No. ETC59-6-19. EXCLUSIVE TENANT LISTING CONTRACT Page 1 of 6
The printed portions of this form, except differentiated additions, have been approved by the Colorado Real Estate Commission.
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(ETC59-6-19) (Mandatory 1-20)
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THIS IS A BINDING CONTRACT. THIS FORM HAS IMPORTANT LEGAL CONSEQUENCES AND THE PARTIES SHOULD
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CONSULT LEGAL AND TAX OR OTHER COUNSEL BEFORE SIGNING.
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Compensation charged by brokerage firms is not set by law. Such charges are established by each real estate brokerage firm.
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DIFFERENT BROKERAGE RELATIONSHIPS ARE AVAILABLE WHICH INCLUDE LANDLORD AGENCY, TENANT AGENCY,
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SELLER AGENCY, BUYER AGENCY OR TRANSACTION-BROKERAGE.
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EXCLUSIVE TENANT LISTING CONTRACT
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TENANT AGENCY TRANSACTION-BROKERAGE
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Date:
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1. AGREEMENT. Tenant and Brokerage Firm enter into this exclusive, irrevocable contract (Tenant Listing Contract) and agree
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to its provisions. Broker, on behalf of Brokerage Firm, agrees to provide brokerage services to Tenant. Brokerage Firm will receive
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compensation as set forth in this Tenant Listing Contract.
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2. BROKER AND BROKERAGE FIRM.
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2.1. Multiple-Person Firm. If this box is checked, Broker (as defined below) is the individual designated by Brokerage Firm
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to serve as the broker of Tenant and to perform the services for Tenant required by this Tenant Listing Contract. If more than one
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individual is so designated, then references in this Tenant Listing Contract to Broker includes all persons so designated, including
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substitute or additional brokers. The brokerage relationship exists only with Broker and does not extend to the employing broker,
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Brokerage Firm or to any other brokers employed or engaged by Brokerage Firm who are not so designated.
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2.2. One-Person Firm. If this box is checked, Broker (as defined below) is a brokerage firm with only one licensed person.
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References in this Tenant Listing Contract to Broker or Brokerage Firm mean both the licensed person and brokerage firm, who
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serve as the Broker of Tenant and perform the services for Tenant required by this Tenant Listing Contract.
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3. DEFINED TERMS.
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3.1. Tenant:
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and any other person or entity on whose behalf the named party acts, directly or indirectly, to Lease the Premises.
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3.2. Brokerage Firm:
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3.3. Broker:
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3.4. Premises. Premises means real estate which substantially meets the following requirements or similar real estate
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acceptable to Tenant:
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3.5. Lease; Purchase.
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3.5.1. A Lease of the Premises means any agreement between a landlord and the Tenant to create a tenancy or
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leasehold interest in the Premises.
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3.5.2. If this box is checked, Tenant authorizes Broker to negotiate a “Purchase of the Premises. A “Purchase of the
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Premises means the acquisition of any interest in the Premises or the creation of the right to acquire any interest in the Premises,
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including a contract or lease. It also includes an agreement to acquire any ownership interest in an entity that owns the Premises.
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3.6. Listing Period. The Listing Period of this Tenant Listing Contract begins on ______________________, and continues
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through the earlier of (1) completion of the Lease of the Premises or Purchase of the Premises or (2) ,
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and any written extensions (Listing Period). Broker will continue to assist in the completion of any Lease or Purchase for which
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compensation is payable to Brokerage Firm under § 7 of this Tenant Listing Contract.
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3.7. Applicability of Terms. A check or similar mark in a box means that such provision is applicable. The abbreviation “N/A
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or the word “Deleted” means not applicable. The abbreviation “MEC” (mutual execution of this contract) means the date upon which
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both parties have signed this Tenant Listing Contract. For purposes of this agreement, “landlord” includes sublandlord and “tenant”
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includes subtenant.
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3.8. Day; Computation of Period of Days, Deadline.
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3.8.1. Day. As used in this Tenant Listing Contract, the term “day” means the entire day ending at 11:59 p.m., United
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States Mountain Time (Standard or Daylight Savings as applicable).
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3.8.2. Computation of Period of Days, Deadline. In computing a period of days, when the ending date is not
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specified, e.g., three days after MEC, the first day is excluded and the last day is included. If any deadline falls on a Saturday, Sunday
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or federal or Colorado state holiday (Holiday), such deadline Will Will Not be extended to the next day that is not a Saturday,
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Sunday or Holiday. Should neither box be checked, the deadline will not be extended.
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4. BROKERAGE RELATIONSHIP.
