3 agency agreementsimages.wra.org/splvod/pdf/revised/chapter3.pdf · 2 real estate sales © 2011...

Agency Agreements3

© 2011 WRA

Chapter Overview This chapter reviews three state-approved agency agreements: the WB-1 Residential Listing Contract; the WB-4 Condominium Listing Contract; and the WB-36

Buyer Agency/Tenant Representation Agreement. Licensees must be comfortable with the forms and the contractual obligations created by them.

THE REAL ESTATE TRANSACTION

Many real estate transactions have to weath-er complications. Good real estate licens-

ees are able to maneuver through the complications and a majority of the time avoid them all together. Licensees must practice competently which includes drafting approved forms to accomplish the intent of the parties and having a clear understanding of the laws affecting real estate practice. As in all journeys there is a beginning and an end. The real estate journey begins at different times depending on the relationship between the broker and their respective party and, if all goes well, ends at closing.

The BuyerThere are several ways buyers make initial contact with a real estate licensee. The contact may be through a phone call to the real estate company, meeting a real estate agent at an open house or through a referral from a friend. At some point the licensee must have a discussion with the buyer regarding agency relationships. In the pre-agency stage where the broker is neither a subagent nor representing the buyer, an agency discussion is not required at that time because an agency relationship does not exist. However, written agency disclosure must be completed at some time even if the parties started in the pre-agency stage. When the buyer chooses a type of relationship written agency disclosure must be provided. If the buyer chooses to be a client and signs the buyer agency agreement the agency disclosure statement is included. If the buyer chooses to be a customer the licensee will present the broker disclosure to customer agency form. During the process, the licensee and buyer will discuss the characteristics of the property they are seeking and whether they are qualified for a loan or have spoken to a lender. If the buyers have not spoken with a lender they should be directed to do so before they find their dream home and discover it is out of their price range. In addition to discussing financing qualifications the buyer should speak with a provider of homeowner’s insurance. Occasionally it may be difficult to obtain homeowner’s insurance, often it is due to the location of the property (e.g. floodplain). Buyers should speak with an insurance representative early in the buying process.

Important Terminologyclosingexcluded propertiesprotected buyer

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REAL ESTATE SALES© 2011 WRA

After determining the type of property a buyer is seeking, the search is on. Eventually motivated buyers are ready to draft the offer. Drafting the offer takes time depending upon the complexity of the transaction. Often in a residential transaction the buyers attach a pre-qualification letter from the lender to provide some piece of mind to the seller regarding financial standing. The prequalification letter is provided by a lender to state the borrower has pre-qualified for a certain loan. Sellers like the prequalification letter because it lets them know the buyers have spoken to a lender. However, the parties should not be misled, just because a buyer has produced a prequalification letter does not mean there is a 100% guarantee they will receive that loan.

The offer is submitted to the seller. Once presented, an offer can be accepted, rejected or countered. An accepted offer is signed by the parties and then delivered back to the buyer by the date specified in the offer. A rejection is noted on the offer and delivered back to the buy-ers; there is not a specific time frame that this needs to occur. The countered offer should be properly initialed on the last page and a completed WB-44 Counter-Offer delivered back to the buyers along with the offer to purchase. The counter process may go back and forth several times until eventually there is acceptance or rejection. Chapter 10 addresses the offer to pur-chase while Chapter 12 addresses the counter-offer and other approved forms.

The SellerThe seller in a real estate transaction has different needs. One of the first steps in work-ing with a seller is educating them on the real estate market. Typically this occurs through a market analysis. The seller and real estate licensee then discuss how to market the property. After signing the listing contract, the listing broker begins to actively market the property. For instance, marketing may include advertising in the MLS as well as several other locations from the newspaper, company Web site to social networking sites.

Hopefully, a buyer drafts an offer sooner rather than later. Presumably a buyer submits an offer to seller. Assuming the offer is accepted, the next step is to work on removing any contingen-cies found within the offer and the delivery of earnest money. The licensee is responsible for managing the contingencies including compliance of the contingencies. If the buyer/seller is not able to meet a contingency but would like to continue with the transaction, the licensee is responsible for drafting the appropriate amendments to ensure enforceability of the contract. Licensees need to understand the complexities of the different contingencies. Contingency language may seem very simple on its face but is in fact legal language that can carry quite a punch to uneducated licensees, buyers or sellers.

The ClosingOnce the contingencies are removed the parties are ready to go to closing. The closing is the consummation of the real estate transaction; it is where the mortgage funds are given to the buyer and the legal title is exchanged for payment of the purchase price. After the parties are certain that all pertinent documents are signed and that title has transferred, the documents are recorded in the public records to ensure continuity of title. The role the licensee plays in the closing varies according to local custom.

In Wisconsin what is referred to as a closing meeting, may be conducted. The closing meeting, or face-to-face closing, occurs when the parties sit around a single table and pass all of the closing documents back and forth. In addition to the buyers and sellers, a closing meeting may involve the real estate licensees, the attorneys representing the parties, the buyer’s lender and a representative of the title company.

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Agency Agreements - 3© 2011 WRA

Regardless of how closing occurs there are certain issues that the buyers and the sellers need to have resolved either at the closing, or prior to the closing. The biggest concern for the sellers is receiving proper payment for the property at closing. Buyers however have different issues, some include:

1. Receiving clear, unencumbered title.2. Receiving the seller’s deed.3. Making sure all required repairs are completed.4. Receiving leases and agreed upon rent proration, if any, on the property.

If all goes well at closing the buyers and sellers sign the closing statement, the buyers sign the mortgage documents and the sellers sign the deed. In short, the buyers give the sellers a check for the property and in return receive keys to the property.

AGENCY AGREEMENTSThere are rules concerning who has the right to deal with a buyer or seller that has a valid agency agreement with another licensee.

SellersAll negotiations must go through the listing broker unless there are extreme circumstances and the listing broker is not available.

BuyersBuyers in a buyer agency agreement have more flexibility when negotiating. The WB-36 Buyer Agency/Tenant Representation Agreement is exclusive only in the sense that the buyer cannot enter into a buyer agency agreement with another broker relating to the same properties. In the unmodified buyer agency agreement there is no exclusivity in locating or negotiating an interest in a property for the buyer. Therefore, if a buyer has an unmodified WB-36 agreement with a broker, the buyer is free to directly negotiate offers with other brokers or property owners. State law prohibits a licensee from negotiating with a buyer if that buyer has an existing buyer agency agreement with another broker AND has been modified giving the buyer’s broker the exclusive right to negotiate on behalf of the buyer.

Licensees approached by buyers under a WB-36 agreement should caution the buyer to check the agreement provisions to determine whether the buyer may work with other licensees and, if so, whether the buyer is still obligated to pay the buyer broker’s success fee. If the WB-36 agreement has not been modified, the buyer will be responsible for payment of the broker’s fees if they purchase or acquire an interest in a property covered under the agency agreement, regardless of whether the buyer’s agent was involved in the transaction.

Finally, licensees are not obligated to ask the buyer if they have a buyer agency agreement or whether that agreement contains an exclusive right to negotiate. However, in practice, many brokers do honor a WB-36 agreement and decline to work with a buyer who is under such an agreement. This is a professional and courteous practice.

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A listing contract is an employment contract where a principal employs an agent to market the prop-erty. A personal service contract is based upon a special fiduciary relationship of trust and confi-dence in the broker. In an exclusive right to sell listing contract the listing broker earns a commission regardless of who procures the buyer to the listed property. The exclusive right to sell listing can be modified to create other types of listings such as exclusive agency, open and one-party listings. The only DRL-approved listing type is the exclusive right to sell.

WB-1 RESIDENTIAL LISTING CONTRACT-EXCLUSIVE RIGHT TO SELLLicensees are responsible for knowing which form to use in a transaction. The DRL states licensees should use the form that requires the lease amount of modification. The WB-1 Residential Listing Contract should be used when listing a residential property.

Line 1 Introduction

This line identifies the form as an exclusive right to sell listing contract. The top of the form states that the form is approved by the DRL. All of the state-approved forms discussed during the course, also referred to as the WB forms, are provided during the license exam as refer-ence documents. The optional use date and mandatory use dates are listed below the approval language. When the state forms are rewritten the state provides a time frame for licensees to have the option to use the new form. Once the mandatory date arrives all licensees must use the form.

Lines 2-4 Property Description

The blanks ask for a property’s street address, which will generally be a sufficient description. A complete legal description is unnecessary if the street address adequately describes the property.

For example, “123 Any Street in the City of Here, County of Now, Wisconsin. “One item that should NOT be inserted is “legal description to follow” in the lines where the street address or a legal description would be provided. If there is no sufficient real estate description the contract will be void under Wis. Stat. § 240.10(1), and seller will not have to pay commission.

Line 5 List Price

This is stated as a specific price. Both the amount should be written out and then the numerical value inserted in the parenthesis. If the two ever contradict, the written amount controls over the numerical value.

For example, Two Hundred Fifty Thousand Dollars ($250,000).

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Lines 6-9 Included in List Price Terms of Listing

This section specifies what is included in the list price. As defined in the Definitions section on Page 4 “Property” is the real estate described in the Property Description section. So, the list price includes the Property. The items inserted on lines 7-9 presumably are the personal prop-erty items that the seller wishes to leave behind once the property is purchased. The items may include any number of personal property items such as a snow blower, lawn mower, furniture, television, etc.

Lines 10-14 Not Included in List Price

The information that is stated on lines 11-14 are the items not included in list price, this includes the property the Seller is taking. Essentially the seller should list fixtures seller plans to take when moving out.

The terms of the offer to purchase will determine what property is ultimately included or excluded in the transaction. Generally, a fixture is an item of property which under certain circumstances may be treated legally as personal property but which has become so attached to land or build-ings, or is used in such close association with the land or buildings, that it is treated as a part of the land. A prudent broker should make sure seller understands the offer terms determine what property is included or excluded in the transaction. Stating property inclusions and exclusions in the listing helps seller determine what property is available and has been included in list price.

“Fixture” is defined Page 4 on lines 199-210. Following the general description of fixture, lines 202-207 are the items deemed fixtures under the contact. It is imperative licensees have a full understanding of what items fall into the definition of fixture.

The CAUTION on lines 208-210 discusses rented fixtures. This section reminds seller to list fixtures that are rented by seller and are accordingly owned by someone else. This addresses water softeners or other water conditioning systems, home entertainment systems, satellite dish components, LP tanks, etc. The seller should carefully consider property that has several com-ponents or pieces where some pieces may appear to be fixtures, while other pieces seem to be personal property. For example, the home theater which includes a projector, projection screen and all of the component parts.

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If the seller sorts out what is staying and what is going and writes it down in the listing, then the agent should check the listing inclusions and exclusions against those in any submitted offer. The listing contract really only expresses what seller is willing to have included in the offer and still have it meet acceptable terms. The MLS or office data sheet only reflects what property is available while the offer establishes the parties’ agreement about personal property. The offer to purchase controls what items are included and/or excluded in the transaction, not the listing contract or the MLS.

When a licensee is helping the seller to address the items the seller wishes to include or exclude in the listing, they should pay close attention to the following tips:

1) Ask the seller to make an itemized list.2) Walk through property with the seller and ask about items detachable or questionable items. 3) Mark the items with tags stating they are excluded (also check the offer to purchase and counter when

appropriate).4) Suggest the seller remove the item and show the house with items that will go with the house.5) Address rented fixtures such as: water softeners, satellite dishes, LP tanks, satellite receiver boxes and

security systems.During this discussion it is also a good opportunity for agents to seek information about the title of the listed property by ordering a “search and hold” or title report from the title company. This process generally cost a fee, depending on the title company and should be a consideration for the licensee. Another action is to ask the seller to complete a title issues questionnaire. The title issues questionnaire often is provided to the licensees by their company. The title ques-tionnaire asks the seller questions to preempt title concerns such as: recent modifications to the property, easements, boundary lines disputes and other issues that have a direct impact on title. These title issues are discussed in Chapter 8. The purpose of asking the seller about potential title issues at the time of the listing is to provide the buyer good and marketable title at closing. The buyer wants good and marketable title so he may enjoy the property in peace without any legal challenges and have the ability to readily sell the property later. This discus-sion is to make licensees more aware of title issues, not to encourage licensees to make legal statements about title. Licensees are not permitted to provide legal advice.

Lines 15-22 Marketing

In this section the seller authorizes the broker to use reasonable efforts to find a buyer for the property. This section authorizes the broker to market any personal property included in the list price. Depending on the company’s individual plan, the marketing may include the MLS, newspaper, broker open houses, open houses, etc. The spaces on lines 19-20 are provided to list any special financing or incentives offered by the seller which should be included in the broker’s marketing strategies. For example, the seller may offer a home warranty, carpet allow-ance, land contract etc.

When marketing properties licensees should avoid providing information regarding lot lines, lot sizes or even room dimensions. A Wisconsin licensee can be found liable for inaccurate state-ments made by the broker which appear to the buyer.

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Wisconsin law provides that an inexperienced buyer should be entitled to rely on factual state-ments made by a professional. Licensees should use general disclaimers on all advertisements including information data sheets to avoid the presumption that all statements made by a licensee have been verified. Disclaimers may not provide certain and absolute protection in all cases. Mistakes by licensees may lead to: lawsuits for damages, rescission of the transaction and/or possible filing of disciplinary complaints with the DRL.

To avoid these situations licensees should:1) Never walk the parcel or lot lines with a buyer and should caution sellers that they will be legally liable to the

buyer if they show them the wrong boundary or lot lines;2) Encourage buyers to get a survey map;3) Licensees should specifically attribute data used in advertisements, to its source or risk potential liability for

the accuracy of the data. For example: lot size as per seller, acreage as per city assessor, square feet as per tax record, etc.

Lines 23-25 Occupancy

This section is borrowed from the offer to purchase. The idea is to alert seller early on that property needs to be broom swept with all debris and personal property removed at closing so that buyer may move in without having to deal with the seller’s “stuff.” This section also reminds the seller that occupancy of the property is to be provided to the buyer at the time of closing unless otherwise agreed.

Lines 26-33 Cooperation, Access to Property or Offer Presentation

Seller agrees they will cooperate and work with other agents, including subagents and buyer’s brokers, except as specified on lines 31-32. This section specifies cooperation includes access for showings and submission of offers as required by and regulated by the administrative rules. Information to be inserted on the blank lines may include the names of any brokers, their agents, or buyers that seller states shall not be allowed to attend showings and any specific terms of offers that should not be submitted. On line 33 the seller is cautioned that limiting the listing broker’s cooperation with other brokers may reduce the marketability of the property. Information included on lines 31-32 is provided by the seller only, not information suggested by the licensee. The ability for the seller to exclude a broker from cooperation is not an opportunity for the listing broker to keep certain brokers out of the transaction. A broker inserts exceptions only at the direction of the seller. Most likely, if the broker independently included such informa-tion it would be deemed an antitrust violation.

