To increase home sales within Rancho Mission Viejo’s Village of Esencia (the “Village”) by incentivizing duly-licensed real estate brokers and salespersons (collectively, “Sales Professionals”) to introduce their home-purchasing clients (“Clients”) to the Village.
March 1, 2019 to December 31, 2019
Program Overview; Incentive Fee
During the Program Period, RMV PA2 Development, LLC (“Master Developer”) presumes that Sales Professionals will introduce their Clients to one (1) or more of the sales offices (“Sales Offices”) operated by the individual builders that are constructing new homes within the Village (the “Neighborhood Builders”).
- During the Program Period, a Sales Professional introduces his/her Clients to one (1) or more of the Sales Offices; -AND‑
- Prior to the expiration of the Program Period, not less than two (2) of said Clients enter into sales contracts with one (1) or more Neighborhood Builders for the acquisition of new homes within the Community (the “Purchasing Clients”), ‑AND‑
- The Purchasing Clients successfully close escrow per the terms of their individual sales contracts, ‑THEN-
the Sales Professional shall be eligible to receive from Master Developer an incentive payment equal to $1,000.00 (the “Incentive Fee”).
To be eligible to participate in the Program, a Sales Professional must:
- Be eighteen (18) years of age or older;
- Hold a real estate license (broker or salesperson) issued by the California Department of Real Estate; - AND -
- Satisfy all other eligibility requirements / conditions set forth herein.
The real estate license held by the Sales Professional must be valid and in good standing at the time the Purchasing Clients (i) enter into their Sales Contracts (see next section) and (ii) close escrow on their Sales Contracts. Any Sales Professional who fails to meet the Program’s eligibility requirements shall not be entitled to participate in the Program.
Establishing a Link between the Sales Professional and the Purchasing Clients – Relationship Acknowledgment Form (“RAF”)
- A “link” must be established between the Sales Professional and each Purchasing Client before the Sales Professional will be eligible to receive an Incentive Fee under the Program.
- The link will be established through each Purchasing Client’s completion and submission of a Relationship Acknowledgment Form (“RAF”).
- Master Developer shall supply copies of the RAF to each Sales Office.
- Concurrent with the preparation of a sales contract for a new home within the Village (“Sales Contract”), the relevant Sales Office shall provide to the buyer (i.e., the Purchasing Client) a copy of the RAF.
- The Purchasing Client shall be responsible for completing the RAF and returning same to the relevant Sales Office concurrent with the Purchasing Client’s execution of the Sales Contract.
The Sales Office shall be responsible for providing a copy of the completed RAF to Master Developer; specifically, each RAF should be provided to Master Developer concurrent with the Sales Office’s delivery of a copy of the Sales Contract to Master Developer.
Conditions Precedent to Receipt of Incentive Fee
The following conditions must be satisfied before a Sales Professional may receive an Incentive Fee under the Program:
- Prior to the expiration of the Program Period, at least two (2) Purchasing Clients must enter into binding Sales Contracts for the purchase of new homes within the Village.
- Each Purchasing Client must complete and submit a RAF concurrent with his/her execution of the Sales Contract – AND – the Sales Professional must be clearly identified as the referring “Real Estate Agent” on the RAF.
- Master Developer must receive from the Neighborhood Builder (or its Sales Office, as appropriate) a copy of each completed RAF.
- Each Purchasing Client must successfully close escrow on the purchase of his/her new home in accordance with the terms of his/her individual Sales Contract. The Neighborhood Builder (or its Sales Office, as appropriate) shall be responsible for providing Master Developer with written proof of closing for each Sales Contract.
The Sales Professional must provide Master Developer with a completed W-9 form (which will be requested by Master Developer ‑or its affiliate‑ at the time the Sales Professional receives notice that he/she is eligible to receive an Incentive Fee).
Delivery of Incentive Fee
Provided that all conditions precedent (see above) have been satisfied, Master Developer shall pay the Incentive Fee to the Sales Professional. The Incentive Fee shall be paid in the form of a check, which check shall be made payable to the Sales Professional and delivered to the Sales Professional at the address that is reflected in the Sales Professional’s completed W-9 form. Master Developer shall endeavor to deliver the Incentive Fee check to the Sales Professional within thirty (30) days following Master Developer’s receipt of the Sales Professional’s completed W-9 and verification that all conditions precedent have been satisfied.
Each Sales Professional who receives an Incentive Fee under the Program shall be responsible for the calculation and payment of any taxes that are associated with Master Developer’s payment of the Incentive Fee. If required by applicable law, Master Developer shall prepare and transmit to the Sales Professional a statement of miscellaneous income or similar tax reporting document (e.g., I.R.S. 1099 Form).
“Fee-Sharing” or Agency Obligations
Each Sales Professional shall be responsible for satisfying any fee-sharing or other arrangements / obligations arising out of the Sales Professional’s receipt of the Incentive Fee. By way of example only (and not limitation), if the Sales Professional is a party to an agency, brokerage or other agreement that obligates the Sales Professional to pay or otherwise share the Incentive Fee (in whole or in part), the Sales Professional shall be solely responsible for complying with the terms of said agreement. Master Developer shall not be responsible for withholding or allocating any portion of the Incentive Fee, and the Sales Professional shall indemnify, defend and hold harmless Master Developer and its affiliated entities from and against any liabilities, claims or damages arising out of the Sales Professional’s failure to satisfy the terms of any agreements or arrangements concerning the division, allocation or sharing of the Incentive Fee.
