 Open Listing AgreementThis Agreement is an open listing agreement from among the following three agreement types. The client is obligated to clearly indicate any licensed real estate agencies to which the client also entrusts the above transaction. If the client does not indicate any agencies to which the client concurrently entrusts the above transaction in the Agreement, the special provisions shall be set forth herein.
Infrastructure, Transport and Tourism.
 The Client entrusts listing for sale and purchase (exchange) of the premises described in Schedule (Subject Premises), and the Licensed Real Estate Agency undertakes the entrustment, under the Agreement and the open listing contract clauses. (mm) (dd), (yyyy) Client Address: ____________________ Name: _________________ (Seal) Licensed Real Estate Agency Main Office License Number: ____________________ Address: ____________________ Name: _________________ Representative Director: _________________ Office in charge of the Agreement Address: ____________________ Name: _________________ Responsible Person: _________________  1. Agencies other than the Licensed Real Estate Agency to which the Client entrusts the transaction above Trade name or name of licensed real estate agencies / Address of their main offices  2. Client’s obligation to issue notice (1) The Client shall notify the Licensed Real Estate Agency to which the Client concurrently entrusts listing or agency functions for sale and purchase or exchange of the Subject Premises other than the agency described in the paragraph 1 above during the effective term of this Open Listing Agreement. (2) The Client shall immediately notify the Licensed Real Estate Agency of the fact that an agreement for sales and purchase or exchange of the Subject Premises is executed with a counterparty that is found by the Client himself or herself or through listing or brokerage by any agencies other than the Licensed Real Estate Agency during the effective term of this Open Listing Agreement. (3) Upon failure to issue the notice indicated in items (1) and (2) hereof, the Licensed Real Estate Agency may demand reimbursement of expenses from the Client under the open listing contract clauses. 3. Licensed Real Estate Agency’s duties related to execution of the agreement (1) The licensed Real Estate Agency shall coordinate the terms and conditions of an agreement with the counterparty, among other actions, and endeavor to realize execution of the agreement. (2) The licensed Real Estate Agency shall immediately notify the Client of the fact that an agreement for sales and purchase or exchange of the Subject Premises is offered. 4. Licensed Real Estate Agency’s duties related to listing The Licensed Real Estate Agency shall execute the actions stated Article 3 as well as perform the following duties: (1) The Licensed Real Estate Agency shall express opinions about the price to be traded or assessed value for the Subject Premises, if any, to the Client by clearly indicating the reasons; (2) Upon entrustment of purchase or acquisition of the Subject Premises by the Client to the Licensed Real Estate Agency, the Licensed Real Estate Agency shall ensure that the real estate transaction specialist shall issue to the Client a written statement of the material facts as provided in Article 35 of the Building Lots and Buildings Transaction Business Act to which the specialist attaches his or her signature and seal before the execution of an agreement for sale and purchase or exchange of the Subject Premises; (3) Upon execution of an agreement for sales and purchase or exchange of the Subject Premises, the Licensed Real Estate Agency shall immediately prepare written statements as provided in Article 37 of the Building Lots and Buildings Transaction Business Act and issue them to the Client and the counterparty of the agreement after the real estate transaction specialist attaches his or her signature and seal thereto; (4) The Licensed Real Estate Agency shall assist the Client in implementation/management of registration, payment and other procedures related to delivery of the Subject Premises; and (5) Other provisions:  5. Mediation of property inspector (Applicable / Not Applicable) 6. Registration with the designated distribution system (Applicable / Not Applicable) Designated distribution system with which registration is made: * Real Estate Information Network System (REINS) 7. Effective term for _____ months after execution of the Open Listing Agreement (until [mm] [dd], [yyyy]) 8. Agreed-upon commission fee: total amount of yen (amount excluding consumption tax and local consumption tax) and Consumption Tax yen (total amount of consumption tax and local consumption tax) 9. Time for payment/receipt of the agreed-upon commission fee: It shall be consultation 10. Special provisions: __________________________________________________  Schedule Owner Address: ____________________ Name: _______________ Registered right holder Address: ____________________ Name: _______________ Address: ____________________ Description of the Subject Premises Land
