmless Purchaser from and against any amendment and all claims, losses, damages, costs or expenses of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by Seller or on Seller’s behalf with any broker or finder in connection with this Agreement.
(e) Purchaser understands and hereby acknowledges that neither Agreement or the Broker nor any agents operating bytransaction contemplated hereby. Notwithstanding anything to the contrary contained herein, through or under the Broker has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges that Purchaser has not relied upon any warranties or representations of the Broker or any agents operating by, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 10.2 shall survive the Closing or any earlier termination of this Agreement.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Global Growth Trust, Inc.)
Real Estate Commissions. Seller shall pay to The Xxxxxxxx Xxxx ----------------------- Company (ahereinafter called "Agent" whether one or more) Seller and Purchaser acknowledge and agree that upon the only brokers who have been involved with Closing of the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, astransaction contemplated hereby, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, a cash commission in the amount agreed on in a separate listing agreement between Seller agrees to pay a real estate sales and Agent. Said commission to Broker shall in no event be payable unless and until the transaction contemplated hereby is closed in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close ; if such transaction is not closed for any reason, including a breach including, without limitation, failure of title or default by either PartySeller or Purchaser or termination of this Agreement pursuant to the terms hereof, then such commission will be deemed not to have been earned and shall not be due or payable. Seller shall have no obligation to also pay to Broker the above referenced Triple Net Realty $80,000 in real estate sales commissions commissions. Except as set forth above with respect to Agent and Triple Net Realty, neither Seller nor Purchaser has authorized any broker or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation finder to act on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled to any real estate sales commissions if the Parties agree to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity Purchaser's behalf in connection with the transaction evidenced by this Agreementsale and purchase hereunder and neither Seller nor Purchaser has dealt with any broker or finder purporting to act on behalf of any other party. Purchaser agrees to indemnify and hold harmless Seller from and Purchaser agree to hold harmless, defend, and indemnify each other from against any and all claims, suits, liabilities, losses, costsdamages, and costs or expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is character arising out of or resulting from any agreement, arrangement or understanding alleged to be owed based upon an agreement have been made by Purchaser or on Purchaser's behalf with the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended any broker or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not finder in any way affect the validity of connection with this Agreement or the transaction contemplated hereby. Seller agrees to indemnify and hold harmless Purchaser from and against any amendment and all claims, losses, damages, costs or expenses of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by Seller or on Seller's behalf with any broker or finder in connection with this Agreement.
(e) Agreement or the transaction contemplated hereby. Purchaser understands and hereby acknowledges that neither that, in accordance with the Broker nor any agents operating byterms of the Real Estate License Act of the State of Texas, through or under the Broker Agent has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges advised Purchaser that Purchaser has not relied upon any warranties should have the abstract covering the Property examined by an attorney of Purchaser's selection, or representations that Purchaser should be furnished with or obtain a policy of title insurance. Notwithstanding anything to the Broker or any agents operating bycontrary contained herein, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 10.2 shall survive the Closing or any earlier termination of this ------------ Agreement.
Appears in 1 contract
Real Estate Commissions. Seller shall pay to The Xxxxxxxx Xxxx ----------------------- Company (ahereinafter called "Agent" whether one or more) Seller and Purchaser acknowledge and agree that upon the only brokers who have been involved with Closing of the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, astransaction contemplated hereby, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, a cash commission in the amount agreed on in a separate listing agreement between Seller agrees to pay a real estate sales and Agent. Said commission to Broker shall in no event be payable unless and until the transaction contemplated hereby is closed in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close ; if such transaction is not closed for any reason, including a breach including, without limitation, failure of title or default by either PartySeller or Purchaser or termination of this Agreement pursuant to the terms hereof, then such commission will be deemed not to have been earned and shall not be due or payable. Seller shall have no obligation to also pay to Broker the above referenced Triple Net Realty $350,000 in real estate sales commissions commissions. Except as set forth above with respect to Agent and Triple Net Realty, neither Seller nor Purchaser has authorized any broker or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation finder to act on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled to any real estate sales commissions if the Parties agree to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity Purchaser's behalf in connection with the transaction evidenced by this Agreementsale and purchase hereunder and neither Seller nor Purchaser has dealt with any broker or finder purporting to act on behalf of any other party. Purchaser agrees to indemnify and hold harmless Seller from and Purchaser agree to hold harmless, defend, and indemnify each other from against any and all claims, suits, liabilities, losses, costsdamages, and costs or expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is character arising out of or resulting from any agreement, arrangement or understanding alleged to be owed based upon an agreement have been made by Purchaser or on Purchaser's behalf with the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended any broker or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not finder in any way affect the validity of connection with this Agreement or the transaction contemplated hereby. Seller agrees to indemnify and hold harmless Purchaser from and against any amendment and all claims, losses, damages, costs, or expenses of any kind or character arising out of or resulting from any agreement, arrangement, or understanding alleged to have been made by Seller or on Seller's behalf with any broker or finder in connection with this Agreement.
(e) Agreement or the transaction contemplated hereby. Purchaser understands and hereby acknowledges that neither that, in accordance with the Broker nor any agents operating byterms of the Real Estate License Act of the State of Texas, through or under the Broker Agent has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges advised Purchaser that Purchaser has not relied upon any warranties should have the abstract covering the Property examined by an attorney of Purchaser's selection, or representations that Purchaser should be furnished with or obtain a policy of title insurance. Notwithstanding anything to the Broker or any agents operating bycontrary contained herein, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 10.2 shall survive the Closing or any earlier termination of this Agreement.
