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The Commission shall be paid by the City to the Brokerage (unless the Brokerage holds the deposit
in which case section 3 of this Agreement shall apply) after receipt of an invoice from the
Brokerage and then only after the full sale price has been paid unconditionally to the City by the
Buyer and the title to the Sale Land has been transferred in accordance with the sale agreement
between the City and the Buyer.
The Brokerage expressly agrees with the City that there is no other compensation payable by the
City to the Brokerage with regard to the sale of the Sale Land, including, without limitation, any
service or disbursement fees.
The Brokerage expressly agrees that the Commission is only payable for the completion of the
transaction contemplated in the sale agreement with the Buyer, and that there shall be no
commission or any other compensation whatsoever payable by the City to the Brokerage,
including, without limitation:
for the sale of the Sale Land to a party other than the Buyer; or
if the Buyer should default, and the sale agreement with the Buyer is terminated as
Where Deposit is Held by Brokerage
If the deposit for the sale of the Sale Land to the Buyer (the “Deposit”) is held in trust by the
Brokerage, then upon the completion of the sale of the Sale Land in accordance with the sale
agreement with the Buyer, and upon receipt of written confirmation from the City of the amount of
the Commission, the Brokerage may deduct the Commission and any applicable Goods and
Services Tax from the Deposit and shall forthwith pay the balance of the Deposit to the City. If the
sale of the Sale Land is terminated and the Buyer is to forfeit the Deposit in accordance with the
sale agreement, the Brokerage shall pay the Deposit to the City upon the City’s request.
No Interest in Buyer
The Brokerage represents and warrants to the City that as of the date of this Agreement, the
Brokerage has no legal, equitable or financial interest in the Buyer whatsoever, and without
limiting the generality of the foregoing, as a shareholder or director.
Compliance with Laws and Brokerage’s Warranties
The Brokerage shall comply with all applicable laws, including, without limitation, the Real Estate
Act (Alberta) as amended from time to time and any successor legislation, and warrants to the City
as of the date of the execution of this Agreement by the Brokerage, the Brokerage is
party to a written service agreement with the Buyer; and
as of the date of the payment of the Commission, the Brokerage is duly licenced in
accordance with all applicable laws.