Alamo Top Realty Sponsorship Agreement

Business Center Trade Name: Alamo Top Realty, LLC.
Business Center Address: 7530 Bandera Rd. Ste. 110 San Antonio, TX 78238
1. Engagement
This Agreement is entered into on the date shown above between the Associate and
Licensee identified above. Subject to the terms and conditions of this Agreement, Licensee
engages Associate as an independent contractor to assist clients with the purchase and sale of real estate. Associate accepts the engagement and agrees to provide the services of a real estate associate (salesperson) to clients in the manner and subject to the conditions this Agreement provides.
2. General Terms of Engagement
A. Associate understands that he or she is entering into this Agreement as an
independent contractor and not as an employee. Licensee will have no responsibility to withhold or pay any income or other taxes on Associate's compensation or to provide any insurance, retirement or other employee benefits to Associate. Associate's independent contractor status will define the parties' relationship despite any contrary designation that appears on Associate's real estate license, website, signs, business cards or other marketing or promotional materials.
B. Associate will be free to determine his or her own business hours and to
choose his or her own target clients, marketing techniques and sales methods. However,
Associate agrees to conduct business in compliance with the standards of conduct prescribed
by Alamo Top Realty, LLC.; the standards of conduct prescribed by Licensee; with local, state
and federal laws that govern real estate brokerage; and with the By-Laws and Codes of Ethics
of each trade or professional organization of which associate, or Licensee is a member. Without
limiting the generality of these commitments, Associate agrees:
(1) to comply with all laws and all Alamo Top Realty and Business Center policies
and guidelines, including but not limited to the Alamo Top Realty, LLC. Policies and
Guidelines Manual, that apply to the dissemination of unsolicited e-mail ("spam") and faxes
and to the use of telephone calls to market Associate's services or to solicit listings or
prospective buyers;
(2) to adhere to and comply with the Privacy Policy and Terms of Use that Alamo Top
Realty, LLC publishes and prescribes from time to time for the http://www.alamotoprealty.com
website, the Business Center Intranet and any other websites owned and operated by
Alamo Top Realty. Alamo Top Realty may, in its unfettered discretion alter, vary, change
or amend the Privacy Policy or the Terms of Use as Alamo Top Realty deems necessary
from time to time.;
(3) to adhere to and comply with Alamo Top Realty’s guidelines and
restrictions that apply (i) to the registration, ownership and use of domain names for
websites that display the Alamo Top Realty trademarks or logo, (ii) to the display and use
of the Alamo Top Realty name, trademarks and logo on the Internet, and (iii) to the use of
meta-tags and other devices that attract Internet search engines to such websites; and
(4) to adhere to and comply with all other Alamo Top Realty and Business
Center policies and guidelines, including but not limited to those set forth in the Alamo
Top Realty Policies and Guidelines Manual.
C. Associate acknowledges that he or she has read and is familiar with the
Alamo Top Realty Policies and Guidelines Manual. Associate also acknowledges that he
or she has access to the Alamo Top Realty Policies and Guidelines Manual through the
BackOffice system online system provided upon signing this agreement or requesting from broker
and may access and read it at any time.
D. During the entire time that Associate remains with the Business Center,
Associate agrees to list all real estate listings that Associate obtains and to handle all real
estate transactions in which Associate engages in the name of ALAMO TOP REALTY.
E. Associate agrees not to do anything by action, conduct, statement or
association that might damage the goodwill associated with the Alamo Top Realty name,
trademarks or reputation or cause the public to lose confidence in the Alamo Top Realty
name.
Associate will have no authority to incur obligations on Licensee's behalf
and promises (1) not to sign any contract, agreement, lease or note in the name of Licensee,
(2) not to open or maintain any bank account or investment account in the name of
Licensee, and (3) not to endorse for collection or deposit in associate's personal account
any check, money order or other negotiable instrument made payable to Licensee.
3. Compensation and Expense Allocation
A. For so long as Associate's association with the Business Center continues,
all income earned from Associate's real estate sales activities will be accounted for and
disbursed through the Business Center in accordance with the Alamo Top Realty Policies
and Guidelines Manual.