Appears in 1 contract
Real Estate Commissions. Seller shall pay to CB Commercial (ahereinafter called "Agent" whether one or more) Seller and Purchaser acknowledge and agree that upon the only brokers who have been involved with Closing of the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, astransaction contemplated hereby, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, a cash commission in the amount agreed on in a separate listing agreement between Seller agrees and Agent. Purchaser shall pay to pay Xxxx Schelpfeffer ("Schelpfeffer") upon the Closing of the transaction contemplated hereby, and not otherwise a real estate sales cash commission to Broker in the amount agreed on in a separate listing agreement between Purchaser and Schelpfeffer. Said commission shall in no event be payable unless and until the transaction contemplated hereby is closed in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close ; if such transaction is not closed for any reason, including a breach including, without limitation, failure of title or default by either PartySeller of Purchaser or termination of this Agreement pursuant to the terms hereof, Seller then such commission will be deemed not to have been earned and shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled due or payable. Except as set forth above with respect to Agent and Schelpfeffer, neither Seller nor Purchaser has authorized any real estate sales commissions if the Parties agree broker or finder to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity act on Purchaser's behalf in connection with the transaction evidenced by this Agreementsale and purchase hereunder and neither Seller nor Purchaser has dealt with any broker or finder purporting to act on behalf of any other party. Purchaser agrees to indemnify and hold harmless Seller from and Purchaser agree to hold harmless, defend, and indemnify each other from against any and all claims, suits, liabilities, losses, costsdamages, and costs or expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is character arising out of or resulting from any agreement, arrangement or understanding alleged to be owed based upon an agreement have been made by Purchaser or on Purchaser's behalf with the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended any broker or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not finder in any way affect the validity of connection with this Agreement or the transaction contemplated hereby. Seller agrees to indemnify and hold harmless Purchaser from and against any amendment and all claims, losses, damages, costs or expenses of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by Seller or on Seller's behalf with any broker or finder in connection with this Agreement.
(e) Purchaser understands and hereby acknowledges that neither Agreement or the Broker nor any agents operating bytransaction contemplated hereby. Notwithstanding anything to the contrary contained herein, through or under the Broker has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges that Purchaser has not relied upon any warranties or representations of the Broker or any agents operating by, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 8.2 shall survive the Closing or any earlier termination of this Agreement.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Cornerstone Realty Income Trust Inc)
Real Estate Commissions. (a) Seller and Purchaser acknowledge and agree that shall pay to the only brokers who have been involved with Agent upon the origination and negotiation Closing of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, astransaction contemplated hereby, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, a cash commission in the amount agreed on in a separate listing agreement between Seller agrees to pay a real estate sales and Agent. Said commission to Broker shall in no event be payable unless and until the transaction contemplated hereby is closed in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close ; if such transaction is not closed for any reason, including a breach including, without limitation, failure of title or default by either PartySeller or Purchaser or termination of this Agreement pursuant to the terms hereof, Seller then such commission will be deemed not to have been earned and shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled due or payable. Except as set forth above with respect to Agent, neither Seller nor Purchaser has authorized any real estate sales commissions if the Parties agree broker or finder to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity act on Purchaser's behalf in connection with the transaction evidenced by this Agreementsale and purchase hereunder and neither Seller nor Purchaser has dealt with any broker or finder purporting to act on behalf of any other party. Purchaser agrees to indemnify and hold harmless Seller from and Purchaser agree to hold harmless, defend, and indemnify each other from against any and all claims, suits, liabilities, losses, costsdamages, and costs or expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is character arising out of or resulting from any agreement, arrangement or understanding alleged to be owed based upon an agreement have been made by Purchaser or on Purchaser's behalf with the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended any broker or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not finder in any way affect the validity of connection with this Agreement or the transaction contemplated hereby, other than Bartxx Xxxxxxx. Xxller agrees to indemnify and hold harmless Purchaser from and against any amendment and all claims, losses, damages, costs or expenses of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by Seller or on Seller's behalf with any broker or finder in connection with this Agreement.
