SMGW GOLDEN SANDS LLC, (F/K/A L ATELIER MIAMI BEACH) CONDOMINIUM Cooperating Broker Registration and Commission Agreement

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1 Unit # SMGW GOLDEN SANDS LLC, (F/K/A L ATELIER MIAMI BEACH) CONDOMINIUM Cooperating Broker Registration and Commission Agreement Customer Name: Cooperating Broker ("Broker"): Broker's Address: Broker's Phone No.: Broker's Florida License No. Broker's Sales Agent ("Sales Agent"): Sales Agents' Phone No: Sales Agents' Broker's . Broker's Federal ID No. Sales Agents' Florida License No.: This Cooperating Broker Registration and Commission Agreement ("Registration") is made as of the day of, 201, by and between (the Broker listed above) and SMGW Golden Sands, LLC, a Florida Limited Liability Company ("Seller") 1. Broker Certification: Broker hereby certifies that Broker is a duly licensed or registered real estate broker under the laws of the State of Florida. Broker hereby represents that it is the procuring cause of the Customer's visit to L ATELIER MIAMI BEACH CONDOMINIUM (the "Condominium") and has expressed interest in cooperating with Seller to procure the sale of a Unit in the Condominium to the Customer. 2. Registration Period and Payment of Commissions. By countersigning this Registration, Seller acknowledges and agrees that in the event that the Customer enters into a binding contract for the purchase and sale of a Unit in the Condominium (a "Unit"), at the listing price for such Unit and other terms acceptable to the Seller within Ninety (90) days following the date of this Registration (the "Registration Period"), and the sale of the Unit actually closes, Seller will cause Broker to be paid a commission equal to percent ( %) of the "Net Sales Price" (as hereinafter defined) of the Unit, said commission to be earned only upon Customer's closing on title to the Unit and to be paid as follows: (a) an advance of additional twenty percent (20%) of the anticipated commission within thirty (30) days following the date that the last of the following events occur: (i) Customer's execution (and Seller's acceptance) of a purchase agreement and all related documentation in a form acceptable to Seller (the "Purchase Agreement"); (ii) the date that the Customer has made deposits under the Purchase Agreement equal to twenty percent (20%) of the purchase price of the Unit (and same have cleared); (iii) the expiration of the initial 15 day rescission period (without Customer's electing to cancel the Purchase Agreement) and (iv) completion of all paperwork pertaining to the Purchase Agreement and Broker and Sales Agent's participation (including copies of all licenses). (b) an advance of twenty percent (20%) of the anticipated commission within thirty (30) days following the date that the Customer has made deposits under the Purchase Agreement totaling an aggregate of not less than 40% of the purchase price of the Unit (and same have cleared); and (c) the advance of additional ten percent (10%) of the commission within thirty (30) days following the date Customer actually has made Deposit for Top Off totaling fifty percent (50%). (d) the balance of fifty percent (50%) of the commission with in thirty (30) days following the date Customer 1

2 actually closes on title to the Unit and Seller receives, in cleared funds, the full sales proceeds. For purposes hereof, "Net Sales Price" means the actual purchase price paid in full by the Customer pursuant to an executed and consummated Purchase Agreement, EXCLUDING any: (i) charge for use of parking spaces, storage spaces and/or cabanas, (ii) charge for equipment, furnishings, appliances, decorations and/or for upgrades ordered by Customer, and (iii) transfer gains or similar taxes paid directly by Customer, and (iv) Development Fee and Initial Contribution to the Condominium Association. Additionally, the amount of any discount, credit, allowance and/or concession granted to Customer at or prior to closing against the Purchase Price (as set forth in the Purchase Agreement) shall be deducted from the Purchase Price for purposes of determining the Net Sales Price. In the event that Customer does not enter into a binding contract for the purchase and sale of a Unit within the Registration Period, this Registration shall be null and void and of no further force or effect and Broker shall not be entitled to receive any commission hereunder, even if the Customer later enters into a binding contract for a Unit with or without Broker, unless Broker and Seller mutually agree to reinstate this Registration or otherwise enter into a new Registration. Broker understands and agrees that no commission is payable with respect to Customer's entering into a Reservation Agreement. In the event the buyer prepays any additional deposits not required by the Developer; the Developer will only pay commission in accordance with the schedule above. 3. Cancellation: Notwithstanding anything to the contrary, if the Purchase Agreement is terminated as the result of the Customer's default (including but not limited to a default due to the failure to timely make deposits), or if the sale of the Units fails to close due to the failure of any contingency or condition precedent set forth in the Purchase Agreement or as a result of any right of cancellation that Customer may have, Broker shall not be entitled to any additional commission in excess of any amounts that were previously paid to Broker. In the event that the Purchase Agreement is cancelled and/or the sale fails to close for any reason whatsoever, then such portion of the applicable commission previously advanced to Broker shall be the full amount of the commission to which Broker is entitled and the Broker shall not be entitled to any additional commission whatsoever. In addition, Broker shall not be entitled to any commissions as to the sale of a Unit to Customer if Customer has previously registered at the Condominium without broker representation or if the Customer has registered previously and identified a different broker 4. Procuring Cause. For purposes hereof, Broker shall only be deemed a "procuring cause" of a sale if, and only if, Broker, by and through its principal(s) or a duly licensed broker or salesperson registered with Broker, performed brokerage activities in Florida and registered the Customer with Seller in writing using Seller's registration forms during, or prior to, Customer's initial visit to the Condominium. In the event of any dispute as to the procuring cause of the sale, it is understood and agreed that the cooperating broker present at the time of presentation of the Purchase Agreement and identified therein shall be deemed the sole procuring cause. Seller cannot protect Broker's customer from being registered by another broker/sales associate and Broker expressly agrees that Seller is not responsible in such event. 5. Broker Representations and Warranties. Broker certifies that it is the only Broker with whom the Customer being presented by Broker has dealt in this regard and that Broker is the sole procuring cause of the applicable sale and agrees to indemnify, defend, and hold Seller harmless for and from any claim by any other agent/broker that such agent/broker is entitled to any commission, finder's fee or other compensation arising from the purchase and sale described herein. Broker and Sales Agent shall at all times be duly licensed in the State of Florida and qualified to act as a real estate broker and perform brokerage services with all applicable governmental authorities, and shall at all times comply with the provisions of Chapter 475, Florida Statutes, and all other applicable federal, state, local and other laws, codes, ordinances, rules and regulations. Broker shall indemnify, defend and hold harmless Seller, and its officers, directors, agents and representatives, from and against all liabilities, damages, claims, costs, fees and expenses whatsoever (including reasonable attorneys' fees and court costs at trial and all appellate levels) arising out of or in connection with the performance of (or Broker's failure to perform) Broker's services or obligations under this Registration, including, without limitation, any claims for brokerage 2