B. Licensee will share the commissions earned on real estate transactions in
which Associate represents a client as buyer or seller in accordance with the commission
splitting policies that Licensee offers generally to licensed sales associates. Licensee's current commission splitting policies are described in Schedule I to this Agreement. Associate acknowledges that Licensee retains sole discretion to change these policies. Associate's compensation will be payable only from closed transactions, and Associate may not draw or borrow against any compensation payment.
C. Associate will be solely responsible for paying the cost of his or her own (1)
real estate license fees and occupational taxes, (2) insurance, including Associate's portion of
errors and omission liability insurance ("E&O Insurance") deductibles and auto insurance,
(3) transportation, (4) business cards, yard signs, brochures and other marketing materials,
(5) entertainment costs, club dues and other expenses incident to the conduct of his/her
services as an Associate, (6) Internet website development and maintenance.
D. Associate agrees that if Associate does not pay fees in full when due,
Licensee may deduct any unpaid amount from Associate's commissions.
4. Limited Trademark License
For as long as Associate's association with the Business Center continues, Associate has
permission to use the ALAMO TOP REALTY name and logo on his or her yard signs, business
cards, letterhead and other business forms and marketing or promotional materials, subject to
Alamo Top Realty’s advance approval of the artwork and text. Licensee will arrange for Associate to have a listing on the http://www.alamotoprealty.com website, but, without express permission from Alamo Top Realty and compliance with any policies and procedures that Alamo Top Realty imposes, Associate may not use the Alamo Top Realty name in the domain name, URL or metatags of, any website with which Associate is associated or in any Internet advertisement that Associate places. When Associate's association with the Business Center terminates, his or her permission to use the Alamo Top Realty name and logo will unconditionally cease, and Associate must immediately destroy all business forms that reflect Associate's affiliation with the Alamo Top Realty organization and must comply with Alamo Top Realty's guidelines and procedures regarding website abandonment or revisions. If, with or without Alamo Top Realty's permission, Associate has used any variation of the Alamo Top Realty name or initials in a domain name or social media account, Associate will immediately transfer registration of the domain name to Alamo Top Realty without compensation.
5. E&O Liability Insurance; Indemnification
A. Associate agrees to pay for E&O Insurance deductibles covering errors and
omissions incident to the professional services a real estate sales associate customarily
provides in accordance with Licensee's guidelines and the Alamo Top Realty Policy and
Guidelines Manual.
B. For purposes of Sections 5.C and 5.D, "Liability" means all liability, claims,
damages, losses, costs and expenses that a party sustains or incurs as a result of or in connection with a particular incident or situation related to Associate's actions (or lack
thereof) as a licensed real estate associate (salesperson).
C. Associate agrees to indemnify and hold Licensee and Alamo Top Realty
harmless from and against all Liability that Licensee or Alamo Top Realty incurs or suffers
on account of associate's intentional disregard or breach of any law, regulation or standard
of conduct that applies to Associate's actions or activities as a licensed real estate sales
associate.
D. For risks not customarily covered by E&O insurance and for Liability
arising from Associate's negligent (unintentional) disregard or breach of any law,
regulation or standard of conduct that applies to Associate's actions or activities as a
licensed real estate sales associate, Associate agrees to indemnify and hold Licensee and
Alamo Top Realty harmless from and against that percentage of any Liability that equals
the percentage of commissions payable to Associate on the date the incident or omission
that gave rise to the Liability occurred.
6. Restrictive Covenants and Confidential Information
A. Licensee recognizes and agrees that all customer names and profiles that
Associate possesses at the relationship's inception or personally develops during the time
Associate is associated with the Business Center (collectively, "Associate's Data")
constitute valuable business assets of Associate that are entitled to protection as
confidential information. Licensee promises that it will not, during the time of associate's
association with the Business Center or at any later time, attempt to obtain or exploit
Associate's Data and will not attempt to stop Associate from taking his or her Associate's
Data when his or her relationship with the Business Center ends.