(e) Purchaser understands and hereby acknowledges that neither Agreement or the Broker nor any agents operating bytransaction contemplated hereby. Notwithstanding anything to the contrary contained herein, through or under the Broker has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges that Purchaser has not relied upon any warranties or representations of the Broker or any agents operating by, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 10.2 shall survive the Closing or any earlier termination of this Agreement.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Murray Income Properties I LTD)
Real Estate Commissions. (a) Seller and Purchaser acknowledge represent and agree warrant to each other that the only brokers who they have been involved dealt with no broker, finder or similar agent in connection with the origination transaction provided for in this Contract, except Xxxxx X. Xxxxxxxx Co. and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx XxxxxxXxxx Xxxx Agency, X.X. and Xxxxx Xxxxx Inc. (collectively, collectively called the “Broker”). If, as, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, "Brokers") to which Seller agrees to pay a real estate sales commission of six percent (6%) of the total purchase price (to Broker be divided equally between the Brokers) in the event and only in the event this sale is closed in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions this Contract and Seller receives the total purchase price provided for in paragraph 2 herein. This commission will be deemed earned only if full payment to the Brokers and when the Closing occurs under this Agreement. If this Agreement fails to close for any reason, including a breach by either Party, Seller shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled to any real estate sales persons claiming through or under the Brokers, for all services rendered, commissions if the Parties agree to rescind earned, or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity expenses incurred in connection with the transaction evidenced negotiations, transfer, sale and/or conveyance of the Property; and, if requested by this AgreementSeller, the Brokers agree to execute and deliver to Seller at the Closing a full and complete release of any claims and demands which may arise from any such negotiations, transfer, sale and/or conveyance. Furthermore, the Brokers agree to indemnify and hold Seller and Purchaser agree to hold harmless, defend, harmless from and indemnify each other from any and all claims, suits, liabilities, losses, costs, and expenses (including reasonable attorneys’ fees and court costs) resulting from against any claims for commission or other fees made by any brokerperson if that person is claiming to have dealt with the Brokers in connection with this transaction, agentincluding reasonable attorney's fees incurred in connection with the defense of such a claim. Seller agrees to hold Purchaser harmless from and against any claim made by any person claiming to have dealt with Seller in connection with this transaction, finderincluding reasonable attorney's fees incurred in the defense of such a claim. Purchaser agrees to hold Seller harmless from and against any claim made by any person claiming to have dealt with Purchaser in connection with this transaction, including reasonable attorney's fees incurred in the defense of such a claim. Purchaser acknowledges that it has been advised by the Brokers that it should have an abstract covering the Real Property examined by an attorney of its selection, or salesman for any real estate sales commission should be furnished with or other compensation, reimbursement or payment obtain a policy of any kind or nature which is alleged to be owed based upon an agreement with the indemnifying partytitle insurance.
(d) The Broker is not a party to this Agreement. This Agreement may be amended or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not in any way affect the validity of this Agreement or any amendment to this Agreement.
(e) Purchaser understands and hereby acknowledges that neither the Broker nor any agents operating by, through or under the Broker has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges that Purchaser has not relied upon any warranties or representations of the Broker or any agents operating by, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 shall survive the Closing or any termination of this Agreement.
Appears in 1 contract
Samples: Contract for Sale (Brookdale Living Communities Inc)
Real Estate Commissions. Seller shall pay to Xxxxxxxxxx Advisors, LLC (ahereinafter called "AGENT" whether one or more) Seller and Purchaser acknowledge and agree that upon the only brokers who have been involved with Closing of the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, astransaction contemplated hereby, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, a cash commission in the amount agreed on in a separate listing agreement between Seller agrees to pay a real estate sales and Agent. Said commission to Broker shall in no event be earned, due or payable unless and until the transaction contemplated hereby is closed and fully consummated strictly in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close and Seller has received the Purchase Price in immediately available funds; if such transaction is not closed and fully consummated for any reason, including a breach including, without limitation, failure of title or default by either PartySeller or Purchaser or termination of this Agreement pursuant to the terms hereof, Seller then such commission will be deemed not to have been earned and shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled due or payable. Except as set forth above with respect to Agent, neither Seller nor Purchaser has authorized any real estate sales commissions if the Parties agree broker or finder to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity act on Purchaser's behalf in connection with the transaction evidenced by this Agreementsale and purchase hereunder and neither Seller nor Purchaser has dealt with any broker or finder purporting to act on behalf of any other party. Purchaser agrees to indemnify and hold harmless Seller from and Purchaser agree to hold harmless, defend, and indemnify each other from against any and all claims, suits, liabilities, losses, costsdamages, and costs or expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is character arising out of or resulting from any agreement, arrangement or understanding alleged to be owed based upon an agreement have been made by Purchaser or on Purchaser's behalf with the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended any broker or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not finder in any way affect the validity of connection with this Agreement or the transaction contemplated hereby. Seller agrees to indemnify and hold harmless Purchaser from and against any amendment and all claims, losses, damages, costs or expenses of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by Seller or on Seller's behalf with any broker or finder in connection with this Agreement.
(e) Agreement or the transaction contemplated hereby. Purchaser understands and hereby acknowledges that neither that, in accordance with the Broker nor any agents operating byterms of the Real Estate License Act of the State of Texas, through or under the Broker Agent has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges advised Purchaser that Purchaser has not relied upon any warranties should have the abstract covering the Property examined by an attorney of Purchaser's selection, or representations that Purchaser should be furnished with or obtain a policy of title insurance. Notwithstanding anything to the Broker or any agents operating bycontrary contained herein, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 SECTION 10.2 shall survive the Closing or any earlier termination of this Agreement.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Behringer Harvard Short Term Opportunity Fund I Lp)
Real Estate Commissions. Seller shall pay to Xxxxx & Xxxxx Company (ahereinafter called "AGENT" whether one or more) Seller and Purchaser acknowledge and agree that upon the only brokers who have been involved with Closing of the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, astransaction contemplated hereby, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, a cash commission in the amount agreed on in a separate listing agreement between Seller agrees to pay a real estate sales and Agent. Said commission to Broker shall in no event be earned, due and payable unless and until the transaction contemplated hereby is closed and fully consummated strictly in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close and Seller has received the Purchase Price in immediately available funds; if such transaction is not closed and fully consummated for any reason, including a breach including, without limitation, failure of title or default by either PartySeller or Purchaser or termination of this Agreement pursuant to the terms hereof, Seller then such commission will be deemed not to have been earned and shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled due or payable. Except as set forth above with respect to Agent, neither Seller nor Purchaser has authorized any real estate sales commissions if the Parties agree broker or finder to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity act on Purchaser's behalf in connection with the transaction evidenced by this Agreementsale and purchase hereunder and neither Seller nor Purchaser has dealt with any broker or finder purporting to act on behalf of any other party. Purchaser agrees to indemnify and hold harmless Seller from and Purchaser agree to hold harmless, defend, and indemnify each other from against any and all claims, suits, liabilities, losses, costsdamages, and costs or expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is character arising out of or resulting from any agreement, arrangement or understanding alleged to be owed based upon an agreement have been made by Purchaser or on Purchaser's behalf with the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended any broker or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not finder in any way affect the validity of connection with this Agreement or the transaction contemplated hereby. Seller agrees to indemnify and hold harmless Purchaser from and against any amendment and all claims, losses, damages, costs or expenses of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by Seller or on Seller's behalf with any broker or finder in connection with this Agreement.