3 commissions and/or referral fees from any other party with respect to the offering or sale of any Unit being purchased by a Customer. Additionally, as a material consideration for the execution of this Registration, Broker agrees that it shall not give any portion of any commissions (or advances thereof) or any other thing of value to any of Seller's salespersons, employees and/or contractors. 6. Miscellaneous. (a) This Registration does not obligate Seller to pay real estate commissions to Broker for any customer at the Condominium other than the Customer represented by Broker in accordance with the terms hereof. (b) Broker shall not be entitled to assign its rights under this Registration. (c) Any notice required or permitted to be given under this Registration shall be given in writing, and either hand delivered, sent by certified mail, return receipt requested, or sent by electronic mail transmission, to the appropriate party or entity at the address specified below or at such other address of which the other party shall be duly notified: (i) In the case of a notice or communication to Seller to: SMGW GOLDEN SANDS, LLC c/o South Florida Condominium Management, Inc NW 72 nd Ave., #113 Miami, FL Attention: Michelle Setty (ii) In the case of a notice of communication to Broker to: Notices hand delivered, or sent via , shall be deemed received on the date of delivery, and notices sent by certified mail shall be deemed received three (3) days after deposit in the U.S. mail. (d) In the event any term or provision of this Registration be determined by appropriate judicial authority to be illegal or otherwise invalid, such provision shall be given its nearest legal meaning or be construed as deleted as such authority determines, and the remainder of this Registration shall be construed to be in full force and effect. (e) This Registration shall be construed and governed in accordance with the laws of the State of Florida. In the event of any litigation between the parties to this Registration, the prevailing party shall be entitled to reasonable attorneys' fees and court costs. The parties further mutually agree that: (i) any litigation brought with respect to this Registration shall be maintained exclusively in the jurisdiction of the Florida State Courts, 11th Judicial Circuit, of 3

4 and for Miami-Dade County, and (ii) any trial shall be before a judge only, the parties mutually waiving any trial by jury. The provisions of this subparagraph shall survive the expiration or earlier termination of this Registration coextensively with other surviving provisions of this Registration. (f) In construing this Registration, the singular shall be held to include the plural, the plural shall be held to include the singular, the use of any gender shall be held to include every other and all genders, and captions and paragraph headings shall be disregarded. 7. Entire Agreement. The parties intend that this Registration sets forth the entire agreement between Seller and Broker related to the subject matter herein, and shall not be altered, modified or amended unless such alterations, modifications or amendments are set forth in writing and signed by all parties. 8. Execution/Counterparts. This Registration may be executed in any number of counterparts and by the separate parties hereto in separate counterparts, each of which when taken together shall be deemed to be one and the same instrument. Signatures of the parties hereto on copies of this Registration transmitted by facsimile machine or electronic mail transmission shall be deemed originals for all purposes hereunder, and shall be binding upon the parties hereto. BROKER: (Print) By: (Signature) Name: (Print) Title: (Print) Date: This Registration and Commission Agreement has been acknowledged and agreed to by: SMGW GOLDEN SANDS, LLC, a Delaware Limited Liability Company By: (Signature) (Print) Name (Print) Title Date 4

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