B. Associate recognizes that Licensee and other Business Center Associates have
spent substantial time, effort, and money to develop the Business Center's customer base and
Associate team. Except for Associate's Data, which is not covered by this Section 6.B, the
names and profiles of customers who have bought or sold real estate through the Business
Center and of Associates who are associated with the Business Center constitute valuable
business assets of Licensee or other Associates that are entitled to protection as confidential
information. Associate promises that he or she will not, during the time of Associate's
association with the Business Center or at any later time, divulge, sell, exchange or distribute
to any person except Licensee, other Associates associated with the Business Center or, with
Licensee's permission, other members of the Alamo Top Realty system the identities or
profiles of any person who has bought or sold real estate through the Business Center or of
any Associate that Licensee has recruited to the Business Center. Further, Associate promises
not to contact any such customer or Associate or to use any such profiles except in connection
with the business of the Business Center.
7. Term and Termination
A. Associate's association with the Business Center will continue for an indefinite
period. Either Associate or Licensee may terminate Associate's association with the
Business Center at any time, with or without cause or prior notice.
B. Termination of Associate's association with the Business Center will not terminate any of the continuing rights or obligations of either Associate or Licensee under this Agreement, particularly the covenants in Sections 5 and 6.
C. If Associate's association with the Business Center terminates for any reason,
Licensee will release and allow Associate to take all solo listings and buyer agency
contracts that Associate was responsible for obtaining. If Associate shares listings or
agency contracts with other Associates in the Business Center, the listings or agency
contracts will remain with the Business Center, but Associate will receive his or her
full share of the related commission when a sale of the property closes.
D. If Associate's association with the Business Center terminates, Licensee will continue
to pay Associate's commissions on closed transactions in accordance with the
commission splitting policies that applied on the date of Associate's termination.
E. If Associate owes Licensee any Participation Fees or other amounts at the time
Associate's association with the Business Center terminates, or if any amounts
become due after termination, Associate authorizes Licensee to deduct the amount
due from any commissions or other amounts due to Associate until Associate's
account with Licensee has been fully paid.
8. Representations
A. Associate represents to Licensee that:
(1) Associate is duly licensed as a real estate broker or salesperson (a "Real
Estate Professional") in the state in which the Business Center is located and that Associate
is currently authorized to act as a Real Estate Professional in that state.
(2) is not now, and has not been within the last five years, a defendant in any
lawsuit alleging professional misconduct or violation of any deceptive trade
practices/consumer protection law, nor is Associate currently subject to an investigation
by a real estate commission or comparable oversight body.
(3) Associate expressly represents and warrants that Associate is free to
associate with the Business Center and that Associate is not bound by a promise or
commitment to any other real estate company, agency, association, firm, person or
corporation that prohibits or prevents Associate from associating with the Alamo Top
Realty system.
(4) No representative of Licensee or Alamo Top Realty has represented that
Associate can earn a living selling real estate, whether working part-time or full-time.
Associate recognizes that the predominant method of earning income in the Alamo Top
Realty system is through the sale of real estate, and that any recruiting-based income an
Associate may earn is purely supplemental.
B. Licensee represents to the Associate that Licensee or Licensee's Operating
Principal is duly licensed as a real estate broker in the state in which the Business Center
is located.
9. Miscellaneous Provisions
A. If any provision of this Agreement is found to be void or unenforceable by
any court or arbitration panel, the finding will have no effect on any other provision of this
Agreement, and all other provisions will remain in full force and effect.
B. This Agreement, including Schedule 1 and any policies and guidelines that
Alamo Top Realty and/or the Business Center issues (including but not limited to the
Alamo Top Realty Policies and Guidelines Manual), constitutes the entire agreement and
understanding between the parties and supersedes any prior agreement or understanding
relating to the subject matter of this Agreement. No change, amendment or waiver of any
provision of this.
SCHEDULE 1
STATEMENT OF COMMISSION SPLITTING POLICIES
Residential Transactions:
$300 Flat Fee of Gross Commission Earned (GCI) per transaction side paid to Alamo Top
Realty
70%/30% Agent Commission split for first 5 transactions with the Business Center for
recently licensed Associates or Associates with less than 5 previously closed transactions.
