This is a legal agreement between you the Licensed Real Estate Agent (collectively “Agent”, “the Agent”, “The Agent”, “you”, “You”, “your”, “you’re”), So Grateful LLC (DBA)

True North Alliances 

(collectively, “True North Alliances’s”, “True North Alliances”, “we”, “us”, or “our”). You hereby agree to the following:

Terms of Referral Payment

Agent agrees that each referral that is sent to the agent from the True North Alliances applications and that records as a sale or closed transaction for any reason within a 364-day period after being displayed is subject to a service fee:

• 30% of the referred listing lead you received in the first 3 month ramp up period 

• After a 90 day ramp up period the Agent agrees to pay a 20% referral fee and a $250 per month CRM maintenance fee. 

• For example in the first month if you close on a $385,000 home at a 3% listing agent fee you will owe 30% of the 3% or $3,465

• If in month five you close on the same $385,000 home at a 3% listing agent fee you will owe 20% of the the 3%  which is $2,310 plus $250, your total owed would be $2,560.   The agent would save $2,005  If the bidding started at $200,000 or less than you would owe a 15% referral fee and would have a much greater savings

• Referral Fees paid to a Broker/Agent License deemed fit by True North Alliances

Monthly Service Costs 

• After a  90 day ramp up period the agent will be charged  $250 per month CRM maintenance and territory maintenance fee. 

• After the same 90 days your referral fee will be reduced to a 20% referral fee or 15% based on the starting offer on the platfom, if $200,000 or less the referral fee will be 15%

• The Agent will still be bound by this agreement for any received leads and any deals you close within a 365 day period of receiving the lead.  The percentage owed will be determined based on when the lead was received. 

• The Agent will purchase Arch Agent and provide True North Alliances with their login credentials. 

Payment Time Frame for Commissions 

• The amount due is payable within seven (7) calendar days of the closing transaction covered by the agreement. 

PENALTIES 

• If True North Alliances determines The Agent is not acting in good faith and or withholds or delays the service fee payable to True North Alliances or disputes credit card charges for Data Fees or Monthly Service charges. 

• The Agent’s CRM license will be immediately suspended 

• Leads will be redirected to parties determined by True North Alliances. 

• The service agreement with the agent could be terminated immediately at the sole discretion of True North Alliances.

• True North will employ a collection company to recover any fees and the Agent agrees to this collection method. 

• If the Territory Hold Fee is not paid the Agents CRM will be automatically Suspended 

• True North Alliances holds the right to choose arbitration in accordance with Nevada Law and this Agreement. 

ADDITIONAL TERMS

• The Agent agrees that any provided agent solution customer relationship manager (CRM) is licensed to the Agent, however, the CRM solution is fully owned and copyrighted by True North Alliances. 

• The agent has no ownership rights and cannot utilize its likeness or design for any reason without True North Alliances written approval. 

• The Agent agrees that the designs, workflows, content, and content structure are owned and controlled by True North Alliances and will not be manipulated, duplicated, or recreated without True North Alliances written approval. 

• All logos, branding, and design are owned exclusively by True North Alliances. CRM technology utilized in this relationship is exclusively owned by True North Alliances.  

• Any attempt to duplicate a website, app, or design in full or partially by Broker or Broker’s agents will result in legal action and possible termination by True North Alliances. 

• These terms continue to be enforced regardless of whether the Agent joins another brokerage or stays with their current brokerage. 

Indemnification

• The Agent agrees to hold harmless and indemnify True North Alliances, So Grateful LLC,  Rahul Athavale, and any and all affiliates, representatives, employees, associates, or contractors thereof. 

• The Agent agrees that True North Alliances, So Grateful LLC,  Rahul Athavale, and any and all affiliates, representatives, employees, associates, or contractors thereof will not be held liable in any way for display of  managing broker information, logos or other trademarked or copyrighted information as presented on the True North Alliances or the site or any of the affiliate sites. 

• The Agent agrees to indemnify True North Alliances,, So Grateful LLC,, Rahul Athavale, and any and all affiliates, representatives, employees, associates, or contractors thereof.   So Grateful LLC, and Rahul Athavale are indemnified regarding any information presented on said sites or sites of affiliates or applications.

Separability 

• Each of

• the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision (bullet points) hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then

• True North Alliances, So Grateful LLC, Rahul Athavale, and any and all affiliates, representatives, employees, associates, or contractors thereof are

• fully indemnified to the fullest extent provided by any applicable law. 

Terms of Cancellation

• The Agent can choose to stop participating in our services at any time with written notice. We can also terminate this agreement and your participation at any time and without notice.

• Termination of your participation does not negate this agreement for any referrals you’ve already received from us. 

• This agreement does not establish any relationship of partnership, joint venture, employment, franchise, or agency between you and True North Alliances.

• If you are found in violation of this agreement, your participation may be terminated and you will be legally responsible for breach of the terms outlined in this agreement.

• This agreement may be assigned by True North Alliances without your consent and all rights and obligations of True North Alliances shall, from the date of assignment, belong to True North Alliancess’s assignee. Assignment shall not relieve you of any of your rights or obligations under this agreement. You may not assign this agreement without the express written consent of True North Alliances. This provision applies retroactively and covers all rights and obligations existing under this agreement and any previous agreements between you and True North Alliances.

• We reserve all rights in and to True North Alliances and So Grateful LLC and all related intellectual property not expressly granted under this Agreement. “True North Alliances,” “So Grateful LLC” and all associated logos displayed within our service are our trademarks (unless otherwise noted).

• True North Alliances and So Grateful LLC (including the underlying software), this agreement, and any other proprietary or confidential information provided to you is confidential Information. You agree not to disclose our Confidential Information and agree to use our Confidential Information only as provided in this agreement.

• The laws of the State of Nevada, excluding its conflicts of law rules, govern this Agreement. The exclusive jurisdiction and venue of any action arising out of or related to this Agreement will be either the state or federal courts in Clark County, Nevada, and the parties agree and submit to the personal and exclusive jurisdiction and venue of these courts.

• Except as expressly stated above, the True North Alliances and So Grateful LLC services are provided “AS IS” and “as available,” without warranty of any kind, and we hereby disclaim all other warranties and conditions, express, implied, or statutory.