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4.1. If the Tenant Agency box at the top of page 1 is checked, Broker represents Tenant as Tenant’s limited agent (Tenant’s
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Agent). If the Transaction-Brokerage box at the top of page 1 is checked, Broker acts as a Transaction-Broker.
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4.2. In-Company Transaction Different Brokers. When the landlord and Tenant in a transaction are working with
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different brokers in the Brokerage Firm, those brokers continue to conduct themselves consistent with the brokerage relationships
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they have established. Tenant acknowledges that Brokerage Firm is allowed to offer and pay compensation to brokers within
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Brokerage Firm working with a landlord.
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4.3. In-Company Transaction One Broker. If the landlord and Tenant are both working with the same Broker, Broker
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will function as:
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4.3.1. Tenant’s Agent. If the Tenant Agency box at the top of page 1 is checked, the parties agree the following applies:
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4.3.1.1. Tenant Agency Unless Brokerage Relationship with Both. Broker represents Tenant as Tenant’s
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Agent and must treat the landlord as a customer. However, if Broker delivers to Tenant a written Change of Status that Broker has a
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brokerage relationship with the landlord then Broker is working with both Tenant and landlord as a Transaction Broker. If the box
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in § 4.3.1.2 (Tenant Agency Only) is checked, § 4.3.1.2 (Tenant Agency Only) applies instead.
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4.3.1.2. Tenant Agency Only. If this box is checked, Broker represents Tenant as Tenant’s Agent and must
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treat the landlord as a customer. A customer is a party to a transaction with whom Broker has no brokerage relationship. Broker must
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disclose to such customer Broker’s relationship with Tenant.
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4.3.2. Transaction-Broker. If the Transaction-Brokerage box at the top of page 1 is checked, or in the event neither
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box is checked, Broker must work with Tenant as a Transaction-Broker. A Transaction-Broker must perform the duties described in
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§ 5 and facilitate lease transactions without being an advocate or agent for either party. If the landlord and Tenant are working with
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the same broker, Broker must continue to function as a Transaction-Broker.
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5. BROKERAGE DUTIES. Brokerage Firm, acting through Broker, as either a Transaction-Broker or a Tenant’s Agent, must
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perform the following Uniform Duties when working with Tenant:
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5.1. Broker must exercise reasonable skill and care for Tenant, including but not limited to the following:
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5.1.1. Performing the terms of any written or oral agreement with Tenant;
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5.1.2. Presenting all offers to and from Tenant in a timely manner regardless of whether Tenant is already a party to a
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written agreement to Lease the Premises;
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5.1.3. Disclosing to Tenant adverse material facts actually known by Broker;
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5.1.4. Advising Tenant regarding the transaction and advising Tenant to obtain expert advice as to material matters
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about which Broker knows but the specifics of which are beyond the expertise of Broker;
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5.1.5. Accounting in a timely manner for all money and property received; and
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5.1.6. Keeping Tenant fully informed regarding the transaction.
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5.2. Broker must not disclose the following information without the informed consent of Tenant:
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5.2.1. That Tenant is willing to pay more than the offered lease rate for the Premises;
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5.2.2. What Tenant’s motivating factors are;
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5.2.3. That Tenant will agree to Lease terms other than those offered; or
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5.2.4. Any material information about Tenant unless disclosure is required by law or failure to disclose such
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information would constitute fraud or dishonest dealing.
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5.3. Tenant consents to Broker’s disclosure of Tenant’s confidential information to the supervising broker or designee for the
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purpose of proper supervision, provided such supervising broker or designee does not further disclose such information without
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consent of Tenant, or use such information to the detriment of Tenant.
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5.4. Broker may show premises in which Tenant is interested to other prospective tenants without breaching any duty or
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obligation to Tenant. Broker is not prohibited from showing competing tenants the same premises and from assisting competing
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tenants in attempting to lease a particular premises.
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5.5. Broker is not obligated to seek other premises while Tenant is already a party to a Lease.
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5.6. Broker has no duty to conduct an independent inspection of the Premises for the benefit of Tenant and has no duty to
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independently verify the accuracy or completeness of statements made by a landlord or independent inspectors. Broker has no duty
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to conduct an independent investigation of Tenant’s financial condition or to verify the accuracy or completeness of any statement
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made by Tenant.
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5.7. Broker must disclose to any prospective landlord all adverse material facts actually known by Broker, including but not
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limited to adverse material facts concerning Tenant’s financial ability to perform the terms of the transaction.
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5.8. Tenant understands that Tenant is not liable for Broker’s acts or omissions that have not been approved, directed, or
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ratified by Tenant.