(e) Purchaser understands and hereby acknowledges that neither Agreement or the Broker nor any agents operating bytransaction contemplated hereby. Notwithstanding anything to the contrary contained herein, through or under the Broker has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges that Purchaser has not relied upon any warranties or representations of the Broker or any agents operating by, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 10.2 shall survive the Closing or any earlier termination of this Agreement.
Appears in 1 contract
Real Estate Commissions. Seller shall pay to CB Commercial Real Estate, Inc. (ahereinafter called "Agent" whether one or more) Seller and Purchaser acknowledge and agree that upon the only brokers who have been involved with Closing of the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, astransaction contemplated hereby, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, a cash commission in the amount agreed on in a separate listing agreement between Seller agrees to pay a real estate sales and Agent. Said commission to Broker shall in no event be payable unless and until the transaction contemplated hereby is closed in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close ; if such transaction is not closed for any reason, including a breach including, without limitation, failure of title or default by either PartySeller or Purchaser or termination of this Agreement pursuant to the terms hereof, Seller then such commission will be deemed not to have been earned and shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled due or payable. Except as set forth above with respect to Agent, neither Seller nor Purchaser has authorized any real estate sales commissions if the Parties agree broker or finder to rescind act on Purchaser's or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity Seller's behalf in connection with the transaction evidenced by this Agreementsale and purchase hereunder and neither Seller nor Purchaser has dealt with any broker or finder purporting to act on behalf of any other party. Seller and Purchaser agree agrees to hold harmlessindemnify, defend, protect and indemnify each other hold harmless Seller from and against any and all claims, suitslosses, damages, liabilities, losses, costs, and costs or expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is character arising out of or resulting from any agreement, arrangement or understanding alleged to be owed based upon an agreement have been made by Purchaser or on Purchaser's behalf with the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended any broker or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not finder in any way affect the validity of connection with this Agreement or the transaction contemplated hereby. Seller agrees to indemnify, defend, protect and hold harmless Purchaser from and against any amendment and all claims, losses, damages, liabilities, costs or expenses of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by Seller or on Seller's behalf with any broker or finder in connection with this Agreement.
(e) Purchaser understands and hereby acknowledges that neither Agreement or the Broker nor any agents operating bytransaction contemplated hereby. Notwithstanding anything to the contrary contained herein, through or under the Broker has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges that Purchaser has not relied upon any warranties or representations of the Broker or any agents operating by, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 10.2 shall survive the Closing or any earlier termination of this Agreement.
Appears in 1 contract
Real Estate Commissions. (a) Seller and Purchaser acknowledge Parent, each warrant and agree represent that the only brokers who have been involved it has not dealt with the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, as, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, Seller agrees to pay a real estate sales commission to Broker in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close for any reason, including a breach by either Party, Seller shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled to any real estate sales commissions if the Parties agree to rescind broker, dealer or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity salesman in connection with the transaction evidenced by transactions contemplated herein, and that there are and shall be no brokerage fees, commissions, or other remuneration of any kind arising from the execution of this AgreementAgreement or the Closing of the Contemplated Transactions or arising from the Lease Agreement or the transactions contemplated thereby, as a result of Seller's actions. Seller and Parent, each shall forever jointly and severally indemnify and hold harmless Purchaser agree to hold harmless, defend, or FTI against and indemnify each other from in respect of any and all claimsClaims, suitsincluding, liabilitieswithout limitation, losses, costs, and expenses (including reasonable attorneys’ ' fees and court costs) , incurred by Purchaser resulting from any claims Claim by any broker or agent or other person on the basis of any arrangements or agreements made or alleged to have been made by any broker, agent, finder, or salesman for on behalf of Seller in respect to the transactions herein contemplated. Purchaser warrants and represents that it has not dealt with any real estate sales commission other broker, dealer or salesman in connection with the transactions contemplated herein, and that there are and shall be no brokerage fees, commissions, or other compensation, reimbursement or payment remuneration of any kind or nature which is alleged to be owed based upon an agreement with arising from the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not in any way affect the validity execution of this Agreement or any amendment to this Agreement.
(e) Purchaser understands and hereby acknowledges that neither the Broker nor any agents operating by, through or under the Broker has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges that Purchaser has not relied upon any warranties or representations Closing of the Broker Contemplated Transactions as a result of Purchaser's actions. Purchaser shall forever indemnify and hold harmless Seller and Parent, each against and in respect of any and all Claims, including, without limitation, reasonable attorney's fees and court costs, incurred by Seller or Parent resulting from any agents operating byClaim asserted against Seller or Parent by any agent, through broker or under other person on the Broker basis of any arrangement or agreements made or alleged to be made by or on behalf of Purchaser in Purchaser’s decision respect to purchase the Property.