Premise price: __________ yen Total amount of consumption tax and local consumption tax: __________ yen Listing price: Total __________ yen Notes: (However, for the listing agreement for entrustment of purchase, the following schedule may be used.)  Suggested terms and conditions Items
 Open Listing Contract ClausesArticle 1. Purpose The purpose of these Clauses is to clarify the matters that should be provided upon execution of the open listing agreement for sale and purchase or exchange of a housing land or building and the matters that shall be observed mutually by both parties thereto in performance of the agreement. Article 2. Description of the parties hereto and definition of the terms 1. For the purposes of these Clauses, among the parties to the Open Listing Agreement, the client shall be described as the “Client” and the real estate agency to which the Client entrusts the transaction shall be described as the “Licensed Real Estate Agency.” 2. For the purposes of these Clauses, the “Open Listing Agreement” shall mean the listing agreement under which the Client may concurrently entrust listing or agency functions for sale and purchase or exchange of the housing land or building that is the subject matter of the Client’s entrustment (the “Subject Premises”) to any agencies other than the Licensed Real Estate Agency. Article 3. Description, etc. of the Subject Premises The description necessary for identifying the Subject Premises and the price to be traded for, or assessed value for exchange of, the Subject Premises (the “Listing Price”) shall be set forth in the Schedule to the Open Listing Agreement.  Article 4. Indication of real estate agencies to which the Client concurrently entrusts the transaction 1. When the Client concurrently entrusts listing or agency functions for sale and purchase or exchange of the Subject Premises to any agencies other than the Licensed Real Estate Agency, the Client shall clearly describe the agencies to the Licensed Real Estate Agency. 2. The trade names or names of, and addresses of the main offices of, any real estate agencies to which the Client has already entrusted the transaction at the time of execution of the Open Listing Agreement shall be set forth in the Open Listing Agreement. When the Client entrusts the transaction to additional agencies other than the Licensed Real Estate Agency after execution of the Open Listing Agreement, the Client shall notify the Licensed Real Estate Agency of them. Article 5. Duties of the Licensed Real Estate Agency The Licensed Real Estate Agency shall coordinate the terms and conditions of an agreement with the counterparty, among other actions, and endeavor to realize execution of the agreement as well as perform the following duties: (1) The Licensed Real Estate Agency shall express opinions about the Listing Price, if any, to the Client by clearly indicating the reasons in determination of the Listing Price; (2) Upon entrustment of purchase or acquisition of the Subject Premises by the Client to the Licensed Real Estate Agency, the Licensed Real Estate Agency shall ensure that the real estate transaction specialist shall issue to the Client a written statement of the material facts as provided in Article 35 of the Building Lots and Buildings Transaction Business Act to which the specialist attaches his or her signature and seal before the execution of an agreement for sale and purchase or exchange of the Subject Premises; (3) Upon execution of an agreement for sales and purchase or exchange of the Subject Premises, the Licensed Real Estate Agency shall immediately prepare written statements as provided in Article 37 of the Building Lots and Buildings Transaction Business Act and issue them to the Client and the counterparty of the agreement after the real estate transaction specialist attaches his or her signature and seal thereto; (4) The Licensed Real Estate Agency shall assist the Client in implementation/management of registration, payment and other procedures related to delivery of the Subject Premises; and (5) The Licensed Real Estate Agency shall perform any other duties set forth in the Open Listing Agreement.  Article 6. Advice, etc. on change in the Listing Price 1. When the Listing Price is considered inappropriate due to change in land value or other prices or circumstances, the Licensed Real Estate Agency shall give advice on change in the Listing Price by clearly indicating the reasons. 2. When the Client changes the Listing Price, the Client shall notify the Licensed Real Estate Agency of this. In this case, any increase in the Listing Price (or reduction in the Listing Price where the Client entrusts purchase or acquisition of the Subject Premises to the Licensed Real Estate Agency) shall be subject to approval of the Licensed Real Estate Agency. 3. When the Licensed Real Estate Agency withdraws the approval as described in the preceding paragraph hereof, the Licensed Real Estate Agency shall indicate the reasons therefor. Article 7. Mediation of property inspector When the Listing Agreement provides the mediation of property inspector, the Licensed Real Estate Agency shall introduce the inspector to the Client. Article 8. Effective term The effective term of the Open Listing Agreement shall be determined upon negotiation between the parties hereto to the extent not exceeding three (3) months. Article 9. Registration with the designated distribution system When the Open Listing Agreement provides that the Subject Premises shall be registered with the designated distribution system, the Licensed Real Estate Agency shall register the Subject Premises with the designated distribution system set forth in the Open Listing Agreement.  