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6. ADDITIONAL DUTIES OF TENANT’S AGENT. If the Tenant Agency box at the top of page 1 is checked, Broker is
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Tenant’s Agent, with the following additional duties:
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6.1. Promoting the interests of Tenant with the utmost good faith, loyalty and fidelity;
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6.2. Seeking lease rates and terms that are acceptable to Tenant; and
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6.3. Counseling Tenant as to any material benefits or risks of a transaction that are actually known by Broker.
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7. COMPENSATION TO BROKERAGE FIRM. In consideration of the services to be performed by Broker, Brokerage Firm
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will be paid as set forth in this section, with no discount or allowance for any efforts made by Tenant or any other person. Brokerage
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Firm is entitled to receive additional compensation, bonuses, and incentives paid by listing brokerage firm or landlord. Broker will
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inform Tenant of the fee to be paid to Brokerage Firm and, if there is a written agreement, Broker will supply a copy to Tenant, upon
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written request of Tenant.
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7.1. Brokerage Firm’s Fee Lease.
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Check Compensation Arrangement:
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7.1.1. Success Fee. Brokerage Firm will be paid as follows:
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7.1.1.1. Amount. $ per square foot per , or , except
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as provided in § 7.1.1.2.
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7.1.1.2. Adjusted Amount. See § 21 (Additional Provisions) or Other
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7.1.1.3. When Earned; When Payable Lease. The Success Fee is earned by Brokerage Firm upon the
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mutual execution of the Lease. One-half of this fee is payable upon mutual execution of the Lease and one-half upon possession of
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the Premises by Tenant or as follows: .
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7.1.2. Hourly Fee. Brokerage Firm will be paid $ per hour for time spent by Broker pursuant to this
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Tenant Listing Contract, up to a maximum total fee of $ . This hourly fee is payable to Brokerage Firm upon
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receipt of an invoice from Brokerage Firm.
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7.1.3. Retainer Fee. Tenant will pay Brokerage Firm a nonrefundable retainer fee of $ due and payable
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upon signing of this Tenant Listing Contract. This amount Will Will Not be credited against other fees payable to Brokerage
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Firm under this section.
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7.1.4. Other Compensation. .
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7.1.5. Fee for Extension, Renewal or Expansion. If the Lease, executed after the date of this Tenant Listing Contract, contains
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an option to extend or renew, or if Tenant expands into additional space within the building or complex where the Premises is located,
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Brokerage Firm Will Will Not be paid a fee upon exercise of such extension or renewal option or expansion. If Brokerage
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Firm is to be paid a fee for such extension, renewal or expansion, the amount of such fee and its payment are as follows:
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.
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7.2. Brokerage Firm’s Fee Purchase. If the box in § 3.5.2 is checked, Brokerage Firm will be paid a fee equal to the
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greater of $ or % of the purchase price for the Premises, less any amounts paid by the listing brokerage
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firm or seller.
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7.2.1. When Earned; When Payable Purchase. This Purchase fee is earned upon the Purchase of the Premises
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and is payable upon delivery of deed.
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7.3. Who Will Pay Brokerage Firms Success Fee.
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7.3.1. Listing Brokerage Firm, Landlord or Sublandlord May Pay. Tenant IS Obligated to Pay. Broker is
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authorized and instructed to request payment of Brokerage Firm’s Success Fee from the listing brokerage firm, landlord or
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sublandlord. Tenant is obligated to pay any portion of Brokerage Firm’s Success Fee which is not paid by the listing brokerage firm,
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landlord or sublandlord. This section applies to: New Premises Tenant’s Existing Premises Both.
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7.3.2. Tenant Will Pay. Tenant is obligated to pay Brokerage Firm’s Success Fee.
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7.3.3. Listing Brokerage Firm, Landlord or Sublandlord May Pay. Tenant is NOT Obligated to Pay. Broker is
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authorized to obtain payment of Brokerage Firm’s Success Fee from the listing brokerage firm, landlord or sublandlord. Provided
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Tenant has fulfilled Tenant’s obligations in this Tenant Listing Contract, Tenant is not obligated to pay Brokerage Firm’s Success
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Fee. This section applies to New Premises Tenant’s Existing Premises Both.
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If no box is checked above, then § 7.3.3 (Tenant is NOT Obligated to Pay) will apply.