(f) transactions herein contemplated. The obligations provisions of the Parties contained in this Section 11.01 Article X shall survive the Closing or any termination of this AgreementDate.
Appears in 1 contract
Real Estate Commissions. Seller covenants and represents to Purchaser that except for N/S Associates and Xxxxxxx XxXxxxxxxx (a) Seller and Purchaser acknowledge and agree that the only "Seller's Brokers"), no brokers who have been involved with the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, as, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, Seller agrees to pay a real estate sales commission to Broker in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close for any reason, including a breach by either Party, Seller shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled to any real estate sales commissions if the Parties agree to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity in connection with the transaction evidenced by this Agreement. Seller and Purchaser agree to hold harmless, defend, and indemnify each other from any and all claims, suits, liabilities, losses, costs, and expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is alleged to be owed based upon an agreement with the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not in any way affect the validity of this Agreement or any amendment to this Agreement.
(e) Purchaser understands and hereby acknowledges that neither the Broker nor any agents operating claiming by, through or under Seller and none are entitled to be paid a finder's fee, cooperation fee, commission or other brokerage-type fee or similar compensation in connection with this Agreement and the Broker has any authority to bind Seller to any warranties or representations regarding the Propertytransactions contemplated hereby ("Brokerage Compensation"), and further acknowledges that Purchaser Seller has not relied upon had any warranties dealings or representations of the Broker agreements with any other individual or any agents operating entity in connection therewith. Purchaser covenants and represents to Seller that except for Xxxx Xxxxx Xxxxx Realtors and Xx. Xxxxxxx X. Dixon ("Buyer's Brokers") no brokers are claiming by, through or under Purchaser and none are entitled to be paid Broker's Compensation, and that Purchaser has not had any dealings or agreements with any other individual or entity in connection therewith. If any person or entity other than the Seller's Broker or Buyer's Brokers shall assert a claim to such a fee or compensation against either Seller or Purchaser on account of alleged employment as a finder, consultant or broker, then the party to this Agreement by, through or under whom the person or entity claims such employment shall indemnify, defend and hold harmless the other party against and from any and all such claims and all costs, expenses and liabilities incurred in connection with such claim or any action or proceeding brought thereon. Seller's Broker and Buyer's Brokers agree that, without the prior written consent of Seller and Purchaser’s decision , they will not make or permit to purchase the Property.
(f) be made, or permit those acting by, through or under them to make, any press release, tombstone or other advertisement or other announcement, or disseminate any information to third parties, relative to this transaction. The obligations of the Parties agreement contained in this Section 11.01 Paragraph shall survive the Closing or any the earlier termination of this Agreementhereof. The Brokerage Compensation shall be paid at the Closing as follows: One Hundred Fifty Thousand Dollars ($150,000) to N/S Associates, One Hundred Thousand ($100,000) to Xxxxxxx XxXxxxxxxx, One Hundred Thousand Dollars ($100,000) to Xxxx Xxxxx Xxxxx Realtors (Xxx Xxxxxx), and One Hundred Thousand Dollars ($100,000) to Xx. Xxxxxxx X. Dixon.
Appears in 1 contract
Samples: Real Estate Sale and Purchase Agreement (Rainwire Partners Inc /De/)
Real Estate Commissions. Pursuant to a separate written agreement, Seller has agreed to pay (ai) Seller and Purchaser acknowledge and agree that Xxxx Xxxxxx Co. (herein, "Xxxxxx") a commission in amount equal to two percent (2%) of the only brokers who have been involved with the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, asPurchase Price, and when this Agreement closes (ii) Xxxxx Xxxx of Xxxx Real Estate (herein, "Xxxx", and Seller receives together with Xxxxxx herein collectively called "Broker") a commission in amount equal to two percent (2%) of the Purchase Price in good fundsPrice, but not otherwise, Seller agrees to pay a such real estate sales commission to Broker in accordance with commissions being payable upon consummation of the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under transaction contemplated by this Agreement. If this Agreement fails Except for Seller's agreement with Broker, neither Seller nor Purchaser has authorized any broker or finder to close for act on any reason, including a breach by either Party, Seller shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled to any real estate sales commissions if the Parties agree to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity party's behalf in connection with the transaction evidenced by this Agreementsale and purchase hereunder and neither Seller nor Purchaser has dealt with any broker or finder purporting to act on behalf of any other party. Purchaser agrees to indemnify and hold harmless Seller from and Purchaser agree to hold harmless, defend, and indemnify each other from against any and all claims, suits, liabilities, losses, costsdamages, and costs or expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is character arising out of or resulting from any agreement, arrangement or understanding alleged to be owed based upon an agreement have been made by Purchaser or on Purchaser's behalf with the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended any broker or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not finder in any way affect the validity of connection with this Agreement or the transaction contemplated hereby. Seller agrees to indemnify and hold harmless Purchaser from and against any amendment and all claims, losses, damages, costs or expenses of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by Seller or on Seller's behalf with any broker or finder in connection with this Agreement.
(e) Purchaser understands and hereby acknowledges that neither Agreement or the Broker nor any agents operating bytransaction contemplated hereby, through or under including Broker. Notwithstanding anything to the Broker has any authority to bind Seller to any warranties or representations regarding the Propertycontrary contained herein, and further acknowledges that Purchaser has not relied upon any warranties or representations of the Broker or any agents operating by, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 9.2 shall survive the Closing or any earlier termination of this Agreement.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Strategic Storage Trust, Inc.)