Article 10. Demand for remuneration 1. Upon execution of an agreement for sale and purchase or exchange of the Subject Premises through the listing by the Licensed Real Estate Agency, the Licensed Real Estate Agency shall be entitled to demand from the Client payment of remuneration; provided, however, that when such an agreement for sale and purchase or exchange of the Subject Premises is executed as an agreement with conditions precedent, the Licensed Real Estate Agency shall be entitled to demand remuneration only upon satisfaction of the conditions. 2. The amount of remuneration described in the preceding paragraph hereof shall be determined upon negotiation between the parties hereto to the maximum limit of the amount provided in the Notification of the Ministry of Land, Infrastructure, Transport and Tourism. Article 11. Time for payment/receipt of remuneration 1. The Licensed Real Estate Agency may not receive remuneration described in paragraph 1 of the preceding article hereof (the “Agreed-upon Remuneration”) unless the Licensed Real Estate Agency prepares a written statement as provided in Article 37 of the Building Lots and Buildings Transaction Business Act and delivers it to the parties to the agreement executed. 2. When an agreement for sale and purchase or exchange of the Subject Premises is executed with the condition subsequent that if a loan is not obtained to appropriate it for the trading price or the difference from exchange of premises, the agreement is terminated and the loan is not ultimately obtained, the Licensed Real Estate Agency shall immediately refund to the Client any Agreed-upon Remuneration that it received; provided, however, that no interest accrues with respect to the refund. Additionally, when an agreement for sale and purchase or exchange of the Subject Premises is executed with the condition that if a loan is not obtained the Client may terminate the agreement and the loan is ultimately not obtained and the Client terminates the agreement for it, the same shall apply.  Article 12. Expenses for special demands Any costs and expenses for advertising or business trips to remote places made upon special demand from the Client on the Licensed Real Estate Agency shall be borne by the Client, which shall pay the actual costs and expenses incurred by the Licensed Real Estate Agency upon demand. Article 13. Direct dealing When the Client executes an agreement for sale and purchase or exchange of the Subject Premises with a counterparty that the Client gets to know through the introduction of the Licensed Real Estate Agency during the effective term of the Open Listing Agreement or within two (2) years of expiration of the effective term of the Open Listing Agreement to the exclusion of the Licensed Real Estate Agency, the Licensed Real Estate Agency shall be entitled to demand from the Client pro-rated payment of reasonable remuneration in accordance with the contribution to execution of the agreement made by the Licensed Real Estate Agency. Article 14. Demand for reimbursement of expenses 1. When the Client entrusts listing or agency functions for sale and purchase or exchange of the Subject Premises to any real estate agencies that are not made known to the Licensed Real Estate Agency by the Client during the effective term of the Open Listing Agreement, and an agreement for sale and purchase or exchange of the Subject Premises is then executed through listing, etc. by such agencies, the Licensed Real Estate Agency may demand from the Client reimbursement of any costs and expenses incurred for performance of the Open Listing Agreement. 2. The amount of costs and expenses as described in the preceding paragraph hereof shall not exceed the amount of the Agreed-upon Remuneration.  Article 15. Client’s obligation to give notice 1. When an agreement for sale and purchase or exchange of the Subject Premises is executed by and between the Client and a counterparty that is found by the Client himself or herself or through listing by or agency functions of any agencies other than the Licensed Real Estate Agency during the effective term of the Open Listing Agreement, the Client shall immediately notify the Licensed Real Estate Agency of this. 2. Upon the Client’s failure to give notice as provided in the preceding paragraph hereof, the Licensed Real Estate Agency may demand from the Client reimbursement of any costs and expenses incurred and disbursed by the Licensed Real Estate Agency for administrative work for the Open Listing Agreement on behalf of the Client after the execution of the agreement for sale and purchase or exchange of the Subject Premises as described in the preceding paragraph hereof without knowledge of the fact that the agreement was executed. Article 16. Renewal 1. The effective term of the Open Listing Agreement may be renewed under agreement between both parties hereto. 