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Lines 34-39 Exclusions

This section addresses buyers and other persons whose acquisition of the property does not earn a commission for the current listing broker. The Exclusions section essentially serves two purposes: 1) the seller’s excluded buyers and 2) addresses the previous listing broker’s protected buyer list. The discussion of protected buyers is created by three different parts of the form: Exclusions lines 34-36; Extension of Listing lines 61-65 and definition of “Protected Buyer” lines 220-229.

If the property has been listed previously with another broker, the previous listing broker may have buyers that are “protected.” To determine what parties are “protected buyers” sellers would review the definition of “Protected Buyer” on lines 220-229. If a protected buyer pur-chased the property, only the previous broker would earn the commission. Therefore protected buyers protect the previous broker’s commission. According to line 36, when the seller lists with a new broker, the seller has seven days to get the previous listing broker’s protected buyer list to the new listing broker. If one of the previous listing broker’s protected buyers contacts the new listing broker about the property, the new listing broker should direct the protected buyer back to the previous listing broker. If that protected buyer purchases the property the new listing broker receives no commission, only the previous listing broker would be paid. Even if the seller does not provide the list to the new broker the buyers are still protected, the intent of providing the seller a time frame is to keep them informed in the process. Also the listing contract is with the seller and the listing broker, not the previous listing broker and the new listing broker.

The last sentence in the Exclusions section refers to a provision that permits the sellers to name certain buyers who are excluded from the listing. This provision is intended to permit sellers to exclude family members, neighbors and other potential buyers with whom the seller has previously negotiated without the brokers participation. For licensees the naming of an expiration date (on line 37) is encouraged so that the exclusion does not run for the duration of the listing contract term. As per lines 38-39, if the seller accepts an offer to purchase from a named excluded buyer or the seller sells (deeds) the property to the named excluded buyer by the stated deadline the listing broker does not earn a commission. Sellers recruited by the listing broker that were previously For Sale By Owner (FSBO) often make the most use of the Exclusions section. The “Protected Buyer” discussion continues in the Extension of Listing section on lines 61-65.

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Lines 40-58 Commission

This section provides for payment of a commission and how it is calculated. Commission is not a requirement of an agency relationship. If desired, a licensee could provide brokerage services for free. If this occurred then the commission would be stated as $0.00 on line 40 of the listing.

The parties can agree to any form of commission structure, as long as it’s legal and permissible under company policy. Line 40 provides a blank line for the broker to state whether commission is a percentage of the purchase price, a set amount or other compensation. Various commis-sion structures are used; for example, retainer fee, hourly wage, variable rates, etc. An example of variable rates: if the property is sold in-house the commission is 4%, if it’s sold by a co-broker the rate is 3%.

Commission rates are established by the firm. Typically, commission is stated at a percentage of the purchase price. The law does not require a specific maximum or minimum amount to be charged. Commissions are earned at one point and are paid at closing or the date set for closing, unless otherwise agreed to in writing (lines 54-55).

The listing broker earns a commission (lines 42-49) if any of the five occur during the term of the listing:

1) Seller sells or accepts an offer which creates an enforceable contract for the sale of all or any part of the Property;

2) Seller grants an option to purchase all or any party of the Property which is subsequently exercised;

3) Seller exchanges or enters into a binding exchange agreement on all or any part of the Property;

4) A transaction occurs which causes an effective change in ownership or control of all or any part of the Property; or

5) A buyer is procured for the Property by Broker, by Seller, or by any other person, at no less than the price and on substantially the same terms set forth in this Listing and in the standard provisions of the current WB-11 Residential Offer to Purchase, even if Seller does not accept this buyer’s offer.

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If the commission is earned under:(1) the seller creates an enforceable contract. Typically an enforceable contract means all of

the contingencies have been met, waived or removed and the parties are waiting for the closing date to arrive. If the seller

(2) grants an option to purchase all or any part of the property and it is subsequently exer-cised, at any time in the future, the listing broker may claim commission. If during the term of the listing

(3) the seller exchanges or enters into an agreement to exchange all or part of the property then the listing broker may claim commission.

(4) transaction occurs which causes an effective change in ownership or control of all or any part of the property.

For example, a corporation, LLC or some other business entity or organization owns the property and the major-ity corporate stockholder or LLC member sells to another person. The person or persons with voting control over the disposition of the property has changed. Typically (5) means that if a buyer writes an offer for the list price or higher, cash and with no contingencies even if the seller rejects the offer, the listing broker may make a claim commission was earned.

Lines 50-58 address how to calculate commission depending on the way the broker earned commission. If the broker earned a commission under (1) or (2) the commission is calculated based on purchase price. If the commission was earned under (3), (4), or (5) the commission is calculated upon the listing price. Lines 51-53 discuss that if less than the entire property is exchanged (3) or an effective change in ownership or control (4) occurs during the term of the listing, that the commission is calculated on the fair market value.

Lines 57-58 reiterates that if one owner of the property sells, conveys, exchanges or options an interest in all or any part of the property to another owner that the listing broker may claim commission, unless it is the direction of a divorce judgment. Lines 57-58 reminds the seller that a sale, option, exchange or procurement of a buyer for a portion of the property does not terminate the listing as to any remaining Property. This note applies to real estate only, not to any personal property items included in the list price.

Lines 59-60 Compensation to Others

The DRL believes it is important that as a matter of consumer protection the seller knows what cooperative commission the listing broker is going to offer to other brokers. Prudent list-ing brokers should disclose their MLS compensation splits, disclose if they have policy letter compensation agreements with any brokers and let the seller see a copy of policy letters upon request. Prudent practice dictates that they be written in the listing contract, a listing contract addendum or a separate memo to create a uniform procedure within a company and facilitate documentation of compliance. This disclosure is made on lines 59-60 and the exceptions to the compensation splits, if any, are stated on the second part of line 60. An agent’s company will educate them as to the appropriate procedure to fill out this provision.

All licensees must exercise great care when responding to commission questions to avoid any suggestion of price fixing. All decisions concerning commissions or fees must be unilateral, independent business decisions made solely within the broker’s office, without consultation or discussion with anyone from another real estate firm.

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Lines 61-65 Extension of Listing

The discussion of protected buyers began in the Exclusion section on the first page of the form and is also included in the definition of “Protected Buyer” found on lines 220-229. This pro-tects the listing broker’s right to a commission as to certain buyers for a period up to one year after the listing expired or terminated (line 65). This is not state law but is part of the preprinted contract and may be negotiated. “Protected Buyers” lines 220-229 include buyers who during the term of the listing:

1. Delivers to seller or broker a written offer to purchase, exchange or option on the property during the term of this listing;

2. Negotiates directly with seller by discussing with seller the potential terms upon which buyer might acquire an interest in the property;

3. Attends an individual showing of the property or discusses with broker or cooperating brokers the potential terms upon which buyer might acquire an interest in the property. Buyers under 3) are only protected if the broker delivers the buyer’s name to seller, in writing, no later than three days after the expiration of the listing.

The requirement of 3), to deliver the buyer’s name to seller in writing, may be fulfilled as follows: a) If the listing is effective only as to certain individuals who are identified in the listing, by the identification of the individuals in the listing (one-party listing); or, b) if a buyer has requested that the buyer’s identity remain confidential, by delivery of a written notice identifying the broker with whom the buyer negotiated and the date(s) of any showings or other negotiations. If the buyer is protected during the term of the listing, the previous listing broker has one year from the date of expiration or termination of the listing that the buyer is protected. Basically, the previous broker has a one-party listing for the protected buyer during the one year period. Before taking a listing, a prudent broker would first determine if the property was previously listed. If there was a prior listing, the listing broker should request a list of protected buyers from the seller and should send a written request to the prior broker if the seller does not respond or is uncertain. As part of this process, a prudent listing broker would explain the listing protec-tion provisions of the listing contract to the seller if needed. If the seller has questions about his legal rights, these questions must be directed to the seller’s attorney. The prudent listing broker realizes that whenever the broker takes a new listing, it is necessary to ask the seller about any prior listings, offers and showings and whether the seller has received any lists of protected buyers. Often the current listing broker does not play a role if a previous listing broker’s protected buyer becomes involved in a transaction, the previous listing broker takes over the transaction as the listing broker. However, the parties can agree to the contrary. Basically if a protected buyer returns during the new listing, the previous listing broker’s contract is revived by the extension provision. The return of the protected buyer does not terminate the current listing, but rather suspends it relating to the previous listing broker’s protected buyers.

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“Protected Buyer” example: Seller Sam had his house listed with Lamont Realty for a term of six months. The listing expired. Lamont Realty provided Sam the “protected buyer” list within three days from the expiration of the listing. This list included the names of Tom and Julia Chase. During the Lamont Realty listing, Tom and Julia Chase had an individual showing of the property with the Lamont Realty listing agent. Because the list was delivered within the three days of expira-tion, these buyers are “protected” for one year from the expiration of the Lamont Realty listing. Two months pass and Seller Sam lists his property with Cline Realty. Seller Sam has seven days to provide Lamont Realty’s list of “protected buyers” to Cline Realty. The Cline Realty agent asks Seller Sam if Lamont Realty gave him a list. Seller Sam tells the Cline Realty agent that he was given a list, but has since lost it. Cline Realty contacts Lamont Realty and requests the list. Lamont Realty immediately faxes the list over. One month into the Cline Realty listing term the agent is contacted by Tom and Julia Chase. The Cline Realty agent refers Tom and Julia Chase back to Lamont Realty. Tom and Julia contact Lamont Realty and wish to write an offer on Seller Sam’s property. If all goes well, Lamont Realty earns the commission and will be paid at closing.

Lines 66-73 Termination of Listing

The listing broker and seller may always mutually agree to terminate a listing contract, how-ever Termination of Listing also addresses unilateral terminations by one party. Lines 67-68 reaffirms that the parties to the listing are the seller and the broker (firm) and that the agents (salespersons or broker associates) do not have the authority to enter into a mutual agreement to terminate the listing, amend the commission amount or shorten the term of the listing, without the written consent of the agent’s supervising broker (lines 68-70).

Line 71 requires early termination be indicated in writing. Lines 70-72 requires any written ter-mination notice be delivered in accordance with definition of delivery and will be effective upon delivery. This is important in terms of knowing when to stop showings, when to remove the For Sale sign and the starting place to count the three days allowed for submitting the names of buyers for listing protection. Once the seller has delivered written notice to the broker that the listing is terminated, the seller is free to list the property with another broker. The first listing broker will have no further rights with respect to the listing, other than any listing protection or established with respect to properly qualified buyers and possible damages for wrongful termi-nation.

Brokers receiving written termination notice from a seller may wish to officially document it by Amendment (WB-42) to Listing Contract changing the end of the contract term to the effective date of the termination notice, or by submitting a Cancellation Agreement and Mutual Release (CAMR) – WB-45, or by executing a notice letter. When termination is completed with a CAMR, the listing broker will lose its right to “protected buyers”, unless specific language is included.

Lines 66-67 state that neither party to the listing contract has the legal right to unilaterally (one-sided) terminate the listing without a material breach by the other party. Sellers have the power to revoke a listing contract at any time, however there are ramifications to canceling the contract early unless there is a material breach by the broker. In that event, the broker may demand compensation for damages sustained as a result of the listing cancellation. The listing broker also has the power to cancel the listing contract and the seller may have a claim for dam-ages owed. A broker may insert language in the listing contract to define what happens in the case of an early termination by the client or broker and the amount of damages. Some brokers

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add provisions to their contracts specifically describing a procedure for the early termination of the listing. If so, as long as the seller follows the contract provisions for termination, the seller may generally cancel the contract without fear of being charged for any damages. That is not the case, however, if the early termination provision calls for an early termination fee or other specified damages.

Generally, the broker’s damages might include costs of advertising, reimbursement for other expenses incurred by broker in the process of listing and marketing the property or searching for the property, and the value of services rendered, assuming the broker can sufficiently prove this. Commission will be due only if the broker can prove that it was earned as stated in the contract. If the broker fails to perform according to terms of the listing contract or otherwise fails to act in good faith, then the seller will have the right, not just the power, to terminate the listing contract. If the broker was in breach, the broker cannot claim any damages based upon the early termination.

Lines 74-80 Seller Cooperation with Marketing Efforts

This provides the seller with a description of their obligations in cooperating with the broker. The seller agrees to cooperate with the broker in marketing efforts and to provide the broker with all records, documents and other materials in seller’s possession or control which are required in connection with the sale. Seller authorizes the broker to do those acts reasonably necessary and seller agrees to cooperate fully which may include use of a MLS, Internet advertising or a lockbox system. Seller shall promptly notify the broker in writing of any potential buyers with whom seller negotiates during the term of the listing and promptly refer all persons making inquiries to the broker. This reiterates sellers are not to go behind the broker’s back, but rather provide them with any buyer the seller negotiates with or fields inquiries from.

Lines 81-85 Leased Property

This explains the seller’s rights under the leases are assigned and all security deposits and prepaid rents are transferred to the buyer at closing, but the seller remains liable under the leases unless released by the tenants. A seller of leased property must have this liability issue pointed out. Often, the landlord states in the lease in the event of a sale and/or transfer of title, the landlord is released from liability under the lease. However, if a landlord has not completed this release, they should consider a separate attorney drafted release agreement signed by the tenants prior to transfer of title.

Lines 86-163 Broker Disclosure to Clients Lines 86-163 directly relates to the mandatory disclosure language required by the state of Wisconsin discussed in Chapter 1. This section includes the duties owed to all parties, the addi-tional duties owed to a client, the mandatory confidentiality notice, an explanation of multiple representation relationships and lines 129-131 for the client to indicate the agency model for the broker’s participation.

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Lines 164-168 Real Estate Condition Report

Lines 169-173 Seller Representations Regarding Defects

These two sections directly relate to the Chapter 709, Seller Disclosure Law that establishes seller disclosure obligations relating to real estate. The Real Estate Condition Report (RECR) and seller representations discussed in Chapter 4.

Lines 174-182 Open House and Showing Responsibilities

Seller is responsible for preparing the property for an individual showing or open house to minimize the likelihood of personal injury, property damage or theft. Seller’s responsibility includes securing valuables, prescription drugs and eliminating safety hazards. However, line 178 provides brokers are liable for their own acts of negligence or intentional wrongdoing. Prior to an open house, agents should always inspect the premises for hazards and warn all people entering the home of any potential problems. For example, a broker is liable if he accidentally trips a potential buyer who sprains his ankle, or bumps into the china cabinet and breaks a plate. A broker may also be liable if he fails to warn a potential buyer of a known or dangerous condition existing on the property, such as a shaky handrail or an icy front walk.