Real Estate Commissions. Seller shall pay to CB Xxxxxxx Xxxxx, Inc. (ahereinafter called "AGENT" whether one or more) Seller and Purchaser acknowledge and agree that upon the only brokers who have been involved with Closing of the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, astransaction contemplated hereby, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, a cash commission in the amount agreed on in a separate listing agreement between Seller agrees to pay a real estate sales and Agent. Said commission to Broker shall in no event be earned, due or payable unless and until the transaction contemplated hereby is closed and fully consummated strictly in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close and Seller has received the Purchase Price in immediately available funds; if such transaction is not closed and fully consummated for any reason, including a breach including, without limitation, failure of title or default by either PartySeller or Purchaser or termination of this Agreement pursuant to the terms hereof, Seller then such commission will be deemed not to have been earned and shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled due or payable. Except as set forth above with respect to Agent, neither Seller nor Purchaser has authorized any real estate sales commissions if the Parties agree broker or finder to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity act on Purchaser's behalf in connection with the transaction evidenced by this Agreementsale and purchase hereunder and neither Seller nor Purchaser has dealt with any broker or finder purporting to act on behalf of any other party. Purchaser agrees to indemnify and hold harmless Seller from and Purchaser agree to hold harmless, defend, and indemnify each other from against any and all claims, suits, liabilities, losses, costsdamages, and costs or expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is character arising out of or resulting from any agreement, arrangement or understanding alleged to be owed based upon an agreement have been made by Purchaser or on Purchaser's behalf with the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended any broker or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not finder in any way affect the validity of connection with this Agreement or the transaction contemplated hereby. Seller agrees to indemnify and hold harmless Purchaser from and against any amendment and all claims, losses, damages, costs or expenses of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by Seller or on Seller's behalf with any broker or finder in connection with this Agreement.
(e) Purchaser understands and hereby acknowledges that neither Agreement or the Broker nor any agents operating bytransaction contemplated hereby. Notwithstanding anything to the contrary contained herein, through or under the Broker has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges that Purchaser has not relied upon any warranties or representations of the Broker or any agents operating by, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 SECTION 10.2 shall survive the Closing or any earlier termination of this Agreement.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Inland Western Retail Real Estate Trust Inc)
Real Estate Commissions. (a) Neither Seller and nor Purchaser acknowledge and agree that the only brokers who have been involved has contacted any real estate broker, finder or similar person in connection with the origination transaction contemplated hereby, except Lincoln Property Company Commercial Service Enterprises, Inc. and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx Bakex Xxxxxxx Xx. (collectively, the “Broker”"Brokers"). IfSeller shall pay to the Brokers at the Closing a brokerage fee in the aggregate amount of six (6.O%) percent of the Purchase Price; provided, ashowever, that Brokers' right to such brokerage fee shall vest only at Closing, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, Seller agrees to pay a real estate sales no commission to Broker in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will shall be deemed earned only due if and when the Closing occurs under this Agreement. If this Agreement fails to close does not occur for any reason. The aforesaid commission shall be divided between the Brokers as follows: three percent (3.0%) to Lincoln Property Company Commercial Service Enterprises, including a breach by either PartyInc. and three percent (3.0%) to Bakex Xxxxxxx Xx. To the actual knowledge of Seller and Purchaser, Seller shall no other Acquisition Fees (as hereafter defined) have no obligation been paid or are due and owing to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees person or entity other sums of any kind or naturethan to the Brokers. Without limitation on the generality Neither of the foregoing, it is expressly agreed and understood that the Broker will not Brokers shall be entitled to any real estate sales commissions if portion of the Parties agree Earnxxx Xxxey in the event the same or any part thereof is forfeited to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other thatSeller. As used herein, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable "Acquisition Fees" shall mean all fees paid to any person or entity in connection with the transaction evidenced by this Agreementselection and purchase of the Property, including real estate commissions, selection fees, and non-recurring management and start-up fees, development fees or any other fee of similar nature. Seller and Purchaser each hereby agree to indemnify and hold harmless, defend, and indemnify each harmless the other from and against any and all claims, suits, liabilities, losses, costs, and expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, for Acquisition Fees or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is alleged to be owed based upon an agreement similar charges with the indemnifying party.
(d) The Broker is not a party respect to this Agreement. This Agreement may be amended or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not in any way affect the validity of this Agreement or any amendment to this Agreement.
(e) Purchaser understands and hereby acknowledges that neither the Broker nor any agents operating transaction arising by, through or under the Broker has indemnifying party and each further agrees to indemnify and hold harmless the other from any authority to bind Seller to any warranties loss or damage resulting from an inaccuracy in the representations regarding the Property, and further acknowledges that Purchaser has not relied upon any warranties or representations of the Broker or any agents operating by, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 11.2. This indemnification agreement of the parties shall survive the Closing or any termination of this AgreementClosing.
