This Membership Agreement (the “Agreement”) is made between ZinCasa, Inc. (“ZinCasa”), a Delaware Corporation, and the undersigned member (the “Member”). This Agreement is made because Member wishes to receive and ZinCasa wishes to provide iBuyer (Instant Offer) services and programs defined herein.
In this Agreement, the terms “you” and “your” refer to the Member.
In this Agreement, the terms “Company”, “ZinCasa” and “ZinCasa, Inc.” shall all refer to ZinCasa, Inc., a Delaware Corporation.
1. Member Services
The ZinCasa Membership includes:
- A white-labeled iBuyer – Instant Offer solution to empower Members with the ability to offer consumers a cash offer option on the sale of their home. Note: ZinCasa will be buying the properties with the agent as the consumer’s guide throughout the process.
- A custom branded and personalized lead generation website (“Zinstant Site”) for the Member to promote the “Instant Offer” option, collect leads from prospective home sellers visiting the site, and to facilitate the process of providing the consumer with a cash offer on behalf of ZinCasa.
- A back-office cloud-based solution (“Zin-box”) for staying up-to-date and connected to each subject Member property during renovation in preparation for listing the property for resale.
- Essential marketing materials and tools to help the Member promote and sell each listed property once renovated (“Z-kit”) to include:
- A professional photography package
- A virtual tour
- Social media posts
- Social media ads
- A property website
- Marketing brochures/flyers
- Just Listed postcards
- A blast email template
- Any leads received on the Company website or or mobile application on properties procured and/or listed with the Member.
- World-class lead generation strategies, training, and coaching to help increase and grow the Member’s business.
- Use of the ZinCasa state-of-the-art dZign Studio for omni-channel property marketing, prospecting and stay-in-touch marketing to help the Member obtain more leads, close more sales and keep customers for life.
2. Membership Dues
The Member agrees to pay the then current membership dues as specified herein. The aforesaid dues shall be paid by the Member either monthly or annually beginning on the Effective Date of this Agreement, and then every month or year thereafter (“Due Date”).
This Agreement shall be effective commencing on the “Effective Date”, which shall be defined as the day the Member initiates their membership via the online signup form and shall remain in effect for twelve (12) months. This Agreement shall automatically renew for an additional twelve (12) months, unless the Company terminates the Agreement at an earlier date, or the Member notifies the Company in writing at least thirty (30) days prior to the end of the then term.
4. Member Obligations
The Member agrees that they will always act in good faith when representing the Company and conduct themselves in an ethical manner. This includes disclosing all property defects that could impact the future sale of the home, accurately stating the current “as is” condition of the property and providing information regarding estimates of the after-repair value of the property. Furthermore, in order to remain a Member in good standing under the terms of this Agreement, the Member shall:
- Take any required onboard training provided at the time of membership within thirty (30) days of the Effective Date.
- Actively promote the Instant Offer option via their ZinCasa powered website, marketing collateral, and at each listing appointment.
- Conduct all business in a professional and ethical manner and comply with all of the legal and ethical obligations of the Realtor’s profession.
- Do not share any access to the Membership tools/software with non-members.
- Refrain from sharing inappropriate, inaccurate, or offensive content to any/all membership forums and the general market as shall be reasonably determined by the Company.
- For each listing referral they receive, the Member agrees that they will:
- Provide a detailed CMA/BPO (“Broker Price Opinion”) along with an estimate of “After Repair Value” to the Company within 24 hours of the questionnaire response being received by the Member from the Seller. In the event the Seller does not provide photos along with any questionnaire response, the Member agrees to provide photos demonstrative of the current condition of the property.
- Provide and present a listing presentation containing information as to how the Member will effectively list, promote and market the renovated listing.
- List the Property on the MLS and all syndicated partner sites within 24 hours of receiving a signed listing agreement for the Property.
- Send the Company a copy of all signed listing agreements within 24 hours of said listing agreements being signed by the Member and the seller of the Property (or authorized party entitled to sell the Property).
- Complete all the necessary state required documents and/or disclosures for the listing agreement, buyer broker agreement and/or purchase and sale agreement.
- Update the Company on listing activity, showing feedback, marketing activity, condition and offer status of the Property (a form will be provided by the Company).
- Present all offers on a property to the Company within four (4) to six (6) hours of receipt of an offer on a Property;
- Meet with the appraiser at the Property
- Negotiate inspection items on behalf of the Compny
- Coordinate the closing with the Seller, escrow and/or title company, and all other parties to the transaction, and facilitate the closing of the Property, as required per state and federal laws and professional duties of care.
