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NON-EXCLUSIVE BROKER AGREEMENT

This Agreement is entered into as of the ____ day of _______, 2004 by and between
____________________, a principal/officer of ___________________, a ____________

company, and all its divisions, subsidiaries and affiliates (collectively referred to as "The Company"), with an address at _________________________________, and DOROTHY JOHN, principal of DJ Marketing Corporation, d.b.a. Global Ventures, Inc., a Pennsylvania corporation (hereafter referred to as The Broker"), and with an address at 70 A Greenwich Avenue, #107, New York, New York 10011. WHEREAS, The Company (describe project/circumstances requiring funding or credit enhancement) __________________________________________________________________________ WHEREAS, The Company desires to obtain USD$_____ million for the ___________ (hereinafter referred to as The Project); and WHEREAS, The Broker has represented to The Company that The Broker has resources and contacts (hereinafter referred to as "The Broker's Contacts") that will substantially aid in obtaining such financing. NOW, THEREFORE, in consideration of the mutual agreements, covenants, and promises contained in this Agreement and intending to be bound hereby, the parties agree as follows: 1. If, as a result of The Broker's Effort as that term is defined herein, The Company enters into an understanding or agreement with any of The Broker's Contacts whereby one of The Broker's Contacts (hereinafter referred to as "The Funder") provides the money for The Project, Broker shall be paid as follows: a. If all or part of The Company's financing is provided, The Broker is entitled to payment equal to ______ (__%) percent of the total value of all funding received by The Company. The Company shall pay The Broker in the form of cash U.S. dollars or certified check in U.S. dollars. b. Payments determined and due to The Broker shall be made promptly and in full at the closing and financing of the Project, if the payment is to be made from the funding proceeds. c. The Companys decision to enter any understanding or agreement with The Funder shall be immediately disclosed to the The Broker. The Broker shall not be entitled to any

remuneration, regardless of effort, unless and until such understanding or agreement is executed with The Funder. d. The Companys obligation to pay The Broker shall be determined by The Broker's Efforts (as defined herein) during the term of this Agreement and such obligation, if any shall survive termination of this Agreement. If The Broker is dismissed, relieved, fired or his/her broker relationship is otherwise terminated involuntarily, The Broker's commission will be paid pursuant to the terms of this Agreement, unless The Broker's negotiations have failed as evidenced in writing by a letter of "no interest" by The Funder or contact under consideration and a period of three (3) years has elapsed since any further communication. 2. Broker's Effort means The Broker (i) initiates contact with The Funder, (ii) obtains a letter of intent from the Funder, (iii) facilitates a meeting between The Companys representatives and The Funders representative(s), and (iv) aggressively assists with negotiations if necessary. 3. This Agreement may be terminated by either party with ninety (90) days written notice. The Broker, however, shall be entitled to commissions pursuant to the terms of this Agreement if The Company enters into an agreement with the The Funder before, during or after this ninety (90) day period. 4. This Agreement is a perpetuating guarantee for five (5) years from the date of execution. It is to be applied to any and all transactions present and future resulting from introductions by either Party. It shall include subsequent follow-up, repeat, extended, renegotiated, and new transactions regardless of the success of any one project. 5. The Company agrees to disclose to The Broker the terms of related business dealings, arrangements and agreements with The Funder that arise as a result of The Broker's Efforts. The Broker agrees to abide by any reasonable confidentiality restrictions requested by The Company and/or The Funder as a result of the disclosure of the information described in this paragraph, and, upon reasonable notice, to allow inspection by The Broker of The Company's accounting and other business records limited, however, to records necessary to verify The Broker's compensation under this Agreement. 6. In addition to any confidentiality agreement required by this Agreement, The Broker shall enter into a Confidentiality Agreement with respect to The Companys development plans. Any breach of the Confidentiality Agreement shall cause this Agreement and The Companys obligations under this Agreement to be null and void. 7. If any provision of this Agreement is held invalid or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the validity or operation of any other provision and such invalid provision shall be deemed to be severed from the Agreement. No

waiver by either party of any default shall be deemed as a waiver of any prior or subsequent default of the same or other provisions of this Agreement. In addition, no default by either The Company or The Broker under this Agreement shall constitute default under any other agreement entered into by them together or individually. 8. Upon the bringing of an action, suit or arbitration proceeding by either The Company or The Broker against the other by reason of any alleged default of this Agreement or to interpret or enforce any terms of this Agreement, the prevailing party shall be entitled to recover as an element of its costs of suit, and not as damages, reasonable attorneys' fees and costs and court cost whether or not suit proceeds to final judgment, settlement or otherwise. 9 This Agreement is not an exclusive agreement and does not prohibit, in any way, The Company from pursuing its own contacts, leads, resources, interested parties, companies, and/or institutions in its search for financing. The Company agrees not to hinder or impede The Brokers Effort with The Brokers Contacts. 10. This Agreement constitutes the entire understanding of the parties, and revokes and supersedes all prior agreements, except for the Confidentiality Agreement, (written or oral) between the parties and is intended as a final expression of their Agreement. No representations, warranties or inducements, express or implied, have been made by the parties hereto, except as expressly set forth in this Agreement. 11. Amendments or alterations of this Agreement shall be void unless made in writing and signed by both parties hereto. 12. This Agreement is binding upon and shall inure to the benefit of the parties hereto, their respective attorneys, agents, employees, representatives, officers, directors, divisions, subsidiaries, affiliates, assigns, successors-in-interest, and shareholders. 13. This Agreement shall be governed by, construed and enforced in accordance with the laws of the Commonwealth of Pennsylvania. The situs of this Agreement shall be the City of Philadelphia located in the Commonwealth of Pennsylvania. The parties consent to venue and personal jurisdiction in Philadelphia County, Pennsylvania. 14. This Agreement may be executed in one or more counterparts each of which shall be a fully binding and enforceable agreement against the party signing such counterpart, and all such counterparts together shall constitute one in the same agreement. 15. The Company and The Broker agree to perform any further reasonable acts and execute and deliver documents, which may be reasonably necessary or desirable to carry out the provisions of this Agreement. 16. Unless approved by The Company in advance and in writing, The Broker shall pay for all costs and expenses incurred by The Broker and shall not be entitled to reimbursement

from The Company nor shall The Company be obligated to reimburse The Broker for these costs. IN WITNESS WHEREOF, the Undersigned have executed this Agreement as of the day and year first written above. BROKER: Global Ventures, Inc. BY: ______________________________ Dorothy L. John, Principal DATE: ____________________________ COMPANY:

BY: _____________________________________ NAME, TITLE DATE: __________________________________

BY: _______________________________ BY: _____________________________________ NAME, TITLE DATE: ____________________________ DATE: ___________________________________

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