Appears in 1 contract
Real Estate Commissions. (a) Seller and Purchaser acknowledge and agree that the only brokers who have been involved with the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, as, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, Seller agrees has agreed to pay a real estate sales brokerage commission to Broker in accordance with the terms and provisions amount of a separate agreement.
four percent (b4%) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close for any reason, including a breach by either Party, Seller shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoingTotal Purchase Price to Gruxx & Ellxx Xxmpany, it is expressly agreed and understood that the Broker will not be entitled to any real estate sales commissions if the Parties agree to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other thatlocated at 1330 Xxxx Xxx Xxxxxxxxx, other than the real estate sales commissions payable to the Broker as specified hereinaboveXxxxx 0000, there are no real estate sales commissions payable to any person or entity Xxxxxxx, Xxxxx 00000 xx Closing in connection with the transaction evidenced sale and purchase contemplated herein. Gruxx & Ellxx xxall pay at Closing a referral fee in the amount of one percent (1%) of the Total Purchase Price to be divided evenly between Dan Xxxxxx xx NAI Partners Commercial and Merxxxxx Xxxxx xx Infincon Advisory Services. In addition, Seller shall be solely responsible for and does hereby agree to pay any and all other brokerage fees, commissions, or other remuneration of any kind arising from the execution of this Agreement or the Closing of the purchase and sale contemplated hereby which are payable to Seller's brokers or any other Person claiming on the basis of any arrangement or agreements made or alleged to be made by this Agreementor on behalf of Seller in respect to the transactions herein contemplated. Seller shall forever indemnify and hold harmless Purchaser agree to hold harmless, defend, against and indemnify each other from in respect of any and all claims, suits, liabilities, losses, costsliabilities and expenses, and expenses (including reasonable attorneys’ including, without limitation, attorney's fees and court costs, which Purchaser may incur on account of any claim by any broker or agent or other Person (including, without limitation, Gruxx & Ellxx Xxmpany, and any individual broker associated therewith) resulting from on the basis of any claims arrangements or agreements made or alleged to have been made by or on behalf of Seller in respect to the transactions herein contemplated. Similarly, Purchaser shall forever indemnify and hold harmless Seller against and in respect of any brokerand all claims, agentlosses, finderliabilities and expenses, including, without limitation, attorney's fees and court costs, which Seller may incur on account of any claim by any broker or salesman for any real estate sales commission agent or other compensation, reimbursement or payment Person on the basis of any kind arrangements or nature which is agreements made or alleged to be owed based upon an agreement with have been made by or on behalf of Purchaser in respect to the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended or terminated without notice to or the consent of the Brokertransactions herein contemplated. The absence of Broker’s signatures shall not in any way affect the validity provisions of this Agreement or any amendment to this Agreement.
(e) Purchaser understands and hereby acknowledges that neither the Broker nor any agents operating by, through or under the Broker has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges that Purchaser has not relied upon any warranties or representations of the Broker or any agents operating by, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 Article 13 shall survive the Closing or any the termination of this Agreement.
Appears in 1 contract
Real Estate Commissions. Seller shall pay to Cxxxxxx & Wakefield (ahereinafter called “Agent” whether one or more) Seller and Purchaser acknowledge and agree that upon the only brokers who have been involved with Closing of the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, astransaction contemplated hereby, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, a cash commission in the amount agreed on in a separate listing agreement between Seller agrees to pay a real estate sales and Agent. Said commission to Broker shall in no event be earned, due or payable unless and until the transaction contemplated hereby is closed and fully consummated strictly in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close and Seller has received the Purchase Price in immediately available funds; if such transaction is not closed and fully consummated for any reason, including a breach including, without limitation, failure of title or default by either PartySeller or Purchaser or termination of this Agreement pursuant to the terms hereof, Seller then such commission will be deemed not to have been earned and shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled due or payable. Except as set forth above with respect to Agent, neither Seller nor Purchaser has authorized any real estate sales commissions if the Parties agree broker or finder to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity act on Purchaser’s behalf in connection with the transaction evidenced by this Agreementsale and purchase hereunder and neither Seller nor Purchaser has dealt with any broker or finder purporting to act on behalf of any other party. Purchaser agrees to indemnify and hold harmless Seller from and Purchaser agree to hold harmless, defend, and indemnify each other from against any and all claims, suits, liabilities, losses, costsdamages, and costs or expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is character arising out of or resulting from any agreement, arrangement or understanding alleged to be owed based upon an agreement have been made by Purchaser or on Purchaser’s behalf with the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended any broker or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not finder in any way affect the validity of connection with this Agreement or the transaction contemplated hereby. Seller agrees to indemnify and hold harmless Purchaser from and against any amendment and all claims, losses, damages, costs or expenses of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by Seller or on Seller’s behalf with any broker or finder in connection with this Agreement.
(e) Purchaser understands and hereby acknowledges that neither Agreement or the Broker nor any agents operating bytransaction contemplated hereby. Notwithstanding anything to the contrary contained herein, through or under the Broker has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges that Purchaser has not relied upon any warranties or representations of the Broker or any agents operating by, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 10.2 shall survive the Closing or any earlier termination of this Agreement.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Resource Real Estate Investors 7, L.P.)
