1.The Seller hereby grants Lancini & Niccoli
(hereinafter “Broker”) the right to sell, lease, exchange, or contract to sell
the real property and/or the assets of the above described Apartment “The
Business”, including all fixtures, equipment, goodwill, trademarks, trade names
and inventory associated therewith.
2.The
selling price for The Business shall include all cash or non-cash
consideration, received by the Seller including, but not limited to, cash
equivalents, notes, liabilities assumed, earn outs, licensing fees, non-compete
and consulting agreements.Seller agrees
to pay Broker at closing a fee as follows:10% of the selling price or Baht 50.000, whichever is greater. In case
the Seller would discount the price to the buyer, anyway the Broker commission
will be calculated from the original Selling Price as reported on page 1.
3.Seller
agrees that in case the “Final Selling Price” would be greater than the
“Selling Price “reported on page 1, the difference between the said “Final
Selling Price” and the “Selling price” reported on page 1, will be exclusively
property of the broker and will be added to the commission feeagreed here above in clause no.2.
4.Seller
agrees that the commission shall be immediately due and payable if the Seller,
directly or indirectly, enters into a Purchase and Sale Agreement (however
designated), conveys, options, transfers any interest in The Business or,
accepts a deposit or does any other act tantamount to a sale or contract to
sell, without the written approval of the Broker, and the cancellation or
rescission of any of the foregoing acts shall not act as a release of Seller
from such liability.
5.In
any case where the deposit and/or down payment have been forfeited, this amount
shall be split 50% to Seller and 50% to Broker.
6.The
Seller acknowledges that he/she has supplied the listing information above and
Seller warrants such information to be true and correct.
7.Seller agrees to pay Broker's full commission, if not paid prior to,
then at closing; and Seller grants to the Broker a security interest in said
proceeds of the closing.Seller agrees
to pay the full commission set forth in this Agreement to the Broker in the
event the property described herein is, within one year after the termination
of this Agreement, sold, traded or otherwise conveyed to anyone referred to
Seller by Broker or with whom Broker had negotiations during the term of this
Agreement.Upon expiration of this
Agreement the Broker shall furnish Seller with a protective list within 72
hours.
8.This
Agreement shall commence on the day and year set forth below and continues for
a period of twelve (12) months.
9.Should any suit be commenced to enforce the Broker's rights herein, the
prevailing party agrees the other party shall pay the expenses connected
therewith, including attorney's fees incurred.
10.Seller
hereby acknowledges that he/she has read this agreement and has received a copy
of it.
11.Seller authorizes Broker to advertise and market The Business.
12.Seller understands that there will be a closing.Seller shall furnish and execute all
documents necessary to close on the sale of the property free of all liens and
encumbrances.Seller may be required to
pay certain closing costs and Seller wishes for Broker to arrange such closing.
Seller acknowledges that he has been explained the benefits of obtaining a
Apartment evaluation independent of Broker.Seller agrees to indemnify and hold Broker harmless from claims against
Broker regarding any opinion of Apartment value given by Broker.
13.If Seller is a partnership, corporation or other entity, the person(s)
signing on behalf of such entity hereby represent(s) and warrant(s) that he/she
is, or they have the authority to enter into this contract on behalf of said
entity.
