Terms of Service
This "Terms of Service Agreement (herein the "Agreement") is made, entered into, and is effective this day of registration by and between the undersigned (herein "you", "Referral Agent" or "Broker" and The International Realty, Inc.

Recitals

A. The International Realty, Inc. facilitates real estate listings through licensed real estate brokers who have the right to market properties for new home developments and properties located throughout the world (herein the "Properties"). You have expressed a desire to enter into this Agreement to permit you to participate in the program described herein and which is created particularly to encourage new sale sources.

B. You state that you are a licensed real estate broker and/or agent in the state filled out on your registration form and desire to participate in the Program described herein upon the terms and conditions set forth herein. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows.

1. As a Referral Agent, you may send to us a list of potential prospects for protection in our database. These potential prospects will be registered in our database and with developers as soon as is possible. In addition, in order for your potential prospects to be protected we need to be supplied with their full information, such as name, telephone number and e-mail address. Additionally, the international search widget will provide leads which will be credited to you when a person goes on your web site and registers.

2. Your referred potential prospects will be registered under your name during the period of duration of this Agreement. In addition, if your related agents or licensees refer a new prospect to us, that new referral will be added to your list as a Referral Broker. You and your agents/licensees shall reach an agreement regarding the commission to be paid for such purposes, considering we will only acknowledge one commission to be paid (i.e., the commission to be paid to the Referral Broker /agent/licensee agreeing to this Agreement). To reduce the risks of error when transcribing the referred prospect's data, you shall submit any important information by e-mail or fax.

3. Once your prospect(s) is/are submitted to our Broker, the database will be reviewed with each prospect that the Referral Broker/agent/licensee has previously submitted. If the referred prospect is not registered in the database and all the required information is available, the referred prospect will be registered under your name. In the case that the referred is already registered in the database, we will not be able to accept such referral under your name, as he or she is surely under the name of another party or has been input through Brokers sales or marketing channels or any other developer's sales channel.

4. If the prospect referred by you has been registered under your name, any sales operation undertaken by him/her will result in a commission to be paid directly by us or through the use of an escrow company as and when the same is payable in accordance with a fully closed transaction. The amount of the commission will be determined separately for each property; whether vacant land, condominiums, villas or bungalows, or any other product offered for sale, and will be related to a commission to be paid to Broker. Referral Broker shall be informed on line upon the rate of commission or the commission split on a project by project basis (see section 5 below), which may from time to time be reduced to writing, but will be 30% of the net commission amount received by the The International Realty inc for sales outside the USA and 25% if in the USA. Net commission shall be the total commission minus commissions for obtaining the listing agreements and commissions when needed for agents in that locale to help close a transaction. Said commission shall only be payable upon the close of escrow and upon receipt by us of the commission, if not paid directly to Referral Broker through the escrow company handling the transaction.

5. Commissions will be paid based upon the signed agreements made between the developers and the brokers who have provided the properties for this search and each referral requires the following: Complete information including: name, telephone number and e-mail of the referred prospects. This will come automatically from any online registrations. We will pay commissions solely to the Referral Broker of record for the USA agent who has referred the customer as per law. All promotional and marketing materials different from the ones supplied by us shall be approved through written communication by us before being presented to any referred customers. Such written communication shall always be requested by Broker for prior written approval. Any sales commissions to be paid are payable only upon receipt of funds by the broker. Commissions are typically paid within ten (10) business days of client paying their non-refundable deposit, but varies from developer to developer. We will do our best to inform Referral Broker as to the details of each Property as to the name of project, when commissions are paid, as well as the percentage commissions to be made, via email or postings on the web site after arrangements are made with the developer. The parties acknowledge that the amount of the commission will vary from Property to Property, agreement to agreement and may vary from time to time. The actual amount of the commission will be determined by the commission rate posted at the time that the sale has actually been concluded, unless otherwise noted. The Referral Broker acknowledges that the commission rate will vary.