Minimum of 3% agency commission required for the transaction to be counted toward the
agents first 5 transactions. Rentals and reduced commission transactions do not apply as a first 5 transaction. Leads/Referrals sourced from Alamo Top Realty broker/staff do not apply. After
first 5 transactions, Associate will convert to the $300 of GCI per transaction plan. **Associates
on this split are required to complete all 4 Modules of SABOR MLS Classes and zipForm
Class within 90 days of sponsorship**
70%/30% Referral Commission split plus $300 transaction fee for in-house referrals from
brokerage (unless on the first 5 transaction agreement for newly licensed agents see above) for
Broker/staff sourced lead closed referrals
$50 of GCI per lease/rental transaction paid to Alamo Top Realty
Commercial Transactions: 90%/10% Commission split of GCI for any commercial
transaction. Capped at $16,000.
Out-of-Office Referral Sourced Income that is Processed Through Business Center: $25
transaction processing fee paid to Alamo Top Realty for referral check income processed and
disbursed to Associate
Please note:
These Fees are subject to change. Notice will be sent prior to any changes affecting these fees.

This Statement of Understanding is an addendum to part of the agent’s Independent Contractor Agreement (ICA). It is a binding contract and supersedes any terms of the ICA that are inconsistent with the terms hereof.
You are an Independent Contractor sponsored by Alamo Top Realty, LLC. You are allowed to only conduct real estate business within the brokerage operations physical premises. You are not allowed to conduct any other type of outside business using the Alamo Top Realty name. You cannot conduct meetings for any outside business on Alamo Top Realty premises. For example: If you are a builder, developer, remodeling company, staging company, you cannot use your Alamo Top Realty email address nor Alamo Top
Realty address as your place of business. Any side or additional business would have to be conducted under a different email name and address providing protection for the brokerage.
Payment of Commission: All payment of commissions will only be made payable to the agent or a TREC Broker licensed LLC or
Corporation at time of closing. A copy of the TREC licensed Corporation or LLC must be provided to the Broker.
Advertising Rules: You must abide by all regulations by TREC or your Broker and acknowledge that you have reviewed the regulations and the Alamo Top Realty Policies and Guidelines. You understand that all advertising must conspicuously identify you as a real estate salesperson or sale agent, identify your Broker, and contain all disclosures or links required by TREC, and must not contain any false or misleading statements.
Use of Alamo Top Realty Premises and Name: You are strictly prohibited from using any Alamo Top Realty related names, logos, addresses, phone numbers, email addresses, social media sites, or other information identified with the Alamo Top Realty-related entity, or (3) any Alamo Top Realty-owned computer, fax machine, or other device, in connection with any business or activity other than real estate business authorized by your Broker. This prohibition includes but is not limited to meetings, phone calls, and electronic communications. For example: If you provide home improvement/remodeling services, you cannot use your Alamo Top Realty email addresses or office address as your place of business. You must not do anything that would lead a person to believe your Broker is associated with your side business in any way.
Assumed Names (DBA’s): You are required to record a DBA in every county where you do business, or with the Texas Secretary of State. You are required to provide notice of your DBA to your Broker for submission to TREC within the first 30 days of first use. “Group” or “Team” name must be submitted to your Broker for permission prior to any advertising or purchase of advertising.
Keeping Your Information Current: You agree to provide any updated information directly to your Broker for submission to TREC. TREC requires you to provide accurate and current email addresses, phone numbers and any other contact information.
Authorized Real Estate Specialties: Your Broker authorizes you to engage in only the following types of real estate specialties:
X Residential ☐ Commercial ☐ Farm & Ranch ☐ REO Listings ☐ Short Sale Listings ☐ Property Management
“X” marks the Specialty Approved by Broker/Designate, if you are experienced and/or have designations in any specialties, you may request an exception to your authorized specialty permissions at anytime by emailing a request to the office.
Specialty Practice of Real Estate: You may not engage in any real estate specialty except as authorized by your Broker herein. If you engage in any specialty that is not authorized, you will not be covered under your Broker’s E&O policy. In addition, if you engage in an unauthorized specialty without your Broker’s prior written permission, your Broker may terminate its sponsorship of your license, and may charge you a fee of up to $1,500 or actual costs incurred in connection with the violation.
Policy Regarding Agent/Owned Properties: Alamo Top Realty, LLC will be indemnified if you are the listing agent and are an investor or developer of the same property. If you are an owner occupant, it will be permissible with the following criteria provided on every transaction and meeting risk management criteria.