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7.4. Holdover Period. Brokerage Firm’s Success Fee applies to Premises leased (or purchased if § 3.5.2 is checked) during
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the Listing Period of this Tenant Listing Contract or any extensions and also applies to Premises leased or purchased within
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calendar days after the Listing Period expires (Holdover Period) (1) if the Premises is one on which Broker negotiated and (2) if
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Broker submitted its address or other description in writing to Tenant during the Listing Period, (Submitted Premises). Provided,
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however, Tenant Will Will Not owe the Brokerage Firm’s Success Fee to Brokerage Firm under §§ 7.1, 7.2, 7.3.1 and 7.3.2
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as indicated, if a commission is earned by another brokerage firm acting pursuant to an exclusive agreement with Tenant entered
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into during the Holdover Period, and a Lease or Sale of the Submitted Premises is consummated. If no box is checked in this § 7.4,
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then Tenant does not owe the Brokerage Firm’s Success Fee to Brokerage Firm.
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8. LIMITATION ON THIRD-PARTY COMPENSATION. Neither Broker nor Brokerage Firm, except as set forth in § 7, will
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accept compensation from any other person or entity in connection with the Premises without the written consent of Tenant.
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Additionally, neither Broker nor Brokerage Firm is permitted to assess and receive mark-ups or other compensation for services
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performed by any third party or affiliated business entity unless Tenant signs a separate written consent for such services.
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9. TENANT’S OBLIGATIONS TO BROKER. Tenant agrees to conduct all negotiations for the Premises only through Broker,
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and to refer to Broker all communications received in any form from brokers, prospective landlords, owners, or any other source
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during the Term of this Tenant Listing Contract. Tenant represents that Tenant Is Is Not currently a party to any agreement
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with any other broker to represent or assist Tenant in the location or Lease of the Premises. Tenant further represents that Tenant
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Has Has Not received a list of any “Submitted Premises” pursuant to a previous listing agreement to purchase Property with
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any other broker.
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10. RIGHT OF PARTIES TO CANCEL.
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10.1. Right of Tenant to Cancel. In the event Broker defaults under this Tenant Listing Contract, Tenant has the right to
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cancel this Tenant Listing Contract, including all rights of Brokerage Firm to any compensation if the Tenant Agency box at the top
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of page 1 is checked. Examples of a Broker breach include, but are not limited to (1) abandonment of Tenant, (2) failure to fulfill all
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material obligations of Broker and (3) failure to fulfill all material Uniform Duties 5) or, if the Tenant Agency box at the top of
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page 1 is checked, the failure to fulfill all material Additional Duties Of Tenant’s Agent 6). Any rights of Tenant that accrued
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prior to cancellation will survive such cancellation.
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10.2. Right of Broker to Cancel. Brokerage Firm may cancel this Tenant Listing Contract upon written notice to Tenant if
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Tenant fails to reasonably cooperate with Broker or Tenant defaults under this Tenant Listing Contract. Any rights of Brokerage
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Firm that accrued prior to cancellation will survive such cancellation.
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11. COST OF SERVICES OR PRODUCTS OBTAINED FROM OUTSIDE SOURCES. Broker will not obtain or order
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products or services from outside sources unless Tenant has agreed to pay for them promptly when due (e.g., space planning,
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drawings, surveys, radon tests, soil tests, title reports, engineering studies, property inspections). Neither Broker nor Brokerage Firm
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is obligated to advance funds for Tenant. Tenant must reimburse Brokerage Firm for payments made by Brokerage Firm for such
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products or services authorized by Tenant.
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12. BROKERAGE SERVICES; SHOWING PREMISES.
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12.1. Brokerage Services. The following additional tasks will be performed by Broker:
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12.2. Showing Premises. Tenant acknowledges that Broker has explained the possible methods used by listing brokers,
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landlords and sublandlords to show premises, and the limitations (if any) on Tenant and Broker being able to access premises due to
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such methods. Broker’s limitations on accessing premises are as follows: .
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Broker, through Brokerage Firm, has access to the following multiple listing services and property information services:
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.
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13. DISCLOSURE OF TENANT’S IDENTITY. Broker Does Does Not have Tenant’s permission to disclose Tenant’s
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identity to third parties without prior written consent of Tenant.
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14. DISCLOSURE OF SETTLEMENT SERVICE COSTS. Tenant acknowledges that costs, quality, and extent of service vary
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between different settlement service providers (e.g., attorneys, lenders, inspectors and title companies).
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15. WIRE AND OTHER FRAUDS. Wire and other frauds occur in real estate transactions. Any time Tenant is supplying confidential
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information such as social security numbers or bank account numbers, Tenant should provide the information in person or in another secure manner.
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16. REMOVAL OF MARKETING MATERIAL. Tenant acknowledges that marketing material used by the landlord and the
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landlord’s broker (e.g.: videos, photos, etc.) may be difficult, if not impossible, to remove from syndicators and the Internet and
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releases Broker from any liability for Broker’s inability to remove the information.