Line 181 informs the seller that buyers have the right to photograph or videotape property unless otherwise provided for in the additional provisions or an addendum to the listing contract. Line 181 also permits buyers or licensees to be present at all inspections and testing of the property. For example, the home inspection.

Lines 183-229 Definitions

The listing contract contains definitions relating to the terms and provisions used within the contract. The following is a discussion emphasizing certain terms.

Lines 191-192 Deadlines-Days

This defines the term “days” and how one would calculate deadlines. This definition become important in calculating the three days listing broker has to provide the seller the “protected buyer” list after the expiration of the listing.

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Lines 193-198 Delivery

Unfortunately e-mail delivery did not make its way into the listing. The legalities of e-commerce are complicated and no one was able to come up with a solution for language authorizing e-mail delivery for the listing that was agreeable to the DRL. While Wisconsin law seems to be manageable, the major obstacle to a simple and easy solution seems to be the fact that the federal e-commerce law requires electronic consent when certain documents are required by law to be in writing. This would include the listing contract and any amendments thereto because Wis. Stat. §240.10 requires a legally enforceable contract for payment of commission in a real estate transaction to be in writing. This also includes documents such as a RECR and the lead based paint (LBP) disclosure. There is no law that requires a list of protected buyers or a notice of termination to be in writing and, accordingly, it would seem that at least those documents could be delivered via e-mail. The listing contract requires the termination and list of protected buyers to be provided in writing, however, these are contractual obligations, not requirements of state or federal law. For proper consent to participate in e-mail delivery for all documents, 1) every contract needs an agreement to participate in e-mail delivery and 2) the buyer and seller needs to first con-sent electronically by e-mail to participate in e-commerce. Licensees should check with com-pany policy before participating in e-commerce. Basically two steps need to be accomplished: 1) an addendum with every contract to the transaction agreeing to e-mail delivery signed by

the appropriate parties. (e.g. the listing, buyer agency and offer)2) electronic consent by e-mail from buyer and seller agreeing to e-mail delivery.

A helpful resource is www.wra.org/ecommerce.

Lines 230-233 Fair Housing

Lists the protected classes on lines 230-233 and is addressed in Chapter 5. The seller must understand the broker will not discriminate in advertising or treatment of potential buyers and will terminate the listing should the seller discriminate.

Lines 234-241 Earnest Money

If the broker is holding the earnest money, seller authorizes the broker to disburse earnest money held in the trust account “as directed in a written earnest money disbursement agree-ment signed by or on behalf of all parties having an interest in the trust funds.” The existing offer lists different means allowed under Wis. Admin. Code §RL 18.09.

16


It would seem the seller’s authorization in the listing is much narrower and does not encompass the multiple safe harbor disbursements permitted under §RL 18.09, which would seem to con-trol the listing broker’s options as far as earnest money disbursements rather than any seller authorization in the listing contract. Earnest money is discussed in Chapters 10 and 14.Traditionally the listing broker holds the earnest money. Lines 237-241 discuss if the money is disbursed to seller then the money shall be first paid to reimburse the broker for cash advances made on behalf of seller and one half of the balance, but not to exceed the amount of commis-sion agreed to if the transaction would have closed. This payment of the money to the broker does not terminate the listing. For example, the transaction failed to close because the buyer breached. One of the seller’s remedies is to keep the earnest money. The listing broker may be able to claim a portion of that money for the cash advances made on behalf of the seller. However the broker is limited on how much they may take; one half of the balance and never more than what they would have received if the transaction closed.

Lines 242-250 Additional ProvisionsThe blank lines on 242-250 are provided to insert any other information which could not be fully expressed in earlier lines, special conditions or requirements of the seller. Examples: “no yard sign”, mortgage information for assuming a mortgage, disclosure that the listing agent is the child of seller, etc.

Lines 251-254 AddendaIf the licensees’s company or seller has addenda, such as a survey of the property, this is the place to make it a part of the listing contract by naming it and attaching it.

Lines 255-257 Notice About Sex Offender Registry

This is included to help the licensee meet a disclosure requirement of providing the Department of Corrections telephone number and internet address in writing when asked about the pres-ence of sex offenders. This disclosure discussion is included in Chapter 4.

Lines 258-259 Term of the Contract

The term is the exact period during which the property is listed for sale with the listing broker. The term is not required to begin on the same date that the contract is signed. If the listing is signed before the term begins, then the broker is not actually representing the client until the term begins. An example of how this section is completed is “the 20th day of June, 2009 to the 10th day of June, 2010.”

Lines 260-263 Reading/ReceiptThis provision informs the seller that by signing the contract the seller acknowledges receipt of a copy of the contract and reviewed all five pages and any other documents attached to the listing contract that are properly incorporated.

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Lines 263-279 Signatures and Contact Information

The agent for the broker signs on behalf of the broker. Wis. Stat. §240.10(1) states that for a valid agency agreement the agreement must be signed by the person agreeing to pay such commission. Therefore the seller is not legally obligated to sign the listing, only the person agreeing to pay commission. A real estate contract is considered signed if the contract includes any handwritten signature or symbol intended by the person affixing the signature or symbol to be an execution of the conveyance. The addresses and fax numbers provided authorizes delivery. Even though there is a blank line for the seller’s e-mail address, the completion of that line does not authorize e-mail delivery for documents required to be in writing under the law (i.e. listing contract, amendments, real estate condition report, lead-based paint attachments, etc.) If the seller and listing broker wish to have e-mail as a form of delivery for the listing contract, an addendum agreeing to add e-mail as a form of delivery must be incorporated and the seller must consent electronically via e-mail.

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WB-4 RESIDENTIAL CONDOMINIUM LISTING CONTRACTThe condominium listing contract is substantially based on the WB-1 residential form. However, condominium forms do contain features unique to the sale of condominiums. Those features are the focus of the following discussion. Licensees should review the condominium declaration and other condominium documents for clarification on what is included with the particular unit, such as the common element amenities, limited common elements, what the monthly assessment payments includes and other services and amenities that may involve separate charges.

Lines 2-9 Property Description

On lines 4-5 insert the unit number or any way the unit is specifically identified, the building in which the unit is located and lastly the name of the condominium. 456 Right Here Avenue in the city of Madison, County of Dane, Unit #601 (Building A) of The Riverfront Condominium.

Lines 5-9 clarifies that in addition to the unit the property also constitutes the seller’s interest in the common elements appurtenant to the Unit, together with and subject to the rights, inter-ests, obligations and limitations as set forth in the declaration and condominium plat (and all amendments to them).

Lines 11-19 Property Included/Not Included in List Price

A definition of fixtures is on lines 266-277. Personal property that is included in the list price is indicated on lines 13-14. Items not included in the list price are indicated on lines 16-19 which typically are fixtures the seller would like to take with them.

Lines 11-12 also include in the sale the seller’s interest in any common surplus and reserves of the condominium allocated to the unit, and all fixtures not excluded on lines 16-19. The common surplus and reserves are often viewed as association property and used to offset common expenses or capital improvement. The association dues previously paid by the owner typically remains with the association, unless prorated or the condominium documents declare otherwise.

19


Lines 21-22 Limited Common Elements

Any fixtures outside of the unit included in the sale must be specifically listed as additional items included in the list price. For example, a privacy fence on lines 22-21 limited common elements assigned to the unit or awning installed on a limited common element such as a patio should be listed. The condominium declaration has a complete list of the limited common ele-ments. Line 20 Storage Unit

This is a place to indicate if an additional storage unit is included with the sale. If the seller is unsure then the condominium declaration should clearly state the ownership rights.

Line 23 Parking

Some condominiums require that parking spaces be purchased separately or leased from the association, while other condominiums may automatically include parking spaces as part of the unit or a limited common element. The first blank line indicates whether parking rights are included with the unit or are separately rented or purchased. The number or letter designation of the parking space(s) being transferred with the unit, or available for rent or purchase, is addressed as well. Such as, parking space 123 located in heated underground parking struc-ture directly below building, or parking space B located in the adjoining parking lot. The second blank line is to include any parking fee, if known.

Line 24 Association Fee

In a condominium, the association levies assessments or sets the amount of money owed by each unit owner for the payment of the condominium’s common expenses. These assess-ments are usually payable on a monthly basis, although may vary allowing condominiums to have different payment schedules. An example, “$250 per month.”

Lines 25-26 Right of First Refusal

The right of first refusal in a condominium is most often used giving the association the first right to buy the unit upon the terms and conditions offered by a bona fide third-party buyer. Typically, the association has the right to match the price, terms and conditions offered. If a buyer submits an offer to the seller and the association has a right of first refusal, a meeting is convened by the association to decide whether the association wishes to match the terms of the buyer’s offer and buy the unit, or let the prospective buyer purchase the unit. The association’s right of first refusal must be disclosed to buyer, in writing, prior to submitting their offer. If the seller cannot confirm whether there is a right of first refusal, the condominium declaration should be reviewed. The right of first refusal terms and conditions may be given to the potential buyers.

1

WB-4 RESIDENTIAL CONDOMINIUM LISTING CONTRACT - EXCLUSIVE RIGHT TO SELL

of

Phone: Fax:Produced with ZipForm™ by RE FormsNet, LLC 18070 Fifteen Mile Road, Fraser, Michigan 48026 www.zipform.com

Approved by the Wisconsin Department of Regulation and Licensing10-1-08 (Optional Use Date) 1-1-09 (Mandatory Use Date)

Page 1 of 6, WB-4

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10111213141516171819202122232425262728293031323334353637383940414243444546474849505152535455

SELLER GIVES BROKER THE EXCLUSIVE RIGHT TO SELL THE PROPERTY ON THE FOLLOWING TERMS:PROPERTY DESCRIPTION: The street address of the Unit is:

ofin the

elements appurtenant to the Unit, together with and subject to the rights, interests, obligations and limitations as set

LIST PRICE: ).Dollars ($INCLUDED IN LIST PRICE: Seller is including in the list price the Property, Seller's interests in any common surplus

items:.

NOT INCLUDED IN LIST PRICE: CAUTION: Identify Fixtures to be excluded by Seller or which are rented and willcontinue to be owned by the lessor. (See lines 266-277):

.

Seller agrees that Broker may market Seller's personal property identified on lines 13-14 during the term of this Listing.Broker's marketing may include:

.Broker may advertise the following special financing and incentives offered by Seller:

. Seller has a duty to cooperate with Broker's marketingefforts. See lines 88-106 regarding Broker's role as marketing agent and Seller's duty to notify Broker of any potential

common elements at time of closing and to have the Unit in broom swept condition and free of all debris and personalproperty except for personal property belonging to current tenants, sold to buyer or left with buyer's consent.

COOPERATION, ACCESS TO PROPERTY OR OFFER PRESENTATION: The parties agree that Broker will workand cooperate with other brokers in marketing the Property, including brokers from other firms acting as subagents(agents from other companies engaged by Broker - See lines 194-197) and brokers representing buyers. Cooperationincludes providing access to the Property for showing purposes and presenting offers and other proposals from thesebrokers to Seller. Note any brokers with whom Broker shall not cooperate, any brokers or buyers who shall not beallowed to attend showings, and the specific terms of offers which should not be submitted to Seller:

.CAUTION: Limiting Broker's cooperation with other brokers may reduce the marketability of the Property.

EXCLUSIONS: All persons who may acquire an interest in the Property as a Protected Buyer under a prior listingcontract are excluded from this Listing to the extent of the prior broker's legal rights, unless otherwise agreed to inwriting. Within seven days of the date of this Listing, Seller agrees to deliver to Broker a written list of all suchprospective buyers. The following other buyers are excluded from this Listing until :

. These other buyers are no longer

COMMISSION: Broker's commission shall be .

COMPENSATION TO OTHERS: Broker offers the following commission to cooperating brokers:. (Exceptions if any): .

MARKETING: Seller authorizes and Broker agrees to use reasonable efforts to procure a buyer for the Property.

OCCUPANCY: Unless otherwise provided, Seller agrees to give buyer occupancy of the Unit and any limited

, County, Wisconsin, particularly described as Unit: (Building )

of Condominium; Seller's interest in the common

forth in the declaration and condominium plat (and all amendments to them) creating the Condominium, whichaltogether constitute the Property. Insert additional description, if any, at lines 309-322 or attach as an addendum perlines 323-328.

and reserves of the Condominium allocated to the Property, Fixtures not excluded on lines 16-19, and the following

STORAGE UNIT: A storage unit (is) (is not) .LIMITED COMMON ELEMENTS: The limited common elements assigned to the Unit include:

. See condominium declaration for complete list.PARKING: The parking for the Property is .. The parking fee is $ASSOCIATION FEE: The association fee for the Property is $ per .RIGHT OF FIRST REFUSAL: The condominium association (does) (does not)

refusal on the Property.

buyer known to Seller. Seller agrees that Broker may market other properties during the term of this Listing.

excluded from this Listing after the specified date unless, on or before the specified date, Seller has either accepted anoffer from the buyer or sold the Property to the buyer.

STRIKE ONE included in the List Price; Unit number:

STRIKE ONE have a right of first

INSERT DATE

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Lines 88-106 Seller Cooperation with Marketing EffortsOn lines 90-99, the seller agrees to give the listing broker copies of documents in addition to the condominium disclosure materials that the seller is obligated to provide to the buyer. Most lenders and title companies routinely request a statement setting forth the amount of any unpaid assessments on the unit being sold. The buyer is not liable for any unpaid assessment against the seller in excess of the amount reported by the association on this statement. If the associa-tion or the association board of directors does not provide the statement within 10 business days of the buyer’s request, the association cannot file any additional assessment liens for any unpaid assessments following the day of the buyer’s request.

Lines 107-136 Condominium Disclosure Materials

State law requires seller provide the buyer with a copy of the condominium disclosure materi-als no later than 15 days prior to closing (lines 101-102). Chapter 4 discusses condominium disclosure obligations and specific documents. This section provides a list of all the documents that are part of the condominium disclosure documents. If the seller is not able to provide the requested documents, the seller should be referred to an attorney. Listing brokers may wish to provide in the listing that the seller’s attorney is responsible for the delivery of the disclosure materials or that the attorney will review the materials for accuracy. Also the buyer may wish to have their attorney be the recipient of the disclosure documents as to alleviate some of the pressure of getting those documents to the buyer’s attorney with enough time for the five busi-ness day right to rescind.

Lines 222-233 Real Estate Condition ReportLines 228-230 add, “When the Property is a condominium unit, the property to which the real estate condition report applies is the condominium unit, the common elements and any limited common elements that may be used only by the owner of the condominium unit being trans-ferred.”