6. The Referral Broker warrants and represents that he/she/it is an independent professional duly licensed as required by law, and that neither the Referral Broker nor its agents / licensees have any prior working relationship with us. The Referral Broker Agent declares and acknowledges that the execution of this Agreement does not imply any business, partnership or other working relationship with us other than as expressly set forth herein. Referral Broker for itself and its agents, representatives and licensees irrevocably waives any action or cause of action that may now or in the future exist with respect to any damage, loss, claim or action, of any type or nature he/she/it could have, present or future, against us, its subsidiaries or related companies, as well as with its officers, directors, employees, representatives, agents and/or stockholders.

7. During the course of the term of this Agreement and at all times thereafter, the Referral Broker and its agents, employees and representatives undertake to keep strictly confidential all matters related to the activities for which he/she/it was committed by virtue of this Agreement, and with relation to any information or data pertaining to the work performed by us on behalf of any resort or resort property, all information he/she/it is aware of; under the assumption that any breach to this provision shall compromise our business.

8. Permission is granted to advertise the properties, providing that only approved materials are used in any print media, under the control of the Referral Broker. Referral Broker may not advertise these Properties directly on the internet, via any search engines including, but not limited to, Google, Yahoo, or MSN, or post in any directories or on any web sites without written permission that are not under the DIRECT control and ownership of Referral Broker, but may gain access to sales tools related to many or all of the properties represented, and will be able to use these with their own branding for purposes of marketing to their own clients or through print mediums. It is essential that ONLY approved marketing materials from developers can be used, and that NO Internet marketing of any kind may be done without expressed written permission.

9. If you agree to the terms herein and wish to participate in our sales program as described herein, and can accept the terms and conditions set forth herein, your registration for the search widget indicates your acceptance of these terms and conditions. The Agreement herein shall be valid for one (1) year as of the date of execution. We may terminate with cause. If not previously terminated, this Agreement will be renewed automatically for successive terms of one year, unless otherwise canceled or terminated. Referral Broker acknowledges that this Agreement shall be canceled automatically as to any resort or resort properties that we cease to be an authorized agent for.

10. We agree to introduce Referral Broker to one or more real properties, projects and developments and/or one or more Developers based upon criteria identified by us for the purpose of real estate sales, brokering or other business arrangements. The International Realty, Inc.'s obligation shall be to facilitate an introduction of Referral Broker to said real properties, projects and developments and/or Developer(s) and makes no warranties or representations in connection therewith. Referral Broker agrees that after being introduced by Broker to said real properties, projects and developments and/or Developer(s), any and all transactions pertaining to the purchase and/or sale of real property in any such projects or developments, or in any project of a Developer shall be done under and pursuant to this Agreement with The International Realty, Inc. and that the Referral Broker shall not attempt to circumvent The International Realty, Inc. or the listing Broker in the purchase and/or sale of real property in any project of Developer based upon the introduction.

11. In the event of a dispute between the parties regarding this Agreement and/or their relationship (of any type or nature whatsoever) the same shall be resolved by binding arbitration before the American Arbitration Association in accordance with its then commercial rules at its Los Angeles Regional Office. The arbitration award may be entered as a judgment in a court of competent jurisdiction, which the parties stipulate shall be the Los Angeles County Superior Court or the United Stated District Court in Los Angeles, CA. The arbitrator shall award the prevailing party its actual attorney's fees and costs.

12. This Agreement shall be construed in accordance with the laws of the State of California. This Agreement represents the entire understanding of the parties and supersedes all prior oral or written agreements. Each of the parties acknowledges cooperating in the drafting of this Agreement and the Agreement shall not be construed against either party.

13. Referral agent understands that by agreeing to this Agreement that they may be pre-registered with all developers that work with The International Realty, Inc. and participating brokers for the protection of both The International Realty, Inc. and us, as well as referral broker/agent, as well as to facilitate the sales process.