Inspection report by Buyer
Home Warranty is paid for Buyer and in the Contract
Sellers Disclosure is completed
Use of our Promulgate Contracts
The agent/seller buy Sellers Shield legal contract when they close and fund, so they will have legal representation up to 80 hours.
If you violate this policy, you will have to indemnify your Broker for any claims, losses, damages, settlement and legal expenses arising from violation of this policy.
Risk Management: You agree to comply with all Risk Management Broker Requirements for compliance as provided in the kvCORE system and our Business Center Intranet. Should you be a part of an E&O claim, you may be responsible for a percentage of the deductible (currently $5,000). The amount you may be responsible for is dependent upon the split you had with the Business Center at the time the issue occurred. If you were on a 70/30 split or $300 transaction fee agreement, you may be responsible for 70% of the deductible. You acknowledge that the E&O policy contains numerous exclusions and limitations, and it may not cover all activities or conduct. If coverage is declined, you will be required to indemnify the Business Center for any claims, losses, damages, settlements and legal expenses.
* On REO and or/Relocation Listings the Broker will not indemnify the seller under any circumstances; no seller or buyer is ever covered under our E&O Policy. If Listing Agent signs, they are indemnifying the seller not Alamo Top Realty Business Center operations nor Broker. Agents are not allowed to act under a Power of Attorney for any principal. IF YOU ARE IN A
TRANSACTION AND YOU ARE NOT SURE OF ANYTHING OR NEED ASSISTANCE YOU ARE REQUIRED TO CONTACT THE BROKER/RISK MANAGER/TEAM LEADER IMMEDIATELY FOR GUIDANCE.

- Claims made basis policy (The Carrier that provides the coverage when the claim is submitted)
- Limit each claim/aggregate - $1,000,000/$2,000,000
- Defense costs are covered in addition to the limits of liability
- Sale of Insured’s property is covered if owned for more than 180 days, listed with an agent, not the owner and all criteria is met
- ALL risk management criteria must be completed for every transaction.
- Includes: Fair Housing Coverage, Environmental hazards, Lock-box Coverage
Errors & Omission (E&O) Deductibles and Requirements
- The “each claim” deductible is $10,000.00
- Risk Management Criteria includes but is not limited to the following:

Utilized state or local board approved standard sales contract or a sales contract drafted by a licensed attorney;
A home warranty was purchased proper to or at closing. New homes builder warranty is acceptable.
A property inspection was performed on the property or a TAR 2506 with at least 3 property inspection companies or attaching a property company inspection directory;
TAR 1406 Sellers Disclosure form, signed by the seller, is provided to the buyer and acknowledged by the buyer prior to closing, except in circumstances where the disclosure is not applicable; and
All parties agree to “mediation” in all contracts.
Reducing our Risk Exposures
- All agents will review and sign this agreement that will supplement their Independent Contractor Agreement stating that they are aware of the deductible and they know they need to comply with the requirements.
- A per transaction premium will be $ 60.00 per transaction. If the Broker is an Intermediary, then both agents will pay the premium.
- The Independent Contractor Agreement specifically addresses the agent’s responsibility for paying deductibles, etc. Your Business Center has the option to waive the agent portion of the deductible if the agent complies with our Risk Management criteria and they are an agent in good standing in the Business Center at the time of the lawsuit or legal issue.
- Termination Exit Agreement stating the agents understand any claim made against them after they leave Alamo Top Realty, how it will be handled, their responsibilities etc.
- All Listings will be turned in to the Broker when placed in the MLS
- All Contracts will be submitted to Broker when receipted. Any changes or updates to the contract will be submitted timely and prior to closing.
- Establish a policy for agents that are not “Full Time” agents. Recommendations include that they have a Transaction Coordinator handle their transaction or attend special training proving to the Broker and E&O provider that they are aware of the consequences if they fail to satisfy our requirements.
- Use special forms provided for each risk exposure to help educate buyers and sellers.
- The “each claim’ deductible is $10,000. The deductible will be paid if all the risk management criteria have been provided and if the agent has abided by all the 1’Reducing our Risk Exposures” points presented in this acknowledgment.