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17. NONDISCRIMINATION. The parties agree not to discriminate unlawfully against any prospective landlord because of their
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inclusion in a “protected class” as defined by federal, state or local law. “Protected classes” include, but are not limited to, race,
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creed, color, sex, sexual orientation, gender identity, marital status, familial status, physical or mental disability, handicap, religion,
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national origin, or ancestry of such person.
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18. RECOMMENDATION OF LEGAL AND TAX COUNSEL. By signing this document, Tenant acknowledges that Broker has
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advised that this document has important legal consequences and has recommended consultation with legal and tax or other counsel
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before signing this Tenant Listing Contract.
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19. MEDIATION. If a dispute arises relating to this Tenant Listing Contract, prior to or after possession of the Premises, and is
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not resolved, the parties must first proceed in good faith to submit the matter to mediation. Mediation is a process in which the parties
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meet with an impartial person who helps to resolve the dispute informally and confidentially. Mediators cannot impose binding
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decisions. The parties to the dispute must agree, in writing, before any settlement is binding. The parties will jointly appoint an
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acceptable mediator and will share equally in the cost of such mediation. The mediation, unless otherwise agreed, will terminate in
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the event the entire dispute is not resolved within 30 calendar days of the date written notice requesting mediation is delivered by
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one party to the other at the other party’s last known address.
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20. ATTORNEY FEES. In the event of any arbitration or litigation relating to this Tenant Listing Contract, the arbitrator or court
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must award to the prevailing party all reasonable costs and expenses, including attorney and legal fees.
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21. ADDITIONAL PROVISIONS. (The following additional provisions have not been approved by the Colorado Real Estate Commission.)
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22. ATTACHMENTS. The following are a part of this Tenant Listing Contract:
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23. NOTICE, DELIVERY AND CHOICE OF LAW.
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23.1. Physical Delivery and Notice. Any document or notice to Brokerage Firm or Tenant must be in writing, except as
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provided in § 23.2 and is effective when physically received by such party, or any individual named in this Tenant Listing Contract
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to receive documents or notices for such party.
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23.2. Electronic Notice. As an alternative to physical delivery, any notice, may be delivered in electronic form to Brokerage
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Firm or Tenant, or any individual named in this Tenant Listing Contract to receive documents or notices for such party at the
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electronic address of the recipient by facsimile, email or ______________________________________.
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23.3. Electronic Delivery. Electronic Delivery of documents and notice may be delivered by: (1) email at the email address
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of the recipient, (2) a link or access to a website or server provided the recipient receives the information necessary to access the
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documents, or (3) facsimile at the facsimile number (Fax No.) of the recipient.
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23.4. Choice of Law. This Tenant Listing Contract and all disputes arising hereunder are governed by and construed in
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accordance with the laws of the State of Colorado that would be applicable to Colorado residents who sign a contract in Colorado
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for real property located in Colorado.
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24. MODIFICATION OF THIS CONTRACT. No subsequent modification of any of the terms of this Tenant Listing Contract
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is valid, binding upon the parties, or enforceable unless in writing and signed by the parties.
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25. COUNTERPARTS. This Tenant Listing Contract may be executed by each of the parties, separately, and when so executed
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by all the parties, such copies taken together are deemed to be a full and complete contract between the parties.
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26. ENTIRE AGREEMENT. This agreement constitutes the entire contract between the parties and any prior agreements, whether
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oral or written, have been merged and integrated into this Tenant Listing Contract.
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27. COPY OF CONTRACT. Tenant acknowledges receipt of a copy of this Tenant Listing Contract signed by Broker, including
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all attachments.
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28. MEGAN’S LAW. If the presence of a registered sex offender is a matter of concern to Tenant, Tenant understands that Tenant
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must contact local law enforcement officials regarding obtaining such information.
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Brokerage Firm authorizes Broker to execute this Tenant Listing Contract on behalf of Brokerage Firm.
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Tenant: Brokerage Firm:
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_______________________________________________ ________________________________________________
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Tenant’s Signature Date Broker’s Signature Date
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_______________________________________________ ________________________________________________
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Street Address Brokerage Firm Street Address
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_______________________________________________ ________________________________________________
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City, State, Zip Brokerage Firm City, State, Zip
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_______________________________________________ ________________________________________________
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Phone No. Broker Phone No.
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_______________________________________________ ________________________________________________
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Fax No. Broker Fax No.
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_______________________________________________ ________________________________________________
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Email Address Broker Email Address
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_______________________________________________
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Tenant’s Signature Date
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_______________________________________________
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Street Address
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_______________________________________________
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City, State, Zip
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_______________________________________________
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Phone No.
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_______________________________________________
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Fax No.
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_______________________________________________
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Email Address
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