5. Company Obligations
In addition to the Member services defined in Item 1 above, Company agrees to provide the Member with the following:
- A timely Letter of Intent to Purchase (“LOI”) to the agent, for any property that the Company wishes to purchase, after the Member provides all required information pursuant to the terms of this Agreement to the Company. The aforesaid LOI shall be presented by the Member to the seller of the Property, and once negotiated and finalized after a mandatory home review and/or inspection, the Member shall put together an “Offer to Purchase” the Property which shall include all requisite real estate board forms, addendums, and disclosures. The Company shall sign the aforesaid offer to purchase the Property which offer shall then be submitted by the Member to the seller of the Property for signature and full ratification.
- Contact Information and home data supplied by the Seller as completed on the Company website or mobile application.
- A signed copy of the agreement of purchase and sale for the respective Property.
- Any leads received by the Company website or mobile application on properties procured and/or listed with the Member.
6. Status of Independent Contractor
This Agreement does not constitute a hiring by either party. It is the party’s intentions that Member shall have an independent contractor status and not be an employee for any purposes. Member shall retain sole and absolute discretion in the manner and means of carrying out their activities and responsibilities under this Agreement. This Agreement shall not be considered or construed to be a partnership or joint venture, and the Company shall not be liable for any obligations incurred by the Member unless specifically authorized in writing. Member shall not act as an agent of the Company, ostensibly or otherwise, nor bind the Company in any manner, unless specifically authorized to do so in writing.
This Agreement shall not be considered or construed to be a partnership or joint venture, and the Company shall not be liable for any obligations incurred by the Member unless specifically authorized in writing.
- Member’s Brokerage shall receive from the Company a commission as a percentage of the sales price of the Property that is equal to ½ (half) of what the Member’s charge in their region for a listing, on the successful closing of the referred subject property, provided that the Member meets all of the requirements of this Agreement and the terms of the purchase and sale contract.
- After the referred Property is prepared for sale, the Company shall refer to the Member the listing, at which time a listing agreement will be signed by both parties referencing a commission that is equal to ½ (half) of what the Member’s charge in their region for a listing plus the personal business practice compensation in the MLS for the buyer’s agent.
- On a case-by-case basis, compensation is negotiable as agreed to by both the Member and the Company.
- The Member shall indemnify and hold the Company harmless against all damages, losses, and costs, including third-party claims, arising from or pertaining to this Agreement and any listing agreements or buyer/broker agreements that said Member may enter into pursuant to the terms of this Agreement. The Member shall also indemnify the Company for any tangible or intangible damage that might happen to them while participating in the membership with the Company and any tangible or intangible damage that may occur subsequently as a result of participation in the aforesaid membership.
- The Member agrees that the Company cannot guarantee any results from their membership. Any negative or positive results that might occur during the membership are the result of the Member’s own personal choices, and the Company shall be indemnified and not held responsible for any of the said results.
9. Non-Disclosure of Trade Secrets, Customer Lists, and other Proprietary Information
- The Company will not share any contact or personal information about the Member with other members, non-members, or any third parties.
- Member agrees not to disclose or communicate, in any manner, either during or after the Member’s agreement with the Company, information about Company, its operations, clientele, or any other information, that relate to the business of Company including, but not limited to, the names of its customers, its marketing strategies, operations, or any other information of any kind which would be deemed confidential, a trade secret, a customer list, or another form of proprietary information of Company. Independent Contractor acknowledges that the above information is material and confidential and that it affects the profitability of the Company. Independent Contractor understands that any breach of this provision, or that of any other Confidentiality and Non-Disclosure Agreement, is a material breach of this Agreement.
10. Membership Termination
The Company has a right to terminate the Member’s membership with no notice if any of the terms and the conditions of this Agreement are violated. The Member can terminate their membership at any point and for any reason; however, any remaining membership fees will become immediately due upon cancellation. Upon termination of this Agreement by either party, the Member’s access to all the benefits of this Agreement shall be shut off immediately.
- Member agrees not to disclose or communicate, in any manner, either during or after Member’s agreement with Company information about Company, its operations, clientele, or any other information, that relate to the business of Company including, but not limited to, the names of its customers, its marketing strategies, operations, or any other information of any kind which would be deemed confidential, a trade secret, a customer list, or another form of proprietary information of Company. Member acknowledges that the above information is material and confidential and that it affects the profitability of the Company.
- Member understands that any breach of this provision, or that of any other breach within the Confidentiality and Non-Disclosure Agreement, is a material breach of this Agreement.
By selecting the “agree” option herein, the Member confirms that they have read, understood, and agree to the terms and conditions outlined in this Agreement.