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WB-36 BUYER AGENCY/TENANT REPRESENTATION AGREEMENTExcept for the insertion of the word buyer for seller, several portions of the WB-36 are the same as the WB-1. Due to the similarities of the language those portions will not be discussed.

Lines 1-5 Broker the Sole Authority to Act for Buyer as a Buyer’s Agent

The buyer gives the broker the exclusive right to work as the party’s “one and only” buyer’s agent to locate and negotiate the procurement of an interest in property. No one else can be a buyer’s agent for the buyer with respect to the properties subject to the WB-36. Example: the WB- 36 is drafted to authorize the broker to look for only residential properties in the Fox Valley. The buyer can enter into another buyer agency with another broker to look for a vacation property in Door County or a commercial property in Milwaukee.

How to Modify the Agency Authorization to Create Different Business Model1) Exclusive Right-to-Locate-and-Negotiate: Strike the phrase “to act as buyer’s agent” on

line 2 of the WB-36.2) Exclusive Right-to-Locate: Line out “and to negotiate the procurement of an interest in

property” in lines 2-3.3) Exclusive Right-to-Negotiate: the phrase “to locate an interest in property and” may be

lined out on line 2.

Lines 6-9 Note

This language emphasizes the buyer is under contract to pay the buyer’s broker’s fee if a prop-erty interest is acquired that falls within the terms of the agency agreement.

Line 10 Purchase Price

This information may be stated as a range. For example, $250,000 to $275,000.

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Lines 11-20 Excluded Properties

The WB-36 does not describe, in general terms, the property subject to the agreement and subject to the broker’s authorization to act. Instead, the broker’s authorization to act extends to all property except for the property excluded in the Excluded Properties section. Brokers start with the assumption that all property everywhere is subject to the agreement and then whittle that down by stating what is excluded. If buyer acquires an interest in a property listed in the Excluded Properties section, buyer’s broker will not earn his fee. If a buyer’s agent is aware that a buyer has seen a property prior to entering into the buyer agency agreement – the buyer’s agent would be wise to discuss the possible commission issues that might arise from the prior showing. The broker may consider excluding these proper-ties from the agency agreement to avoid disputes later on. The following is a discussion of various situations where the buyer’s agent would seriously con-sider placing a property in the Excluded Properties provisions.

A. Properties Seen with another Buyer’s BrokerThese properties might be excluded because the buyer had previously negotiated with the owner of the property, or had been shown the property by a buyer’s agent. If the other agent was a buyer’s agent, there may be a buyer agency agreement between the other agent and buyer that is still in effect as to that property or the property might be a “protected property” under an expired contract.B. Properties Seen with a Subagent or Seller’s AgentIf the licensee previously worked with buyer as an agent of seller, different rules come into play. Under §452.133(2) of Wisconsin’s agency law, an agent must disclose all material infor-mation to the broker’s client. If the buyer’s agent was aware that the buyer had been shown a property prior to entering into the buyer agency agreement, the buyer’s agent would arguably have a duty to disclose the commission issues which might arise from the other agent’s prior showing. The simplest solution is to exclude the property from the second WB-36. As a side note, if the licensee showed the buyer a property as a subagent or agent of list-ing broker, and now the buyer wishes to enter into a buyer agency agreement, the licensee would need to inform the seller and listing broker they have entered into that buyer agency agreement with the buyer. This is done by the buyer’s agent because when the property was shown to the buyer the licensee owed the duties of loyalty to the seller and now the licensee effectively is to “switching sides” by signing the WB-36 and the buyer becoming a client. C. Properties under ContractIf buyer-client has an option negotiated with another agent or is in the middle of the implemen-tation stage of an accepted offer to purchase, it would be wise for the buyer to also exclude those properties.

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How to Fill Out the Form and Correctly Address Excluded PropertiesTo list specific properties excluded from the WB-36, it is best to use a property address (if sufficiently specific) or a legal description. First address the blank line on line 11 regarding the date. The date marks the end of the time period for which the properties are excluded. If there is a “protected property” from a prior buyer agency agreement the date would be the end of the protection period (one year). If there is just one property listed, typically the date marks the end of the one-year protection period. If there are different properties they may have different time frames and it may become problematic to determine the time frame. Buyer’s agents may need to create an addendum with a list of specific excluded properties and their corresponding end dates. Licensees should take caution that if a property type is not indicated in the Purchase Price section, the Excluded Properties, in an addenda or additional provisions, the buyer could challenge the sufficiency of the agreement and avoid paying the buyer’s broker’s fee.Describing the Property Type Via Exclusions1) One approach is to use the exclusions to create some absolute general limits for the over-

all buyer agency agreement and then use separate search parameters to focus on those specifics that may change over time. Specific search parameters could be incorporated into the WB-36 as an addendum, with the understanding that the WB-36 will need to be amended to change them. Making all search parameters part of the WB-36 under the Excluded Properties section does more than just set search guidelines – it establishes the applicability of the entire agreement.

2) Another approach is to establish specific search parameters with a separate document used as a supplement to the WB-36 but not as an incorporated addendum.

Buyer wants a three bedroom home in the Eau Claire area. Absolute exclusions might be properties more than 50 miles from Eau Claire and all properties that are not or cannot be used as a dwelling unit where at least five persons may reside. This would seem to set some basic limits and create a property type, but yet leave room for exploring various options. The buyer’s agent could show the buyer a farmette property, house, condo, new construction or vacant lot where a home may be built. Specific search parameters could then be more specific and point the buyer’s agent to homes within the Eau Claire Memorial school district with at least three bedrooms, two bathrooms and finished basement.

One Specific PropertyIf the buyer wanted the WB-36 to be limited to only one specific property, for example, 456 Great Street Milwaukee WI; the agreement may be completed to indicate that all properties except the specific one identified in the Excluded Properties section are excluded from the agreement. As an alternative, it may be stated in the additional provisions that the agreement pertains only to the identified property and that the broker cannot earn any fees or compensation under the agreement if buyer purchases any other property during term of the agreement.

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Lines 21-34 Compensation

The parties agree contractually upon the buyer’s broker’s fees. The agent should help the buyer understand how compensation amounts and collection strategies might play out before setting the compensation and before writing an offer to purchase.

Payment of CompensationThe WB-36 provides a place where the parties may indicate whether or not the buyer’s agent may accept compensation from the owner or the owner’s agent (line 32). As stated on lines 33-34 if the buyer agrees that buyer’s broker may accept compensation from the owner or owner’s agent then the amount the buyer owes for the buyer’s broker’s compensation will be reduced by any amount received from the owner or owner’s agent. The WB-36 has 4% success fee and consent to receive compensation from the owner or owner’s agent. Ex. #1: Compensation offered by the MLS for co-brokers is 4%. The buyer owes the buyer’s broker nothing.Ex. #2: Compensation offered by the MLS for co-broker is 3%. The buyer owes the buyer’s broker 1%.Ex. #3: Compensation offered by the MLS for co-broker is 5%. Buyer owes nothing and broker may be able to

receive an extra 1%. Some buyer’s agents add additional protections for the buyer by indicating that the buyer’s agent’s total compensation will be, “whatever can be collected from the seller or listing broker” or “whatever is offered in MLS.” This is perfectly legal and ethical. However, agents should be aware of scenarios where this may not work. For instance, property that is not in the MLS or a FSBO and the seller refuses to pay the buyer’s agent. Often licensees who have a buyer agency agreement believe earning a co-broker split as a buyer’s agent is automatic, which is completely false. Another issue involves a buyer-client that contacts the listing agent regard-ing a property. The listing agent will argue they are procuring cause thus potentially leaving the buyer’s agent nothing for the co-broker split. The buyer is responsible for honoring the success fee of the WB-36.Collecting the Buyer’s Broker’s FeesThe buyer’s broker fee may be paid by the buyer, owner/seller, owner/seller’s agent or by a combination of these, presuming the buyer agency agreement permits. If the listing broker pays the buyer’s broker fee, the commission split is an offer of cooperation and compensation made through the MLS or from a policy letter agreement between the two brokers. Payment is dependent upon the broker meeting the standard of performance. In the MLS the standard is procuring cause. On occasion, the buyer may draft his offer to purchase to provide for the seller to pay all or part of the buyer’s broker fee. This may happen if compensation offered by listing broker is less than the amount due to the buyer’s broker under the WB-36 or if the buyer’s broker antici-pates a procuring cause dispute.

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Lines 35-42 Broker’s Duties

This sets forth the minimum standards of performance for the buyer’s broker. The buyer’s broker must use professional knowledge, skill, and reasonable effort to locate an interest in property for the buyer and negotiate the procurement of the interest in property desired by the buyer. The blank line on 41 is for the buyer’s agent to insert any other activities they are willing to do that are above and beyond the minimum requirements. E.g., agreeing to send the buyer a weekly e-mail with recently listed properties meeting the buyer’s search parameters.

Lines 123-130 Waiver of ConfidentialityThe buyer may give the agent permission to disclose otherwise confidential information. The last line of this provision reminds the buyer that if they wish to remain confidential during the purchase of a property and give another party the authority to sign documents on their behalf (the form uses the word agent, which does not necessarily mean real estate agent), at some point the buyer’s name must be provided.

Lines 131-134 Non-Exclusive Relationship

The buyer acknowledges that broker may be acting for other buyers in connection with the location of properties and may negotiate on behalf of such buyers with the owner or owner’s agent. This section states that in the event the broker represents other buyers, the broker will not disclose confidential information, unless required by law.

Lines 141-145 Property Dimensions

Discloses to the buyer that calculations determining property dimensions may be rounded and vary depending on different formulas used. This section is cautioning the buyer to verify the dimensions or total square footage of a property if it is material to buyer.

Lines 146-181 DefinitionsIf a buyer and buyer’s broker would like to use e-mail as a form of delivery, certain steps must be taken. Review the definition of Delivery discussion of the WB-1. “Buyer” on lines 154-155 includes buyers, tenants, optionees, exchangers, business investors and entrepreneurs, etc. On lines 178-181 the form defines “Person Acting on Behalf of Buyer” clarifying that this may include a multitude of people. For instance, a buyer cannot evade payment of buyer’s broker’s fee just by having his son solely-owned corporation purchase property or obtain interest in property for purposes of later conveying it to the buyer or employing it for his beneficial use.

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Lines 193-196 Term of the Agreement

Licensees should pay close attention to lines 195-196. Buyer’s agent and buyer at this point determine if the agreement will continue after the buyer procures an interest in property or if it will terminate.

Lines 205-210 Extension of Agreement Term

The Extension of Agreement Term discussion is very similar to the “Protected Buyer” discus-sion. However, instead of protected buyer it is referred by the WRA as “Protected Properties.” Therefore, if the buyer’s agent provides a list the buyer within three days of expiration or ter-mination of the WB-36 and the buyer goes back and purchases one of those properties the previous buyer’s agent would earn a commission. The property will be protected for one year after the WB-36 ends:

1) If buyer or buyer’s broker submits an offer to purchase on a property, that property will automatically be protected. 2) If an offer has not been submitted, then buyer’s agent would have to deliver the property description to the buyer no later than three days after expiration of the WB-36 to protect the property. The delivery would need to occur via one of the methods authorized in the Delivery definition of the WB-36. If a buyer-client would wish to go back to purchase a protected property during the one-year extension period, the broker would have the exclusive right to represent the buyer as a buyer’s agent in the negotiations for that property. The broker’s right to compensation would be determined according to the standards set out in the original buyer agency agreement.

There is no automatic exclusion of protected properties from a following buyer agency agree-ment, as there is with listing protection. If the buyer enters into another WB-36, the WB-36 does not contain preprinted provisions that automatically exclude properties protected under a prior WB-36. The buyer’s agent taking the second WB-36 will have to ask the buyer/client about prior buyer agency agreements – were any offers to purchase submitted on any properties during the term of the prior WB-36 and did the buyer’s broker deliver descriptions of any properties to the buyer no later than three days after expiration of the prior WB-36.

© 2011 WRA

Chapter 3 AppendixChapter 3 Appendix

1

WB-1 RESIDENTIAL LISTING CONTRACT - EXCLUSIVE RIGHT TO SELL

, County of ,



Page 1 of 5, WB-1

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101112131415161718192021222324252627282930313233343536373839404142434445464748495051525354555657585960

SELLER GIVES BROKER THE EXCLUSIVE RIGHT TO SELL THE PROPERTY ON THE FOLLOWING TERMS:PROPERTY DESCRIPTION: Street address is:

ofin theWisconsin. Insert additional description, if any, at lines 242-250 or attach as an addendum per lines 251-254.

LIST PRICE: ).Dollars ($INCLUDED IN LIST PRICE: Seller is including in the list price the Property, all Fixtures not excluded on lines 11-14,

and the following items:

.NOT INCLUDED IN LIST PRICE: CAUTION: Identify Fixtures to be excluded by Seller or which are rented and will

continue to be owned by the lessor. (See lines 199-210):

.

agrees that Broker may market Seller's personal property identified on lines 7-9 during the term of this Listing. Broker'smarketing may include:


. Seller has a duty to cooperate with Broker's marketing efforts.See lines 74-80 regarding Broker's role as marketing agent and Seller's duty to notify Broker of any potential buyer knownto Seller. Seller agrees that Broker may market other properties during the term of this Listing.

and to have the Property in broom swept condition and free of all debris and personal property except for personalproperty belonging to current tenants, sold to buyer or left with buyer's consent.

COOPERATION, ACCESS TO PROPERTY OR OFFER PRESENTATION: The parties agree that Broker will workand cooperate with other brokers in marketing the Property, including brokers from other firms acting as subagents(agents from other companies engaged by Broker - See lines 138-141) and brokers representing buyers. Cooperationincludes providing access to the Property for showing purposes and presenting offers and other proposals from thesebrokers to Seller. Note any brokers with whom Broker shall not cooperate, any brokers or buyers who shall not be allowedto attend showings, and the specific terms of offers which should not be submitted to Seller:


EXCLUSIONS: All persons who may acquire an interest in the Property as a Protected Buyer under a prior listing contractare excluded from this Listing to the extent of the prior broker's legal rights, unless otherwise agreed to in writing. Withinseven days of the date of this Listing, Seller agrees to deliver to Broker a written list of all such prospective buyers. Thefollowing other buyers are excluded from this Listing until INSERT DATE

.These other buyers are no longer excluded from this Listing after the specified dateunless, on or before the specified date, Seller has either accepted an offer from the buyer or sold the Property to the buyer.