Other Program Terms, Conditions and Restrictions
- The Program does not create an employment, agency or other relationship between the Sales Professionals and Master Developer.
- Participation in the Program is completely voluntary.
- The Program is applicable only to the sale of new homes within the Village. Resales of homes within the Village (or any other portion of the Rancho Mission Viejo planned community) are not eligible under the Program.
- A Sales Professional is entitled to receive only one (1) Incentive Fee under the Program – irrespective of the number of Clients that the Sales Professional introduces to the Community or how many Sales Contracts are executed and closed by Purchasing Clients. Accordingly, a Sales Professional will be disqualified from receiving any Incentive Fees that may accrue after the Sales Professional receives its first (and only) Incentive Fee.
- A Purchasing Client may prepare and submit only one (1) RAF in connection with a Sales Contract. If Master Developer receives more than one (1) RAF in connection with a specific Sales Contract, Master Developer shall have the right, in its discretion, to (i) select which RAF is applicable to the Sales Contract or (ii) disqualify the Purchasing Client and his/her Sales Contract from the Program. In the event of any such disqualification, the Sales Professional shall not be entitled to count the Purchasing Client or the relevant Sales Contract toward his/her two (2) Sales Contract minimum.
- Sales Contracts need not close escrow during the Program Period in order to qualify the Sales Professional to receive the Incentive Fee. Provided that (i) the minimum number of Sales Contracts and associated RAFs are executed and delivered during the Program Period and (ii) all other conditions precedent and eligibility requirements are satisfied, the Sales Professional may receive the Incentive Fee if the Sales Contracts proceed to a successful close at any time prior to or following the expiration of the Program Period.
- Sales Professionals shall not be entitled to receive partial credits or payments under the Program. The right to receive an Incentive Fee under the Program requires full satisfaction of all eligibility requirements and conditions precedent.
- Sales Professionals employed by the Neighborhood Builders shall not be eligible to participate in the Program.
- The Program is at the sole discretion of Master Developer and may be cancelled or modified at any time by Master Developer without notice. Moreover, Master Developer has the right to suspend or terminate the Program at any time with or without notice.
- The opportunity to receive an Incentive Fee applies only to Purchasing Clients introduced to the Sales Offices ‑and Sales Contracts entered into‑ during the Program Period. If a Sales Professional introduced a Purchasing Client to one (1) or more of the Sales Offices prior to the Program Period, any Sales Contract executed by said Purchasing Client during the Program Period shall not be deemed an eligible Sales Contract for purposes of implementing the Program.
- Master Developer is not responsible for any errors that may appear in RAFs prepared by the Purchasing Clients; nor is Master Developer responsible for the failure of any Sales Office to timely submit a RAF. Master Developer reserves the right to reject any RAFs that are inaccurate, incomplete, unintelligible or untimely.
Master Developer Not Responsible for Builder Parties
Master Developer is not affiliated with, has no control over, the Neighborhood Builders, their Sales Offices or their respective employees, representatives and agents (collectively, the “Builder Parties”). By participating in the Program, each Sales Professional (i) acknowledges that Master Developer is not responsible or liable for the actions or conduct of the Builder Parties (or any of them) and (ii) agrees that he/she shall not hold (or attempt to hold) Master Developer and/or its affiliated entities responsible for the actions or conduct of the Builder Parties (or any of them).
- Questions regarding the Program and the terms, conditions and requirements thereof shall be presented, in writing, to Master Developer at the following address:
Rancho Mission Viejo / Village of Esencia
Real Estate Agent Incentive Program
c/o RMV Community Development, LLC
Attn: Senior Vice President – Development
P.O. Box 9
San Juan Capistrano, CA 92693
- Questions regarding the Purchasing Clients and any Sales Contracts shall be presented to the relevant Sales Office(s).
In no event shall Master Developer be responsible for responding to questions presented by Sales Professionals concerning individual Purchasing Clients, Sales Contracts, escrow periods or other such matters. In the event that Master Developer receives a written question or inquiry that is beyond the scope of its stated purview, Master Developer may, in its discretion, forward the question or inquiry to the responsible Sales Office(s). However, Master Developer shall not be obligated to forward the question or inquiry to the Sales Office(s), nor shall Master Developer be responsible or liable for electing not to forward (or failing to forward) the question or inquiry. Moreover, Master Developer shall not be responsible or liable for any information provided by the Builder Parties (or any of them) in response to any questions or inquiries received by the Builder Parties (or any of them), irrespective of source.
In the event of any dispute arising under the Program (e.g., a dispute regarding a Sales Professional’s eligibility to participate in the Program or entitlement to receive an Incentive Fee), the dispute shall be resolved by Master Developer in its sole discretion. Master Developer’s determination of any dispute shall be final.