Risk Management Criteria MUST HAVE ALL the following:
- Utilized state or local board approved standard sales contract or a sales contract drafted by a licensed attorney;
- A home warranty was purchased prior to or at closing. New home builder warranty is acceptable;
- A property inspection must be performed on the property or a TAE 2506-Inspector Information with at least three
property inspection companies or a property company inspection directory, must be signed by buyer;
- TAR 1406 Sellers Disclosure form, signed by the seller, is provided to the buyer and acknowledged by the buyer prior to closing, except in circumstances where the disclosure is not applicable; and No agent owned property is covered unless owned more than 180 days.
- All parties agree to “mediation” in all contracts.
Independent Contractor Acknowledgement Exit Agreement
AND If I terminate my license relationship with Alamo Top Realty, LLC,
I agree to cooperate fully with any and all requirements by the E& O Insurance provider regarding any demands, mediation, claims or litigation or I will be in default of the E&O policy and will be responsible for all legal expenses. Broker/Risk Requirements Notice – Revised 01/2022
Broker Policy on Intermediary Status
Per the Legislation passed in 2005, TREC requires the Broker to make their policy
of how they handle Intermediary Transactions provided to all of their agents.
I will always appoint the Listing Agent to the Seller/Landlord and the Buyer/Tenant Agent to the Buyer or Tenant. There will be two agents appointed in every Intermediary Transaction.
If you are a Listing Agent and the prospect comes to you and has declined representation, then
you will proceed with the transaction with a Customer since your first obligation is to your Seller
or Landlord. It is not about Compensation since Paragraph 5 of the Listing Agreements is all of
the Listing Brokers compensation.
Disclaimer for All Emails and Text Messages
In light of recent court rulings please incorporate this at the end of your email and texts. Remember that you could never state anything contrary to what the message states otherwise your seller could be construed as to having an accepted contract.
Example: Never state “the seller has agreed to the terms and we have a contract”. If you do, then the seller would need to seek legal counsel prior to accepting any other offer if you have stated that in communication to another party.
"Notice: This email message, alone or in combination with other emails, is not intended to create a contract between or among any persons, by offer, acceptance or otherwise. The sender of this email insists on strict compliance with the statute of frauds, and the sender and any party represented by the sender do not consent to conduct transactions by electronic means, in
accordance with 5 322.005 of the Texas Electronic Transaction Act. Only an attached, faxed, or
otherwise complete written document including valid manual and/or electronic signatures (such
as DocuSign or Digital-Ink) affixed by all parties to the transaction that otherwise qualifies as an
enforceable legal contract will be sufficient to create a contract. "
Wire Fraud Advisory Notification
All agent clients and customers must be provided a copy of the Wire Fraud Advisory Notification
form for their signatures. The title company and lender also need to be told that at no time as an agent are you allowed to acquire any wiring instructions from the client nor provide wiring
instructions. This is a strict Alamo Top Realty policy and required for compliance review.
Review will only be done on Buying and Listing files in kvCORE BackOffice. There will be no review
of all Forms. Only the REQUIRED forms in the Compliance Review Process will be reviewed.
Listing Submission:
Submit Listing Agreement Documents when they are effective. If you upload listing docs and a
contract at the same time, this could delay the review and compliance acceptance in order to release a CDA form. The sooner docs are submitted for compliance the better.
Contract Submission:
Contracts must be uploaded when executed. Not abiding by this policy may cause a delay in your receiving your CDA. Do not submit the Title Commitment, Deed Restrictions for review, keep those in a folder and archive for your records, but do not submit for review. Always check your messages to find out what additional information is needed or an explanation
of why it did not meet compliance approval.
Receiving a status that you have Met Compliance is a great thing!
Always strive for that and in the event you did not meet compliance and you received
compensation, there could be issues later that will be addressed regarding your liability for
legal expenses due to you not having met compliance. Compliance review is not a guarantee
or a release of liability on your behalf.
It’s best to make sure EVERYTHING IS SIGNED AND INITIALED and you didn’t miss
any pages or spots, also double check that every required form is included (such as the Lead
Based Paint Addendum if needed and the Wire Fraud Advisory Form).