COMMISSION: Broker's commission shall be .Seller shall pay Broker's commission, which shall be earned, if, during the term of this Listing:

1) Seller sells or accepts an offer which creates an enforceable contract for the sale of all or any part of the Property;2) Seller grants an option to purchase all or any part of the Property which is subsequently exercised;3) Seller exchanges or enters into a binding exchange agreement on all or any part of the Property;4) A transaction occurs which causes an effective change in ownership or control of all or any part of the Property; or5) A buyer is procured for the Property by Broker, by Seller, or by any other person, at no less than the price and on

substantially the same terms set forth in this Listing and in the standard provisions of the current WB-11RESIDENTIAL OFFER TO PURCHASE, even if Seller does not accept this buyer's offer. (See lines 215-218regarding procurement.)

A percentage commission, if applicable, shall be calculated based on the purchase price if commission is earned under 1) or 2)above, or calculated based on the list price under 3), 4) or 5). A percentage commission shall be calculated on the fair market valueof the Property exchanged under 3) if the exchange involves less than the entire Property or on the fair market value of the Propertyto which an effective change in ownership or control takes place, under 4) if the transaction involves less than the entire Property.Once earned, Broker's commission is due and payable in full at the earlier of closing or the date set for closing, unless otherwiseagreed in writing. Broker's commission shall be earned if, during the term of the Listing, one owner of the Property sells, conveys,exchanges or options an interest in all or any part of the Property to another owner, except by divorce judgment.NOTE: A sale, option, exchange or procurement of a buyer for a portion of the Property does not terminate the Listing as to anyremaining Property.


MARKETING: Seller authorizes and Broker agrees to use reasonable efforts to procure a buyer for the Property. Seller

OCCUPANCY: Unless otherwise provided, Seller agrees to give buyer occupancy of the Property at time of closing

:

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receipt of a written request from Seller or a broker who has listed the Property, Broker agrees to promptly deliver to Sellera written list of those buyers known by Broker to whom the extension period applies. Should this Listing be terminated bySeller prior to the expiration of the term stated in this Listing, this Listing shall be extended for Protected Buyers, on thesame terms, for one year after the Listing is terminated.

TERMINATION OF LISTING: Neither Seller nor Broker has the legal right to unilaterally terminate this Listing absent amaterial breach of contract by the other party. Seller understands that the parties to the Listing are Seller and the Broker

supervising broker. Seller and Broker agree that any termination of this Listing by either party before the date stated online 259 shall be indicated to the other party in writing and shall not be effective until delivered to the other Party in

.marketing efforts and to provide Broker with all records, documents and other material in Seller's possession or controlwhich are required in connection with the sale. Seller authorizes Broker to do those acts reasonably necessary to effecta sale and Seller agrees to cooperate fully with these efforts which may include use of a multiple listing service, Internet

whom Seller negotiates during the term of this Listing and shall promptly refer all persons making inquiries concerning theProperty to Broker.

rights under the lease(s) and transfer all security deposits and prepaid rents (subject to agreed upon prorations) thereunderto buyer at closing. Seller acknowledges that Seller remains liable under the lease(s) unless released by tenants.CAUTION: Seller should consider obtaining an indemnification agreement from buyer for liabilities under the lease(s)unless released by tenants.

BROKER DISCLOSURE TO CLIENTS: UNDER WISCONSIN LAW, A BROKER OWES CERTAIN DUTIES TO ALL PARTIES TO A TRANSACTION:

The duty to provide brokerage services to you fairly and honestly.

it, unless disclosure of the information is prohibited by law.

BROKER'S CLIENT. A BROKER OWES ADDITIONAL DUTIES TO A CLIENT:

(b) The broker must provide you with all material facts affecting the transaction, not just adverse facts.(c) The broker will fulfill the broker's obligations under the agency agreement and fulfill your lawful requests that are within

the scope of the agency agreement.(d) The broker will negotiate for you, unless you release the broker from this duty.

The broker will not place the broker's interests ahead of your interests. The broker will not, unless required by law, giveinformation or advice to other parties who are not the broker's clients, if giving the information or advice is contrary to yourinterests.

112113 A multiple representation relationship exists if a broker has an agency agreement with more than one client who is a114 party in the same transaction. In a multiple representation relationship, if all of the broker's clients in the transaction115 consent, the broker may provide services to the clients through designated agency.

EXTENSION OF LISTING: The Listing term is extended for a period of one year as to any Protected Buyer. Upon

(firm). Agents (salespersons) for Broker (firm) do not have the authority to enter into a mutual agreement to terminate theListing, amend the commission amount or shorten the term of this Listing, without the written consent of the agent(s)'

accordance with lines 193-198. CAUTION: Early termination of this Listing may be a breach of contract, causing theterminating party to potentially be liable for damages.

SELLER COOPERATION WITH MARKETING EFFORTS: Seller agrees to cooperate with Broker in Broker's

advertising or a lockbox system on Property. Seller shall promptly notify Broker in writing of any potential buyers with

LEASED PROPERTY: If Property is currently leased and lease(s) will extend beyond closing, Seller shall assign Seller's

(a)(b) The duty to exercise reasonable skill and care in providing brokerage services to you.(c) The duty to provide you with accurate information about market conditions within a reasonable time if you request

(d) The duty to disclose to you in writing certain material adverse facts about a property, unless disclosure of theinformation is prohibited by law. (See Lines 211-214)

(e) The duty to protect your confidentiality. Unless the law requires it, the broker will not disclose your confidentialinformation or the confidential information of other parties. (See Lines 147-163)

(f) The duty to safeguard trust funds and other property the broker holds.(g) The duty, when negotiating, to present contract proposals in an objective and unbiased manner and disclose the

advantages and disadvantages of the proposals.BECAUSE YOU HAVE ENTERED INTO AN AGENCY AGREEMENT WITH A BROKER, YOU ARE THE

(a) The broker will provide, at your request, information and advice on real estate matters that affect your transaction, unlessyou release the broker from this duty.

(e)

If you become involved in a transaction in which another party is also the broker's client (a "multiple representation(f)relationship"), different duties may apply.

MULTIPLE REPRESENTATION RELATIONSHIPS AND DESIGNATED AGENCY:

116 Designated agency means that different salespersons employed by the broker will negotiate on behalf of you and the117 other client or clients in the transaction, and the broker's duties will remain the same. Each salesperson will provide

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negotiations. Each client will be able to receive information, opinions, and advice that will assist the client, even if theinformation, opinions, or advice gives the client advantages in the negotiations over the broker's other clients. Asalesperson will not reveal any of your confidential information to another party unless required to do so by law.

you authorize a multiple representation relationship the broker may provide brokerage services to more than one clientin a transaction but neither the broker nor any of the broker's salespersons may assist any client with information,

transaction.INITIAL ONLY ONE OF THE THREE LINES BELOW:

NOTE: YOU MAY WITHDRAW YOUR CONSENT TO DESIGNATED AGENCY OR TO MULTIPLEREPRESENTATION RELATIONSHIPS BY WRITTEN NOTICE TO THE BROKER AT ANY TIME. YOUR BROKER ISREQUIRED TO DISCLOSE TO YOU IN YOUR AGENCY AGREEMENT THE COMMISSION OR FEES THAT YOU

MAY OWE BASED UPON THE TYPE OF AGENCY RELATIONSHIP YOU SELECT WITH YOUR BROKER YOUSHOULD ASK YOUR BROKER BEFORE SIGNING THE AGENCY AGREEMENT.

broker by providing brokerage services for your benefit. A subagent will not put the subagent's own interests ahead of yourinterests. A subagent will not, unless required by law, provide advice or opinions to other parties if doing so is contrary toyour interests. PLEASE REVIEW THIS INFORMATION CAREFULLY. A broker or salesperson can answer your questions aboutbrokerage services, but if you need legal advice, tax advice, or a professional home inspection, contact anattorney, tax advisor, or home inspector. This disclosure is required by section 452.135 of the Wisconsin statutesand is for information only. It is a plain language summary of a broker's duties to you under section 452.133 (2) of

or any information obtained by Broker that he or she knows a reasonable person would want to be kept confidential, unless

confidential.

Broker to the best of Seller's knowledge. Seller agrees to amend the report should Seller learn of any defect(s) aftercompletion of the report but before acceptance of a buyer's offer to purchase. Seller authorizes Broker to distribute the

and/or theft involving persons attending an "individual showing" or an "open house." Seller accepts responsibility forpreparing the Property to minimize the likelihood of injury, damage and/or loss of personal property. Seller agrees tohold Broker harmless for any losses or liability resulting from personal injury, property damage, or theft occurring during

178 "individual showings" or "open houses" other than those caused by Broker's negligence or intentional wrongdoing.179 Seller acknowledges that individual showings and open houses may be conducted by licensees other than Broker, that180181 licensees, and that buyers or licensees may be present at all inspections and testing and may photograph or videotape182 Property unless otherwise provided for in additional provisions at lines 242-250 or in an addendum per lines 251-254.

information, opinions, and advice to the client for whom the salesperson is negotiating, to assist the client in the

opinions, and advice which may favor the interests of one client over any other client. If you do not consent to a multiplerepresentation relationship the broker will not be allowed to provide brokerage services to more than one client in the

I consent to designated agency.I consent to multiple representation relationships, but I do not consent to designated agency.

MAY OWE TO YOUR BROKER. IF YOU HAVE ANY QUESTIONS ABOUT THE COMMISSION OR FEES THAT YOU

SUBAGENCY: The broker may, with your authorization in the agency agreement, engage other brokers who assist your

the Wisconsin statutes.

the information must be disclosed by law or you authorize Broker to disclose particular information. Broker shall continue tokeep the information confidential after Broker is no longer providing brokerage services to you.The following information is required to be disclosed by law:

Material adverse facts, as defined in section 452.01 (5g) of the Wisconsin statutes (lines 211-214).1)Any facts known by the Broker that contradict any information included in a written inspection report on the property or real estate that is the subject of the transaction.

To ensure that the Broker is aware of what specific information you consider confidential, you may list that informationbelow (see lines 158-160). At a later time, you may also provide the Broker with other information you consider to be

CONFIDENTIAL INFORMATION:

report to all interested parties and agents inquiring about the Property. Seller acknowledges that Broker has a duty todisclose all material adverse facts as required by law.

SELLER REPRESENTATIONS REGARDING DEFECTS: Seller represents to Broker that as of the date of thisListing, Seller has no notice or knowledge of any defects affecting the Property other than those noted on the real estatecondition report. WARNING: IF SELLER REPRESENTATIONS ARE INCORRECT OR INCOMPLETE, SELLER MAY BE LIABLE FORDAMAGES AND COSTS.

appraisers and inspectors may conduct appraisals and inspections without being accompanied by Broker or other

If a designated agency relationship is not in effect you may authorize or reject a multiple representation relationship. If

I reject multiple representation relationships.

CONFIDENTIALITY NOTICE TO CLIENTS: Broker will keep confidential any information given to Broker in confidence,

2)

.NON-CONFIDENTIAL INFORMATION (The following may be disclosed by Broker):

.REAL ESTATE CONDITION REPORT: Seller agrees to complete the real estate condition report provided by

OPEN HOUSE AND SHOWING RESPONSIBILITIES: Seller is aware that there is a potential risk of injury, damage

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DEADLINES - DAYS: Deadlines expressed as a number of "days" from an event are calculated by excluding the day theevent occurred and by counting subsequent calendar days.DELIVERY: Delivery of documents or written notices related to this Listing may only be accomplished by:

depositing the document or written notice postage or fees prepaid or charged to an account in the U.S. Mail or acommercial delivery system, addressed to the party, at the party's address (See lines 265, 271 and 277.);

FIXTURES: A "fixture" is an item of property which is physically attached to or so closely associated with land orbuildings so as to be treated as part of the real estate, including, without limitation, physically attached items not easily

cooling units and attached equipment; water heaters and treatment systems; sump pumps; attached or fitted floorcoverings; awnings; attached antennas, garage door openers and remote controls; installed security systems; centralvacuum systems and accessories; in-ground sprinkler systems and component parts; built-in appliances; ceiling fans;

CAUTION: Exclude any Fixtures to be retained by Seller or which are rented (e.g., water softener or otherwater conditioning systems, home entertainment and satellite dish components, L.P. tanks, etc.) on lines 11-14

PROCURE: A buyer is procured when, during the term of the Listing, an enforceable contract of sale is entered into betweenthe Seller and the buyer or when a ready, willing and able buyer submits to the Seller or the Listing Broker a written offer atthe price and on substantially the terms specified in this Listing. A buyer is ready, willing and able when the buyer submittingthe written offer has the ability to complete the buyer's obligations under the written offer. (See lines 46-49)PROPERTY: Unless otherwise stated, "Property", means the real estate described at lines 2-4.PROTECTED BUYER: Means a buyer who personally, or through any person acting for such buyer: 1) delivers to Seller orBroker a written offer to purchase, exchange or option on the Property during the term of this Listing; 2) negotiates directly

buyer might acquire an interest in the Property, but only if Broker delivers the buyer's name to Seller, in writing, no later than

any other unlawful manner.

as otherwise agreed in additional provisions on lines 242-250 or in an addendum to this Listing.

removable without damage to the premises, items specifically adapted to the premises, and items customarily treatedas fixtures, including, but not limited to, all: garden bulbs; plants; shrubs and trees; screen and storm doors and

fences; storage buildings on permanent foundations and docks/piers on permanent foundations.

and in the offer to purchase.

with Seller by discussing with Seller the potential terms upon which buyer might acquire an interest in the Property; or 3)

three days after the expiration of the Listing. The requirement in 3), to deliver the buyer's name to Seller in writing, may befulfilled as follows: a) If the Listing is effective only as to certain individuals who are identified in the Listing, by theidentification of the individuals in the Listing; or, b) if a buyer has requested that the buyer's identity remain confidential, bydelivery of a written notice identifying the broker with whom the buyer negotiated and the date(s) of any showings or othernegotiations.

account of race, color, sex, sexual orientation as defined in Wisconsin Statutes, Section 111.32 (13m),disability, religion, national origin, marital status, lawful source of income, age, ancestry, familial status, or in

giving the document or written notice personally to the party;

windows; electric lighting fixtures; window shades; curtain and traverse rods; blinds and shutters; central heating and

attends an individual showing of the Property or discusses with Broker or cooperating brokers the potential terms upon which

DEFINITIONS:

1)2)

3) electronically transmitting the document or written notice to the party's fax number (See lines 267, 273 and 279.); and,4)

FAIR HOUSING: Seller and Broker agree that they will not discriminate against any prospective buyer on

234 EARNEST MONEY: If Broker holds trust funds in connection with the transaction, they shall be retained by Broker in235 Broker's trust account. Broker may refuse to hold earnest money or other trust funds. Should Broker hold the earnest money,236 Seller authorizes Broker to disburse the earnest money as directed in a written earnest money disbursement agreement

signed by or on behalf of all parties having an interest in the trust funds. If the transaction fails to close and the earnest money237238 is disbursed to Seller, then upon disbursement to Seller the earnest money shall be paid first to reimburse Broker for cash239 advances made by Broker on behalf of Seller and one half of the balance, but not in excess of the agreed commission, shall240 be paid to Broker as Broker's full commission in connection with said purchase transaction and the balance shall belong to

Seller. This payment to Broker shall not terminate this Listing. 241

184 ADVERSE FACT: An "adverse fact" means any of the following: 185 A condition or occurrence that is generally recognized by a competent licensee as doing any of the following:(a)186 Significantly and adversely affecting the value of the Property;1)187 significantly reducing the structural integrity of improvements to real estate; or2)188 3) presenting a significant health risk to occupants of the Property.189 (b) Information that indicates that a party to a transaction is not able to or does not intend to meet his or her

obligations under a contract or agreement made concerning the transaction.190

MATERIAL ADVERSE FACT: A "material adverse fact" means an adverse fact that a party indicates is of such

191

significance, or that is generally recognized by a competent licensee as being of such significance to a reasonable

192193

party, that it affects or would affect the party's decision to enter into a contract or agreement concerning a transaction or

194

affects or would affect the party's decision about the terms of such a contract or agreement.