2. When the effective term of the Open Listing Agreement is renewed, the Client shall express the intent to renew it in writing to the Licensed Real Estate Agency upon expiration of the effective term. 3. When no other agreement is made regarding the terms and conditions of the Open Listing Agreement by and between the parties hereto at the time of renewal of the effective term pursuant to the provisions of the preceding two paragraphs hereof, an agreement with the same terms and conditions as those of the existing Agreement shall be deemed to be executed. Article 17. Termination of the Agreement When either party fails to perform any of the obligations provided in the Open Listing Agreement for and according to the purposes of the Agreement, the other party may give notice demanding performance of it within a reasonable period specified by the other party and, if the defaulting party fails to perform it for the specified period, may terminate the Open Listing Agreement. Article 18. When any of the following cases apply to the Licensed Real Estate Agency, the Client may terminate the Open Listing Agreement: (1) The Licensed Real Estate Agency violates the obligation to perform the duties with respect to the Open Listing Agreement sincerely and in good faith; (2) The Licensed Real Estate Agency does not inform the Client of any material facts related to the Open Listing Agreement intentionally or through gross negligence or informs the Client of any untrue or false facts; or (3) The Licensed Real Estate Agency engages in wrongful or significantly unjustifiable acts with respect to the business pertaining to building lots and buildings transaction business.  Article 19. Elimination of Antisocial Forces
The real estate agency and the client hereby give assurance to the other party regarding the following matters. (1)It is not an organized crime group, its member or quasi-member as stipulated in the Act on Prevention of Unjust Acts by Organized Crime Group Member. (2) It is not a subversive organization, its executives, staff or members as stipulated in the Subversive Activities Prevention Act. (3) Not allowing its name to be used by an organized crime group for concluding the Listing Agreement on the subject real estate properties. (4) Not engaging in the following acts with respect to the Listing Agreement on the subject real estate properties by itself or via a third party, before delivery of the subject real estate properties. a. Acts that utilize threatening languages and/or acts, and/or violent acts directed toward the other party b. Obstructing business activities or damaging the credit of the other party by fraudulent means or force 2. If any of the following items applies to either the Seller or the purchaser, the counter party may cancel the Sales and Purchase Agreement for the subject real estate properties without an advance notice. a. It is found that a declaration that breaches the assurance of (1) of the preceding paragraph took place b. It is found that an agreement that breaches the assurance of (2) of the preceding paragraph was concluded c. It is found that an act that breaches the assurance of (3) of the preceding paragraph took place 3. The Purchaser hereby provides assurance to the Seller that neither it nor any third party will allow the subject real estate properties to be used as an office or a base of activities for organized crime groups. 4. In the event the Purchaser breaches the stipulation of the preceding paragraph, the Seller may cancel the Sales and Purchase Agreement for the subject real estate properties without an advance notice. 5. In the event the Sales and Purchase Agreement for the subject real estate properties is canceled pursuant to the provisions of paragraph 2 or 4, the canceled party as a penalty shall pay to the other party an amount equivalent to 20% of the sale price. In the event damages exceed the penalty amount, the canceled party shall also compensate the other party the said amount in excess. 6. In the event the Sales and Purchase Agreement for the subject real estate properties is canceled pursuant to the provisions of paragraph 2 or 4, the canceled party shall make no claim to the other party concerning damages arising out of the cancelation. 7. In the event the Purchaser breaches the provisions of paragraph 3 and the subject real estate property is recognized as having been used as an office or a base of activities of an organized crime group, and accordingly the Seller cancels the Sales and Purchase Agreement for the subject real estate properties, the Purchaser shall pay to the Seller an amount equivalent to 80% of the sale price as a fine, in addition to the penalty indicated in paragraph 5. Article 20. Special provisions 1. Any matters not provided in these Clauses may be separately provided upon negotiation between the parties hereto. 2. Any special provisions contrary to the provisions of the respective articles of these Clauses that are disadvantageous to the Client shall be null and void. Comments are closed.
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June 2023
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