Real Estate Commissions. (a) Seller and Purchaser acknowledge and agree that shall pay to the only brokers who have been involved with Agent upon the origination and negotiation Closing of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, astransaction contemplated hereby, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, a cash commission in the amount agreed on in a separate listing agreement between Seller agrees to pay a real estate sales and Agent. Said commission to Broker shall in no event be payable unless and until the transaction contemplated hereby is closed in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close ; if such transaction is not closed for any reason, including a breach including, without limitation, failure of title or default by either PartySeller or Purchaser or termination of this Agreement pursuant to the terms hereof, Seller then such commission will be deemed not to have been earned and shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled due or payable. Except as set forth above with respect to Agent, neither Seller nor Purchaser has authorized any real estate sales commissions if the Parties agree broker or finder to rescind act on Purchaser's or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity Seller's behalf in connection with the transaction evidenced by this Agreementsale and purchase hereunder and neither Seller nor Purchaser has dealt with any broker or finder purporting to act on behalf of any other party. Purchaser agrees to indemnify and hold harmless Seller from and Purchaser agree to hold harmless, defend, and indemnify each other from against any and all claims, suits, liabilities, losses, costsdamages, and costs or expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is character arising out of or resulting from any agreement, arrangement or understanding alleged to be owed based upon an agreement have been made by Purchaser or on Purchaser's behalf with the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended any broker or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not finder in any way affect the validity of connection with this Agreement or any amendment to this Agreement.
(e) the transaction contemplated hereby. Purchaser understands and hereby acknowledges that neither that, in accordance with the Broker nor any agents operating byterms of the Real Estate License Act of the State of Texas, through or under the Broker Agent has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges advised Purchaser that Purchaser has not relied upon should have the abstract covering the Property examined by an attorney of Purchaser's selection, or that Purchaser should be furnished with or obtain a policy of title insurance. Seller agrees to indemnify and hold harmless Purchaser from and against any warranties and all claims, losses, damages, costs or representations expenses of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by Seller or on Seller's behalf with any broker or finder in connection with this Agreement or the Broker or any agents operating bytransaction contemplated hereby. Notwithstanding anything to the contrary contained herein, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 10.2 shall survive the Closing or any earlier termination of this Agreement.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Murray Income Properties Ii LTD)
Real Estate Commissions. Seller shall pay to Xxxxxxxxxx Advisors (ahereinafter called "AGENT" whether one or more) Seller and Purchaser acknowledge and agree that upon the only brokers who have been involved with Closing of the origination and negotiation of this Agreement are Xxxxxxxx Xxxxxxxx Xxxxxx, X.X. and Xxxxx Xxxxx (collectively, the “Broker”). If, astransaction contemplated hereby, and when this Agreement closes and Seller receives the Purchase Price in good funds, but not otherwise, a cash commission in the amount agreed on in a separate listing agreement between Seller agrees to pay a real estate sales and Agent. Said commission to Broker shall in no event be earned, due or payable unless and until the transaction contemplated hereby is closed and fully consummated strictly in accordance with the terms and provisions of a separate agreement.
(b) The above referenced real estate sales commissions will be deemed earned only if and when the Closing occurs under this Agreement. If this Agreement fails to close and Seller has received the Purchase Price in immediately available funds; if such transaction is not closed and fully consummated for any reason, including a breach including, without limitation, failure of title or default by either PartySeller or Purchaser or termination of this Agreement pursuant to the terms hereof, Seller then such commission will be deemed not to have been earned and shall have no obligation to pay to Broker the above referenced real estate sales commissions or any other compensation, costs, expenses, fees or other sums of any kind or nature. Without limitation on the generality of the foregoing, it is expressly agreed and understood that the Broker will not be entitled due or payable. Except as set forth above with respect to Agent, neither Seller nor Purchaser has authorized any real estate sales commissions if the Parties agree broker or finder to rescind or terminate this Agreement.
(c) Seller and Purchaser each represents and warrants to the other that, other than the real estate sales commissions payable to the Broker as specified hereinabove, there are no real estate sales commissions payable to any person or entity act on Purchaser's behalf in connection with the transaction evidenced by this Agreementsale and purchase hereunder and neither Seller nor Purchaser has dealt with any broker or finder purporting to act on behalf of any other party. Purchaser agrees to indemnify and hold harmless Seller from and Purchaser agree to hold harmless, defend, and indemnify each other from against any and all claims, suits, liabilities, losses, costsdamages, and costs or expenses (including reasonable attorneys’ fees and court costs) resulting from any claims made by any broker, agent, finder, or salesman for any real estate sales commission or other compensation, reimbursement or payment of any kind or nature which is character arising out of or resulting from any agreement, arrangement or understanding alleged to be owed based upon an agreement have been made by Purchaser or on Purchaser's behalf with the indemnifying party.
(d) The Broker is not a party to this Agreement. This Agreement may be amended any broker or terminated without notice to or the consent of the Broker. The absence of Broker’s signatures shall not finder in any way affect the validity of connection with this Agreement or the transaction contemplated hereby. Seller agrees to indemnify and hold harmless Purchaser from and against any amendment and all claims, losses, damages, costs or expenses of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by Seller or on Seller's behalf with any broker or finder in connection with this Agreement.
(e) Agreement or the transaction contemplated hereby. Purchaser understands and hereby acknowledges that neither that, in accordance with the Broker nor any agents operating byterms of the Real Estate License Act of the State of Texas, through or under the Broker Agent has any authority to bind Seller to any warranties or representations regarding the Property, and further acknowledges advised Purchaser that Purchaser has not relied upon any warranties should have the abstract covering the Property examined by an attorney of Purchaser's selection, or representations that Purchaser should be furnished with or obtain a policy of title insurance. Notwithstanding anything to the Broker or any agents operating bycontrary contained herein, through or under the Broker in Purchaser’s decision to purchase the Property.
(f) The obligations of the Parties contained in this Section 11.01 SECTION 10.2 shall survive the Closing or any earlier termination of this Agreement.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Behringer Harvard Short Term Opportunity Fund I Lp)