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persons registered with the registry by contacting the Wisconsin Department of Corrections on the Internet athttp://www.widocoffenders.org

OTHER DOCUMENTS INCORPORATED INTO THE LISTING.

Seller's Signature

LISTING CONTRACT AND THAT HE/SHE HAS READ ALL FIVE PAGES AS WELL AS ANY ADDENDA AND ANY

ADDITIONAL PROVISIONS:

ADDENDA: The attached addenda

NOTICE ABOUT SEX OFFENDER REGISTRY: You may obtain information about the sex offender registry andis/are made part of this Listing.

or by telephone at (608)240-5830.TERM OF THE CONTRACT: From the day of , ,

up to and including midnight of the day of , .

READING/RECEIPT: BY SIGNING BELOW, SELLER ACKNOWLEDGES RECEIPT OF A COPY OF THIS

(x)Print Name Here: Date

Seller's Address Seller's Phone #

Seller's Fax # Seller's E-Mail Address

(x)269Seller's Signature Print Name Here:270 Date

271272 Seller's Address Seller's Phone #

273Seller's Fax # Seller's E-Mail Address274

(x)275Agent for Broker Print Name Here:276 Date

277278 Broker/Firm Address Broker/Firm Phone #

279Broker/Firm Fax # Broker/Firm E-Mail Address280

Broker/Firm Name

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WB-4 RESIDENTIAL CONDOMINIUM LISTING CONTRACT - EXCLUSIVE RIGHT TO SELL

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SELLER GIVES BROKER THE EXCLUSIVE RIGHT TO SELL THE PROPERTY ON THE FOLLOWING TERMS:PROPERTY DESCRIPTION: The street address of the Unit is:

ofin the

elements appurtenant to the Unit, together with and subject to the rights, interests, obligations and limitations as set

LIST PRICE: ).Dollars ($INCLUDED IN LIST PRICE: Seller is including in the list price the Property, Seller's interests in any common surplus

items:.

NOT INCLUDED IN LIST PRICE: CAUTION: Identify Fixtures to be excluded by Seller or which are rented and willcontinue to be owned by the lessor. (See lines 266-277):

.

Seller agrees that Broker may market Seller's personal property identified on lines 13-14 during the term of this Listing.Broker's marketing may include:


. Seller has a duty to cooperate with Broker's marketingefforts. See lines 88-106 regarding Broker's role as marketing agent and Seller's duty to notify Broker of any potential

common elements at time of closing and to have the Unit in broom swept condition and free of all debris and personalproperty except for personal property belonging to current tenants, sold to buyer or left with buyer's consent.

COOPERATION, ACCESS TO PROPERTY OR OFFER PRESENTATION: The parties agree that Broker will workand cooperate with other brokers in marketing the Property, including brokers from other firms acting as subagents(agents from other companies engaged by Broker - See lines 194-197) and brokers representing buyers. Cooperationincludes providing access to the Property for showing purposes and presenting offers and other proposals from thesebrokers to Seller. Note any brokers with whom Broker shall not cooperate, any brokers or buyers who shall not beallowed to attend showings, and the specific terms of offers which should not be submitted to Seller:


EXCLUSIONS: All persons who may acquire an interest in the Property as a Protected Buyer under a prior listingcontract are excluded from this Listing to the extent of the prior broker's legal rights, unless otherwise agreed to inwriting. Within seven days of the date of this Listing, Seller agrees to deliver to Broker a written list of all suchprospective buyers. The following other buyers are excluded from this Listing until :

. These other buyers are no longer

COMMISSION: Broker's commission shall be .


MARKETING: Seller authorizes and Broker agrees to use reasonable efforts to procure a buyer for the Property.

OCCUPANCY: Unless otherwise provided, Seller agrees to give buyer occupancy of the Unit and any limited

, County, Wisconsin, particularly described as Unit: (Building )

of Condominium; Seller's interest in the common

forth in the declaration and condominium plat (and all amendments to them) creating the Condominium, whichaltogether constitute the Property. Insert additional description, if any, at lines 309-322 or attach as an addendum perlines 323-328.

and reserves of the Condominium allocated to the Property, Fixtures not excluded on lines 16-19, and the following

STORAGE UNIT: A storage unit (is) (is not) .LIMITED COMMON ELEMENTS: The limited common elements assigned to the Unit include:

. See condominium declaration for complete list.PARKING: The parking for the Property is .. The parking fee is $ASSOCIATION FEE: The association fee for the Property is $ per .RIGHT OF FIRST REFUSAL: The condominium association (does) (does not)

refusal on the Property.

buyer known to Seller. Seller agrees that Broker may market other properties during the term of this Listing.

excluded from this Listing after the specified date unless, on or before the specified date, Seller has either accepted anoffer from the buyer or sold the Property to the buyer.

STRIKE ONE included in the List Price; Unit number:

STRIKE ONE have a right of first

INSERT DATE

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receipt of a written request from Seller or a broker who has listed the Property, Broker agrees to promptly deliver toSeller a written list of those buyers known by Broker to whom the extension period applies. Should this Listing beterminated by Seller prior to the expiration of the term stated in this Listing, this Listing shall be extended for ProtectedBuyers, on the same terms, for one year after the Listing is terminated.

TERMINATION OF LISTING: Neither Seller nor Broker has the legal right to unilaterally terminate this Listing absenta material breach of contract by the other party. Seller understands that the parties to the Listing are Seller and the

the agent(s)' supervising broker. Seller and Broker agree that any termination of this Listing by either party before thedate stated on line 333 shall be indicated to the other party in writing and shall not be effective until delivered to the

marketing efforts and to provide Broker with all records, documents and other material in Seller's possession or control

112113114115

EXTENSION OF LISTING: The Listing term is extended for a period of one year as to any Protected Buyer. Upon

Broker (firm). Agents (salespersons) for Broker (firm) do not have the authority to enter into a mutual agreement toterminate the Listing, amend the commission amount or shorten the term of this Listing, without the written consent of

other Party in accordance with lines 260-265. CAUTION: Early termination of this Listing may be a breach of contract,causing the terminating party to potentially be liable for damages.

SELLER COOPERATION WITH MARKETING EFFORTS: Seller agrees to cooperate with Broker in Broker's

116117

565758596061

118119120121

Seller shall pay Broker's commission, which shall be earned, if, during the term of this Listing:1) Seller sells or accepts an offer which creates an enforceable contract for the sale of all or any part of the Property;2) Seller grants an option to purchase all or any part of the Property which is subsequently exercised;3) Seller exchanges or enters into a binding exchange agreement on all or any part of the Property;4) A transaction occurs which causes an effective change in ownership or control of all or any part of the Property; or5) A buyer is procured for the Property by Broker, by Seller, or by any other person, at no less than the price and on

substantially the same terms set forth in this Listing and in the standard provisions of the current WB-14RESIDENTIAL CONDOMINIUM OFFER TO PURCHASE, even if Seller does not accept this buyer's offer. (Seelines 282-285 regarding procurement.)

A percentage commission, if applicable, shall be calculated based on the purchase price if commission is earnedunder 1) or 2) above, or calculated based on the list price under 3), 4) or 5). A percentage commission shall becalculated on the fair market value of the Property exchanged under 3) if the exchange involves less than the entireProperty or on the fair market value of the Property to which an effective change in ownership or control takes place,under 4) if the transaction involves less than the entire Property. Once earned, Broker's commission is due andpayable in full at the earlier of closing or the date set for closing, unless otherwise agreed in writing. Broker'scommission shall be earned if, during the term of the Listing, one owner of the Property sells, conveys, exchanges oroptions an interest in all or any part of the Property to another owner, except by divorce judgment.NOTE: A sale, option, exchange or procurement of a buyer for a portion of the Property does not terminate the Listingas to any remaining Property.

which are required in connection with the sale, including, but not limited to, copies of the condominium association'scondominium disclosure materials as described in lines 107-136. The Buyer may also request the following:1) the condominium association's financial statements for the last two years,2) the minutes of the last unit owner's meetings,3) the minutes of condominium board meetings during the 12 months prior to acceptance,4) information about contemplated or pending condominium special assessments,5) copies of the association's certificate of insurance,6) a statement from the association indicating the balance of reserve accounts controlled by the association,7) a statement from the association of the amount of any unpaid assessments on the unit (per Wis. Stat. § 703.165)

and;8) the declaration and bylaws of the master association, if any, so Seller should be prepared to also provide these

items.Seller authorizes Broker to do those acts reasonably necessary to effect a sale and Seller agrees to cooperate fullywith these efforts which may include obtaining condominium disclosure materials at Seller's expense (see Wis. Stat. §703.20(2)), use of a multiple listing service, Internet advertising or a lockbox system on Property. Seller shall promptlynotify Broker in writing of any potential purchasers with whom Seller negotiates during the term of this Listing and shallpromptly refer all persons making inquiries concerning the Property to Broker.

CONDOMINIUM DISCLOSURE MATERIALS: Seller agrees to provide buyer with complete, current and accuratecopies of the condominium disclosure materials required by Wis. Stat. § 703.33. The condominium disclosurematerials are required to be delivered to buyer no later than 15 days prior to closing. The condominium disclosurematerials include a copy of the following and any amendments to any of these (except as limited for smallcondominiums per Wis. Stat. § 703.365):

a) proposed or existing declaration, bylaws and any rules or regulations, and an index of the contents,b) proposed or existing articles of incorporation of the association, if it is or is to be incorporated,c) proposed or existing management contract, employment contract or other contract affecting the use,maintenance or access of all or part of the condominium,d) projected annual operating budget for the condominium including reasonable details concerning the estimatedmonthly payments by the purchaser for assessments and other monthly charges,e) leases to which unit owners or the association will be a party,f) general description of any contemplated expansion of condominium including each stage of expansion and themaximum number of units that can be added to the condominium,g) unit floor plan showing location of common elements and other facilities available to unit owners,

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h) the executive summary.If the condominium was an occupied structure prior to the recording of the condominium declaration, it is a "conversioncondominium," and the "condominium disclosure materials" for a conversion condominium with five or more units alsoinclude:1) a declarant's statement based on an independent engineer's or architect's report describing the present condition

of structural, mechanical and electrical installations;2) a statement of the useful life of the items covered in 1), unless a statement that no representations are being made

is provided, and3) a list of notices of uncured code or other municipal violations, including an estimate of the costs of curing the

violations.If the disclosure materials are delivered to Buyer and Buyer does not receive all of the disclosure documents, Buyermay, within 5 business days of Buyer's receipt of the disclosure materials, either rescind the Offer or request anymissing documents. Seller has 5 business days following receipt of Buyer's request for missing documents to deliverthe requested documents. Buyer may rescind the sale within 5 business days of the earlier of Buyer's receipt ofrequested missing documents or the deadline for Seller's delivery of the documents [Wis. Stat. § 703.33(4)(b)].

LEASED PROPERTY: If Property is currently leased and lease(s) will extend beyond closing, Seller shall assignSeller's rights under the lease(s) and transfer all security deposits and prepaid rents (subject to agreed upon prorations)thereunder to buyer at closing. Seller acknowledges that Seller remains liable under the lease(s) unless released bytenant(s). CAUTION: Seller should consider obtaining an indemnification agreement from buyer for liabilities under thelease(s) unless released by tenants.

BROKER DISCLOSURE TO CLIENTS: UNDER WISCONSIN LAW, A BROKER OWES CERTAIN DUTIES TO ALL PARTIES TO A TRANSACTION:(a) The duty to provide brokerage services to you fairly and honestly.(b) The duty to exercise reasonable skill and care in providing brokerage services to you.(c) The duty to provide you with accurate information about market conditions within a reasonable time if you request

it, unless disclosure of the information is prohibited by law.(d) The duty to disclose to you in writing certain material adverse facts about a property, unless disclosure of the

information is prohibited by law. (See Lines 278-281)(e) The duty to protect your confidentiality. Unless the law requires it, the broker will not disclose your confidential

information or the confidential information of other parties. (See Lines 203-221)(f) The duty to safeguard trust funds and other property the broker holds.(g) The duty, when negotiating, to present contract proposals in an objective and unbiased manner and disclose the

advantages and disadvantages of the proposals.BECAUSE YOU HAVE ENTERED INTO AN AGENCY AGREEMENT WITH A BROKER, YOU ARE THE

BROKER'S CLIENT. A BROKER OWES ADDITIONAL DUTIES TO A CLIENT:(a) The broker will provide, at your request, information and advice on real estate matters that affect your transaction,

unless you release the broker from this duty.(b) The broker must provide you with all material facts affecting the transaction, not just adverse facts.

The broker will fulfill the broker's obligations under the agency agreement and fulfill your lawful requests that are within(c)the scope of the agency agreement.

(d) The broker will negotiate for you, unless you release the broker from this duty.(e) The broker will not place the broker's interests ahead of your interests. The broker will not, unless required by law, give

information or advice to other parties who are not the broker's clients, if giving the information or advice is contrary to yourinterests.If you become involved in a transaction in which another party is also the broker's client (a "multiple representation(f)relationship"), different duties may apply.

