H&S Reliance Group Property Agent Service Agreement
You The Owner Of The Property (Hereinafter called “the Principal” which expression shall where the context so admits include its successors, assigns and agents) of one part and H&S Reliance Group Ltd of P.O. Box 22926 00505 Nairobi, Kenya in the said republic (hereinafter called “the Agent” which expression shall where the context so admits include its successors, assigns and agents) of the other part.
The Principal is the owner of the property submitted (Hereinafter called “the project”), while the agent is a limited liability company providing marketing and consultancy services related to real estate.
In consideration of the principal’s need for marketing services, the Agent has agreed to extend and the Principal has agreed to use the Agent’s services.
Now It Is Hereby Agreed As Follows:
1) Appointment Of The Agent
The Principal appoints the Agent to act as a Non Exclusive Agent for the project.
2) Obligations Of The Agent
The Agent shall, where applicable
i) Exhaust its entire client database and select target groups for prospective clients including Embassies, International Organizations, Multinational Corporations, NGO’s, Banks, Insurance Companies, Manufacturing Industries etc…
ii) Place the property page on our Property Site.
iii) Run advertisements on different media’s ranging from print media, online media, Billboards, TV & Radio, depending on the marketing budget allocated by the Principal.
3) Obligations Of The Principal
The Principal shall,
i) (Optional) Deposit a marketing budget with the Agent who will then facilitate the marketing activities where applicable.
ii) Have a proper postal address, operational telephone and permanent premises details of which shall be given to the Agent upon signing of this agreement and thereafter in the event of change.
iii) Provide the Agent with information of any changes in regard to the project that the Principal may intent to undertake.
iv) Not withhold any monies in commission fee due and owing to the Agent.
The Principal shall indemnify and keep indemnified the Agent from and against all claims, liabilities, losses, damages and expenses incurred (including any legal costs and penalties and liabilities awarded or imposed by a court of competent jurisdiction or expenses properly incurred) by the Agent pursuant to any breach or non-observance by the Principal of any of its obligations or representations to third parties (whether the contract is in subsistence or not), as far as any such losses are not determined to have resulted directly from the proven negligence or willful misconduct of the Agent.
vi) Proof Of Ownership
The Principal shall hold proper title to the property and provide proof of ownership to the property by presentation of copies of all relevant documents to the Agent. Where it is deemed necessary to do so, the Agent shall request Principal to present the original ownership/title documents for inspection or undertake official searches.
The consideration of the Agent performing its obligation under this agreement,
i) The Principal will pay the agent a commission fee of 3% of the sale price, inclusive of VAT less withholding tax or one month’s rental price excluding service charge less withholding tax of each unit. Payment will be made to the Agent after the deposit has been made by the buyer, and is not refundable to the Principal or the buyer.
ii) Payment of the commission, inclusive of relevant statutory taxes, shall be due within 7 days after the Principal has received the deposit from the buyer.
iii) Without prejudice to all of foregoing terms and conditions, and particularly in the instance where the Principal obtains a purchaser who was initially brought in by the Agent and the Principal withholds information about this from the Agent, the Principal shall be obligated to forthright pay to the Agent 3% of the sale price or one month’s rental price of each unit inclusive of VAT less withholding tax, even if the Principal terminates this agreement and the buyer purchases the property within six months from this termination.
iv) The Principal can allocate specific units just for the Agent and provide the Agent a key to access the units to carry out viewings.
This agreement may be determined in the following ways,
i) The Agent may terminate this agreement without notice where the principal is placed under receivership.
ii) The Principal may terminate this agreement without notice where the Agent’s directors are declared bankrupt.
iii) Either party may terminate this agreement by giving one month notice in writing or intention to terminate the other party. Where the other is in breach of any of its obligations under this agreement and fails to rectify the same upon 14 day written request/demand to so do.
iv) Where the agreement is terminated as provided in i-ii above, the Principal shall immediately pay the Agent all fees due for services rendered and costs incurred upon the termination of contract by the Principal.
6) Dispute Resolution
Any dispute, difference or question which may arise at any time between the parties touching upon interpretation of this contract on the rights and liabilities of either party, with respect hereto or otherwise arising in respect of the matters subject of this contract shall be referred to the decision of a single arbitrator to be agreed upon between the parties or in default of agreement, within fourteen (14) days of each party raising such dispute, difference or question and putting the other party on notice of its intention to proceed to arbitration to be appointed at the request of either party, by the chairman, for the time being of chartered institute of Arbitrators, Kenya Branch, or his successors in accordance with any subject to the provisions of Arbitrations Act (1995), Laws of Kenya or any statutory modification or re-enactment thereof for the time being in force.
7) Force Majeure
Either party shall not be liable for any default due to any act of God, insurrection, war, strike, terrorism, industrial action, fire, flood, drought, tempest or other event beyond their reasonable control.