MULTIPLE REPRESENTATION RELATIONSHIPS AND DESIGNATED AGENCY:A multiple representation relationship exists if a broker has an agency agreement with more than one client who is aparty in the same transaction. In a multiple representation relationship, if all of the broker's clients in the transactionconsent, the broker may provide services to the clients through designated agency.Designated agency means that different salespersons employed by the broker will negotiate on behalf of you and theother client or clients in the transaction, and the broker's duties will remain the same. Each salesperson will provideinformation, opinions, and advice to the client for whom the salesperson is negotiating, to assist the client in thenegotiations. Each client will be able to receive information, opinions, and advice that will assist the client, even if theinformation, opinions, or advice gives the client advantages in the negotiations over the broker's other clients. Asalesperson will not reveal any of your confidential information to another party unless required to do so by law.If a designated agency relationship is not in effect you may authorize or reject a multiple representation relationship.If you authorize a multiple representation relationship the broker may provide brokerage services to more than oneclient in a transaction but neither the broker nor any of the broker's salespersons may assist any client withinformation, opinions, and advice which may favor the interests of one client over any other client. If you do notconsent to a multiple representation relationship the broker will not be allowed to provide brokerage services to morethan one client in the transaction.

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184185186187188189190191192193194195196197198199200201202203204205206207208209210211212213214215216217218219220221222223224225226227228229230231232233234235236237238239

INITIAL ONLY ONE OF THE THREE LINES BELOW:

NOTE: YOU MAY WITHDRAW YOUR CONSENT TO DESIGNATED AGENCY OR TO MULTIPLEREPRESENTATION RELATIONSHIPS BY WRITTEN NOTICE TO THE BROKER AT ANY TIME. YOUR BROKER ISREQUIRED TO DISCLOSE TO YOU IN YOUR AGENCY AGREEMENT THE COMMISSION OR FEES THAT YOU

MAY OWE BASED UPON THE TYPE OF AGENCY RELATIONSHIP YOU SELECT WITH YOUR BROKER YOUSHOULD ASK YOUR BROKER BEFORE SIGNING THE AGENCY AGREEMENT.

your broker by providing brokerage services for your benefit. A subagent will not put the subagent's own interestsahead of your interests. A subagent will not, unless required by law, provide advice or opinions to other parties if doingso is contrary to your interests.PLEASE REVIEW THIS INFORMATION CAREFULLY. A broker or salesperson can answer your questions aboutbrokerage services, but if you need legal advice, tax advice, or a professional home inspection, contact anattorney, tax advisor, or home inspector. This disclosure is required by section 452.135 of the Wisconsinstatutes and is for information only. It is a plain language summary of a broker's duties to you under section

confidence, or any information obtained by Broker that he or she knows a reasonable person would want to be kept

confidential.

make inquiries of the Seller on the condition of the Property and to request that Seller provide a written response toBroker's inquiry. Seller agrees to complete a real estate condition report to the best of Seller's knowledge. Seller

and/or theft involving persons attending an "individual showing" or an "open house." Seller accepts responsibility for240241242243244

I consent to designated agency.I consent to multiple representation relationships, but I do not consent to designated agency.

MAY OWE TO YOUR BROKER. IF YOU HAVE ANY QUESTIONS ABOUT THE COMMISSION OR FEES THAT YOU

SUBAGENCY: The broker may, with your authorization in the agency agreement, engage other brokers who assist

452.133 (2) of the Wisconsin statutes.

confidential, unless the information must be disclosed by law or you authorize Broker to disclose particular information.Broker shall continue to keep the information confidential after Broker is no longer providing brokerage services to you.The following information is required to be disclosed by law:

Material adverse facts, as defined in section 452.01 (5g) of the Wisconsin statutes (lines 278-281).1)Any facts known by the Broker that contradict any information included in a written inspection report on the property or real estate that is the subject of the transaction.

To ensure that the Broker is aware of what specific information you consider confidential, you may list that informationbelow (see lines 214-217). At a later time, you may also provide the Broker with other information you consider to be

CONFIDENTIAL INFORMATION:

agrees to amend the report should Seller learn of any defect(s) after completion of the report but before acceptance of

required to have an executive summary per Wis. Stat. § 703.365 (1) (b) and (8).SELLER REPRESENTATIONS REGARDING DEFECTS: Seller represents to Broker that as of the date of this

Listing, if a real estate condition report or other form of written response to Broker's inquiry regarding the condition of the

WARNING: IF SELLER REPRESENTATIONS ARE INCORRECT OR INCOMPLETE, SELLER MAY BE LIABLE FORDAMAGES AND COSTS.

I reject multiple representation relationships.

CONFIDENTIALITY NOTICE TO CLIENTS: Broker will keep confidential any information given to Broker in

2)

.NON-CONFIDENTIAL INFORMATION (The following may be disclosed by Broker):

.REAL ESTATE CONDITION REPORT: Wisconsin Administrative Code Chapter RL 24 requires listing brokers to

OPEN HOUSE AND SHOWING RESPONSIBILITIES: Seller is aware that there is a potential risk of injury, damage

245246247248249

a buyer's offer to purchase. Seller authorizes Broker to distribute the report to all interested parties and their agentsinquiring about the Property and acknowledges that Broker has a duty to disclose all material adverse facts as requiredby law. Wis. Stat. § 709.03 provides that when the Property is a condominium unit, the property to which the realestate condition report applies is the condominium unit, the common elements of the condominium and any limitedcommon elements that may be used only by the owner of the condominium unit being transferred. Wis. Stat. §709.02(2) requires that Seller also furnish a condominium addendum to the Real Estate Condition Report and a copyof the executive summary along with the Real Estate Condition Report. Note: Small condominiums may not all be

Property has been made by the Seller, the Seller has no notice or knowledge of any defects affecting the Property otherthan those noted on Seller's real estate condition report or written response.

preparing the Property to minimize the likelihood of injury, damage and/or loss of personal property. Seller agrees tohold Broker harmless for any losses or liability resulting from personal injury, property damage, or theft occurringduring "individual showings" or "open houses" other than those caused by Broker's negligence or intentionalwrongdoing. Seller acknowledges that individual showings and open houses may be conducted by licensees otherthan Broker, that appraisers and inspectors may conduct appraisals and inspections without being accompanied byBroker or other licensees, and that buyers or licensees may be present at all inspections and testing and mayphotograph or videotape Property unless otherwise provided for in additional provisions at lines 309-322 or in anaddendum per lines 323-328.

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262263264265266267268269270271272273274275276277278279280281282283284285286287288289290291292293294295296297298299300

DEADLINES - DAYS: Deadlines expressed as a number of "days" from an event are calculated by excluding the day theevent occurred and by counting subsequent calendar days.DELIVERY: Delivery of documents or written notices related to this Listing may only be accomplished by:

depositing the document or written notice postage or fees prepaid or charged to an account in the U.S. Mail or acommercial delivery system, addressed to the party, at the party's address (See lines 339, 345 and 351.);

FIXTURES: A "fixture" is an item of property which is physically attached to or so closely associated with land orbuildings so as to be treated as part of the real estate, including, without limitation, physically attached items not easily

cooling units and attached equipment; water heaters and treatment systems; sump pumps; attached or fitted floorcoverings; awnings; attached antennas, garage door openers and remote controls; installed security systems; centralvacuum systems and accessories; in-ground sprinkler systems and component parts; built-in appliances; ceiling fans;

CAUTION: Exclude any Fixtures to be retained by Seller or which are rented (e.g., water softener or otherwater conditioning systems, home entertainment and satellite dish components, L.P. tanks, etc.) on lines 16-

PROCURE: A buyer is procured when, during the term of the Listing, an enforceable contract of sale is entered intobetween the Seller and the buyer or when a ready, willing and able buyer submits to the Seller or the Listing Broker a writtenoffer at the price and on substantially the terms specified in this Listing. A buyer is ready, willing and able when the buyersubmitting the written offer has the ability to complete the buyer's obligations under the written offer. (See lines 61-64)PROPERTY: Unless otherwise stated, "Property" means the real estate described at lines 2-9.PROTECTED BUYER: Means a buyer who personally, or through any person acting for such buyer: 1) delivers to Seller orBroker a written offer to purchase, exchange or option on the Property during the term of this Listing; 2) negotiates directly

which buyer might acquire an interest in the Property, but only if Broker delivers the buyer's name to Seller, in writing, no

any other unlawful manner.

as otherwise agreed in additional provisions on lines 309-322 or in an addendum to this Listing.

removable without damage to the premises, items specifically adapted to the premises, and items customarily treatedas fixtures, including, but not limited to, all: garden bulbs; plants; shrubs and trees; screen and storm doors and

fences; storage buildings on permanent foundations and docks/piers on permanent foundations.

19 and in the offer to purchase.

with Seller by discussing with Seller the potential terms upon which buyer might acquire an interest in the Property; or 3)

later than three days after the expiration of the Listing. The requirement in 3), to deliver the buyer's name to Seller in writing,may be fulfilled as follows: a) If the Listing is effective only as to certain individuals who are identified in the Listing, by theidentification of the individuals in the Listing; or, b) if a buyer has requested that the buyer's identity remain confidential, bydelivery of a written notice identifying the broker with whom the buyer negotiated and the date(s) of any showings or othernegotiations.

account of race, color, sex, sexual orientation as defined in Wisconsin Statutes, Section 111.32 (13m),disability, religion, national origin, marital status, lawful source of income, age, ancestry, familial status, or in


windows; electric lighting fixtures; window shades; curtain and traverse rods; blinds and shutters; central heating and

attends an individual showing of the Property or discusses with Broker or cooperating brokers the potential terms upon

DEFINITIONS:

1)2)

3) electronically transmitting the document or written notice to the party's fax number (See lines 341, 347 and 353.); or,4)

FAIR HOUSING: Seller and Broker agree that they will not discriminate against any prospective buyer on

301 EARNEST MONEY: If Broker holds trust funds in connection with the transaction, they shall be retained by Broker in302 Broker's trust account. Broker may refuse to hold earnest money or other trust funds. Should Broker hold the earnest money,303 Seller authorizes Broker to disburse the earnest money as directed in a written earnest money disbursement agreement

signed by or on behalf of all parties having an interest in the trust funds. If the transaction fails to close and the earnest304305 money is disbursed to Seller, then upon disbursement to Seller the earnest money shall be paid first to reimburse Broker for306 cash advances made by Broker on behalf of Seller and one half of the balance, but not in excess of the agreed commission,307 shall be paid to Broker as Broker's full commission in connection with said purchase transaction and the balance shall belong

to Seller. This payment to Broker shall not terminate this Listing.308

251 ADVERSE FACT: An "adverse fact" means any of the following: 252 A condition or occurrence that is generally recognized by a competent licensee as doing any of the following:(a)253 significantly and adversely affecting the value of the Property;1)254 significantly reducing the structural integrity of improvements to real estate; or2)255 3) presenting a significant health risk to occupants of the Property.256 (b) Information that indicates that a party to a transaction is not able to or does not intend to meet his or her

obligations under a contract or agreement made concerning the transaction.257

MATERIAL ADVERSE FACT: A "material adverse fact" means an adverse fact that a party indicates is of such

258

significance, or that is generally recognized by a competent licensee as being of such significance to a reasonable

259260

party, that it affects or would affect the party's decision to enter into a contract or agreement concerning a transaction

261

or affects or would affect the party's decision about the terms of such a contract or agreement.

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322323324325326327328

332

333

334335336

337338

339340

341342

persons registered with the registry by contacting the Wisconsin Department of Corrections on the Internet athttp://www.widocoffenders.org

OTHER DOCUMENTS INCORPORATED INTO THE LISTING.

Seller's Signature

LISTING CONTRACT AND THAT HE/SHE HAS READ ALL SIX PAGES AS WELL AS ANY ADDENDA AND ANY


ADDENDA: The attached addenda

NOTICE ABOUT SEX OFFENDER REGISTRY: You may obtain information about the sex offender registry andis/are made part of this Listing.

or by telephone at (608)240-5830.TERM OF THE CONTRACT: From the day of , ,

up to and including midnight of the day of , .

READING/RECEIPT: BY SIGNING BELOW, SELLER ACKNOWLEDGES RECEIPT OF A COPY OF THIS

(x)Print Name Here: Date

Seller's Address Seller's Phone #

Seller's Fax # Seller's E-Mail Address

(x)343Seller's Signature Print Name Here:344 Date

345346 Seller's Address Seller's Phone #

347Seller's Fax # Seller's E-Mail Address348

(x)349Agent for Broker Print Name Here:350 Date

351352 Broker/Firm Address Broker/Firm Phone #

353Broker/Firm Fax # Broker/Firm E-Mail Address354

Broker/Firm Name

309310311312313314315316317318319320

329330331

.

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WB-36 BUYER AGENCY/TENANT REPRESENTATION AGREEMENT



BROKER THE SOLE AUTHORITY TO ACT FOR BUYER AS A BUYER'S AGENT: Buyer (see lines 154-155) gives123456789101112131415161718192021222324252627282930313233343536373839404142434445464748495051

Broker the exclusive right to act as Buyer's agent to locate an interest in property and to negotiate the procurement of aninterest in property, except as excluded under lines 11-20. Except for excluded properties described in lines 11-20, Buyeragrees that during the term of this Agreement, Buyer will not enter into any other agreements to retain any other buyer'sagent.NOTE: IF BUYER WORKS WITH OWNER OR AGENTS OF OWNER IN LOCATING AND/OR NEGOTIATING AN

INTEREST IN PROPERTY, BUYER MAY BE RESPONSIBLE FOR BROKER'S FULL COMPENSATION IFBUYER'S CONTACTS WITH OWNER OR OWNER'S AGENT RESULT IN NO COMPENSATION BEINGRECEIVED BY BROKER FROM OWNER OR OWNER'S AGENT.

PURCHASE PRICE RANGE: EXCLUDED PROPERTIES: The following properties are excluded from this Agreement until INSERT DATE

Note: Identify any specific excluded properties or limitations on the scope of this Agreement including geographiclimitations, or limitations on property type included under this Agreement.

COMPENSATION: Broker's compensation shall be: [Check "SUCCESS FEE", "OTHER COMPENSATION", OR BOTH, as applicable] SUCCESS FEE: % of the purchase price orwhichever is greater. OTHER COMPENSATION:

INSERT THE AMOUNT AND TYPE OF OTHER FEE, E.G. RETAINER FEE, OR HOURLY FEEIf this Agreement calls for a success fee, it is agreed that Broker has earned the success fee if, during the term of thisAgreement (or any extension of it), Buyer or any person acting on behalf of Buyer acquires an interest in property or entersinto an enforceable written contract between owner and Buyer to acquire an interest in property, at any terms and priceacceptable to owner and Buyer. Broker's compensation remains due and payable if an enforceable written contract enteredinto by Buyer per lines 26-29 fails to close. Once earned, Broker's compensation is due and payable at the earlier of closingor the date set for closing, unless otherwise agreed in writing.

STRIKE ONEcompensation from owner or owner's agent if neither is struck.) Broker's compensation from Buyer will be reduced by anyamounts received from owner or owner's agent.

BROKER'S DUTIES: In consideration for Buyer's agreements, Broker agrees to use professional knowledge andskills, and reasonable efforts, to: 1) locate an interest in property, unless Broker is being retained solely to negotiate theprocurement of an interest in a specific property, and 2) negotiate the procurement of an interest in property, as required,by giving advice to Buyer within the scope of Broker's license, facilitating or participating in the discussions of the termsof a potential contract, completing appropriate contractual forms, presenting either party's contractual proposal with anexplanation of the proposal's advantages and disadvantages and other efforts including but not limited to the following:

unless Broker is retained solely to locate an interest in property.EARNEST MONEY: If Broker holds trust funds in connection with the transaction, they shall be retained by Broker in

Broker's trust account. Broker may refuse to hold earnest money or other trust funds. Should Broker hold the earnest money,Buyer authorizes Broker to disburse the earnest money as directed in a written earnest money disbursement agreement signedby all parties having an interest in the trust funds. If the transaction fails to close and the earnest money is disbursed to Buyer,then upon disbursement to Buyer the earnest money shall be paid first to reimburse Broker for cash advances made by Brokeron behalf of Buyer.

NON DISCRIMINATION: Buyer and Broker agree that they will not discriminate based on race, color, sex, sexualorientation as defined in Wisconsin Statutes §111.32(13m), disability, religion, national origin, marital status, lawfulsource of income, age, ancestry, familial status or in any other unlawful manner.

Page 1 of 5, WB-36

Broker (may) (may not) accept compensation from owner or owner's agent. (Broker may accept

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BROKER DISCLOSURE TO CLIENTS: 52535455565758596061626364

UNDER WISCONSIN LAW, A BROKER OWES CERTAIN DUTIES TO ALL PARTIES TO A TRANSACTION:The duty to provide brokerage services to you fairly and honestly.The duty to exercise reasonable skill and care in providing brokerage services to you.The duty to provide you with accurate information about market conditions within a reasonable time if you request it, unless disclosure of the information is prohibited by law.The duty to disclose to you in writing certain material adverse facts about a property, unless disclosure of theinformation is prohibited by law. (See lines 170-173)The duty to protect your confidentiality. Unless the law requires it, the broker will not disclose your confidentialinformation or the confidential information of other parties. (See lines 109-122)The duty to safeguard trust funds and other property the broker holds.The duty, when negotiating, to present contract proposals in an objective and unbiased manner and disclose theadvantages and disadvantages of the proposals.

(a)(b)(c)

(d)

(e)

(f)(g)

65 BECAUSE YOU HAVE ENTERED INTO AN AGENCY AGREEMENT WITH A BROKER, YOU ARE THE BROKER'S66 CLIENT. A BROKER OWES ADDITIONAL DUTIES TO A CLIENT:67 (a) The broker will provide, at your request, information and advice on real estate matters that affect your transaction,68 unless you release the broker from this duty.69 (b) The broker must provide you with all material facts affecting the transaction, not just adverse facts.70 The broker will fulfill the broker's obligations under the agency agreement and fulfill your lawful requests that are

within the scope of the agency agreement.7172 The broker will negotiate for you, unless you release the broker from this duty.73 (e) The broker will not place the broker's interests ahead of your interests. The broker will not, unless required by law,74 give information or advice to other parties who are not the broker's clients, if giving the information or advice is75 contrary to your interests.

If you become involved in a transaction in which another party is also the broker's client (a "multiple representation76 (f)77 relationship"), different duties may apply.

(c)

(d)

7879 A multiple representation relationship exists if a broker has an agency agreement with more than one client who is a80 party in the same transaction. In a multiple representation relationship, if all of the broker's clients in the transaction81 consent, the broker may provide services to the clients through designated agency.

Designated agency means that different salespersons employed by the broker will negotiate on behalf of you and the8283 other client or clients in the transaction and the broker's duties will remain the same. Each salesperson will provide84 information, opinions, and advice to the client for whom the salesperson is negotiating, to assist the client in the85 negotiations. Each client will be able to receive information, opinions, and advice that will assist the client, even if the86 information, opinions, or advice gives the client advantages in the negotiations over the broker's other clients. A

salesperson will not reveal any of your confidential information to another party unless required to do so by law.8788 If a designated agency relationship is not in effect you may authorize or reject a multiple representation relationship. If

MULTIPLE REPRESENTATION RELATIONSHIPS AND DESIGNATED AGENCY:

89 you authorize a multiple representation relationship the broker may provide brokerage services to more than one client in90 a transaction but neither the broker nor any of the broker's salespersons may assist any client with information, opinions, and

advice which may favor the interests of one client over any other client. If you do not consent to a multiple representation9192 relationship the broker will not be allowed to provide brokerage services to more than one client in the transaction.

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INITIAL ONLY ONE OF THE THREE LINES BELOW:93949596979899

100

I consent to designated agency.I consent to multiple representation relationships, but I do not consent to designated agency.I reject multiple representation relationships.

NOTE: You may withdraw your consent to designated agency or to multiple representation relationships by written notice tothe broker at any time. Your broker is required to disclose to you in your agency agreement the commission or fees that youmay owe to your broker. If you have any questions about the commission or fees that you may owe based upon the type ofagency relationship you select with your broker you should ask your broker before signing the agency agreement.

101102 by providing brokerage services for your benefit. A subagent will not put the subagent's own interests ahead of your interests. A103 subagent will not, unless required by law, provide advice or opinions to other parties if doing so is contrary to your interests. 104105

PLEASE REVIEW THIS INFORMATION CAREFULLY. A broker or salesperson can answer your questions about

106brokerage services, but if you need legal advice, tax advice, or a professional home inspection, contact anattorney, tax advisor, or home inspector. This disclosure is required by section 452.135 of the Wisconsin statutes

107108

and is for information only. It is a plain language summary of a broker's duties to you under section 452.133 (2) of

109

the Wisconsin statutes.

110111

confidence, or any information obtained by Broker that he or she knows a reasonable person would want to be keptconfidential, unless the information must be disclosed by law or you authorize Broker to disclose particular information.

112

123124 considered confidential. An example of this type of information might be financial qualification information which may be125 disclosed to strengthen Buyer's offer to purchase/lease proposal in the eyes of prospective sellers/landlords. Broker's126 authorization to disclose may be indicated at lines 121-122. Unless otherwise provided at lines 119-120, Broker has permission

to disclose Buyer's identity to owner, owner's agents and other third parties without prior consent from Buyer. Buyer127128 acknowledges that pursuant to Wisconsin Statute section 706.03(1)(b)(1m) a conveyance, such as an offer to purchase, is not129 binding if it is signed by a representative properly authorized by Buyer (e.g., with a power of attorney) until such time as Buyer130 is identified in the conveyance.

WAIVER OF CONFIDENTIALITY: Buyer may wish to authorize Broker to disclose information which might otherwise be

SUBAGENCY: The broker may, with your authorization in the agency agreement, engage other brokers who assist your broker

CONFIDENTIALITY NOTICE TO CLIENTS: Broker will keep confidential any information given to Broker in

Broker shall continue to keep the information confidential after Broker is no longer providing brokerage services to you.113 THE FOLLOWING INFORMATION IS REQUIRED TO BE DISCLOSED BY LAW:114 Material adverse facts, as defined in section 452.01 (5g) of the Wisconsin statutes (See lines 170-173).115 Any facts known by the broker that contradict any information included in a written inspection report on the property116 or real estate that is the subject of the transaction. To ensure that the broker is aware of what specific information117 you consider confidential, you may list that information below (See lines 119-120). At a later time, you may also

provide the broker with other information you consider to be confidential.118

1.2.

119 CONFIDENTIAL INFORMATION:120121122

NON-CONFIDENTIAL INFORMATION (The following may be disclosed by Broker):

131 NON-EXCLUSIVE RELATIONSHIP: Buyer acknowledges and agrees that Broker may act for other buyers in connection132 with the location of properties and may negotiate on behalf of such buyers with the owner or owner's agent. In the event that133 Broker undertakes to represent and act for other buyers, Broker shall not disclose to Buyer, or any other buyer, any confidential134 information of any buyer, unless required by law.

135 COOPERATION: Buyer agrees to cooperate with Broker and to provide Broker accurate copies of all relevant records,136 documents and other materials in Buyer's possession or control which are required in connection with the purchase, option,137 exchange or lease of property. Buyer agrees to be reasonably available for showings of properties. Buyer authorizes138 Broker to do those acts reasonably necessary to fulfill Broker's responsibilities under this Agreement including retaining139 subagents. Buyer shall promptly notify Broker in writing of the description of any property Buyer locates. Buyer shall also140 notify Broker of the identity of all persons making inquiries concerning Buyer's objectives stated in this Agreement.

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141142143144145

information provided to Buyer may be approximate due to rounding and may vary due to different formulas which can beused to calculate these figures. Unless otherwise indicated, property dimension figures have not been verified by survey.CAUTION: Buyer should verify any property dimension or total square footage/acreage calculation which ismaterial to Buyer.

146

154155 real estate or a business opportunity by purchase, lease, option, exchange or any other manner. 156157158

excluding the day the event occurred and by counting subsequent calendar days.

159160


161depositing the document or written notice postage or fees prepaid or charged to an account in the U.S. Mail or a

162163

electronically transmitting the document or written notice to the party's fax number (See lines 222, 228 and 234); andas otherwise agreed in additional provisions on lines 182-190 or in an addendum to this Agreement.

DEFINITIONS:

commercial delivery system, addressed to the party, at the party's address (See lines 220, 226 and 232);

174 NEGOTIATE THE PROCUREMENT OF AN INTEREST IN PROPERTY: "Negotiate the procurement of an interest in175 property" shall mean, as used in this Agreement, to contact the owner of the property or the owner's agent to ascertain176 the terms and conditions upon which the interest may be obtained and to otherwise assist Buyer in reaching an177 agreement to procure the interest sought by Buyer in the property as may be specified in this Agreement.

PROPERTY DIMENSIONS: Buyer acknowledges that property dimensions, total square footage and total acreage

BUYER: "Buyer", as used in this Agreement, is the party executing this Agreement and seeking to acquire an interest in

DEADLINES-DAYS: Deadlines expressed as a number of "days" from an event, such as acceptance, are calculated by

DELIVERY: Delivery of documents or written notices related to this Agreement may only be accomplished by: 1)2)

3)4)

164 INTEREST IN PROPERTY: The "interest in property" to be obtained by Buyer includes a purchase, leasehold, option,165 exchange agreement or any other procured interest in real property unless restricted at lines 11-20, in additional provisions166 (lines 182-190) or elsewhere in this Agreement.167 LOCATE AN INTEREST IN PROPERTY: "Locate an interest in property" shall mean, as used in this Agreement, to168 identify, evaluate according to the standards set by Buyer, and determine the availability of the interest sought by Buyer169 in a property.

178 PERSON ACTING ON BEHALF OF BUYER: In this Agreement "Person acting on behalf of Buyer" shall mean any person179 joined in interest with Buyer, or otherwise acting on behalf of Buyer, including but not limited to Buyer's immediate family,180 agents, servants, employees, as well as any and all corporations, partnerships, limited liability companies or other entities181 controlled by, affiliated with or owned by Buyer in whole or in part.

147 ADVERSE FACT: An "adverse fact" means any of the following:(a)148 A condition or occurrence that is generally recognized by a competent licensee as doing any of the following:

1)149 Significantly and adversely affecting the value of the property; 150 2) Significantly reducing the structural integrity of improvements to real estate; or

3)151 Presenting a significant health risk to occupants of the property. (b)152 Information that indicates that a party to a transaction is not able to or does not intend to meet his or her obligations

under a contract or agreement made concerning the transaction.153

170 MATERIAL ADVERSE FACT: A "material adverse fact" means an adverse fact that a party indicates is of such171 significance, or that is generally recognized by a competent licensee as being of such significance to a reasonable party,172 that it affects or would affect the party's decision to enter into a contract or agreement concerning a transaction or affects173 or would affect the party's decision about the terms of such a contract or agreement.

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191192193194195196

up to and including midnight of the


ADDENDA: The attached Addenda

187188189190

is/are made a part of this Agreement.TERM OF THE AGREEMENT: From the day of ,

day of , .

197

Broker (firm). Agents (salespersons) for Broker (firm) do not have the authority to terminate this Agreement, amend the198

compensation terms or shorten the term of this Agreement, without the written consent of the agent(s)' supervising broker.199

Buyer and Broker agree that any termination of this Agreement by either party before the date stated on line 194 shall be200

indicated to the other party in writing and shall not be effective until delivered to the other party in accordance with lines201

158-163. CAUTION: Early termination of this Agreement may be a breach of contract, causing the terminating party to202

potentially be liable for damages.

TERMINATION OF AGREEMENT: Neither Buyer nor Broker has the legal right to unilaterally terminate this Agreementabsent a material breach of contract by the other party. Buyer understands that the parties to this Agreement are Buyer and the

203204

Notwithstanding lines 193-194, Broker and Buyer agree that this Agreement shall/shall notstruck, this Agreement shall end] when Buyer procures an interest in property.

205 EXTENSION OF AGREEMENT TERM: The Agreement term is extended for a period of one year as to any property206 which during the term of this Agreement was: 1) located or negotiated for by Broker, Broker's agent, Buyer or any person207 acting on behalf of Buyer, or 2) which was the subject of a written offer to purchase submitted by Buyer or any person208 acting on behalf of Buyer. If this extension is based on Broker's or Broker's agent's location or negotiation, this extension209 shall only be effective if a written description of the property is delivered to Buyer no later than three days after expiration210 of this Agreement. 211 NOTICE ABOUT SEX OFFENDER REGISTRY: You may obtain information about the sex offender registry and212 persons registered with that registry by contacting the Wisconsin Department of Corrections on the Internet at213 http://www.widocoffenders.org or by telephone at (608)240-5830.214 READING/RECEIPT: BY SIGNING BELOW, BUYER ACKNOWLEDGES RECEIPT OF A COPY OF THIS215 AGREEMENT AND THAT HE/SHE HAS READ ALL FIVE PAGES AS WELL AS ANY ADDENDA AND ANY OTHER216 DOCUMENTS INCORPORATED INTO THIS AGREEMENT.

Dated this217 day of ,

(x)218Buyer's Signature Print Name Here: Date219

220221 Buyer's Address Buyer's Phone #222223 Buyer's Fax # Buyer's E-Mail Address

(x)230231 Agent for Broker Print Name Here: Broker/Firm Name Date

232233 Broker/Firm Phone #Broker/Firm Address234235 Broker/Firm Fax # Broker/Firm E-Mail Address

(x)224Buyer's Signature Print Name Here:225

226227 Buyer's Address Buyer's Phone #228229 Buyer's Fax # Buyer's E-Mail Address

Date

STRIKE ONE end [if neither

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