GENERAL TERMS OF BUSINESS

Central RE d.o.o. Šmartinska cesta 152g, 1000 Ljubljana, Court Register entry no. 1884549000 ( »Central RE«)

 

GENERAL TERMS OF BUSINESS IN REAL ESTATE BROKERAGE

 

1. Recitals

1.1. General terms of business (»GTB«) and the price list for services are a part of the Brokerage agreement (»BA«), which is concluded by Central RE with Client and manage relations between Client and Real estate agency.

1.2. Should GTB contain provisions contrary to provisions of BA, provisions of BA shall supersede those in GTB.

1.3. Terms in GTB shall have the same meaning as defined by the Real Estate Agency Act, as follows:

  • Real estate agency: Central RE, performing real estate brokerage as registered business activities;
  • Real estate Agent: natural person, performing real estate brokerage services for the Real estate agency under an employment agreement or on other legal basis, having obtained the licence for performing brokerage services from the competent ministry and is registered in the register of real estate agents with the competent ministry;
  • Real estate brokerage: performing registered lucrative business activities in real estate transactions, whereby particular services of brokerage include all activities connected with the initiation of contact between Client and Third person, with negotiations and with preparations for the conclusion of agreements, subject of which is a particular real estate, eg sales or purchase agreement, rental or some other agreement for a particular real estate;
  • Client: natural or legal person who concludes BA with Real estate agency;
  • Third person: a person whom the real estate agent is trying to connect with Client in order for said person to negotiate with Client for the conclusion of a particular agreement for the real estate;
  • Client's immediate family: Client's spouse or a person with whom Client is living in an extra-marital community pursuant to family legislation, their biological or adopted children, parents and adoptive parents, and persons whom Client is legally obligated to support.
  • Real estate: real estate the transaction with which is subject to brokerage;

 

2. Brokerage services in real estate transactions

2.1. Real estate agency performs services of brokerage in sale/purchase of real estate or in renting real estate or in establishing/change/cessation of other rights on real estate.

2.2. Unless stipulated differently by BA, the following services of brokerage performed by Real estate agency for Client are included if, and in the scope required by circumstances in a particular case:

  • accepting the order for brokerage;
  • determining Client's identity by review of a personal document and public records, and obtaining Client's and Third party's contact information for the purpose of drafting the agreement subject to which is the real estate (personal  or company name, address, personal ID no. or Court Register entry no., bank account no.);
  • conclusion of BA, which defines the scope of service;
  • performing a review of Real estate (after concluding BA), in order to review the factual state and set an appropriate asking price;
  • determining the legal state of Real estate by reviewing publicly available records regarding Real estate and documents procured by Client;
  • explanation to Client and Third person regarding market conditions which are important for determining the gross asking price in case of sale or the amount of rent;
  • informing Client regarding the established material and legal state of Real estate, informing him of obvious material and/or legal defects, and warning against risks associated with such defects;
  • informing Client and Third person with regulations which are important for the valid conclusion of a the agreement, which is subject to brokerage, with costs of Land Register proceedings, with the types and amounts of taxes, as well as with possible other expenses;
  • advertising Real estate on Real estate agency's website;
  • endeavouring to find and place in contact with Client a Third person, who will negotiate with Client to conclude a specific agreement, and searching for opportunities to conclude said specific agreement;
  • organising and managing inspections in the presence of Client (or without his presence if so expressly agreed);
  • participation in negotiations for the conclusion of the agreement which is subject of brokerage;
  • drafting the standard sales or rental agreement;
  • communication with Client.

2.3. With payment for brokerage the costs for performing activities listed under item 2.2. are paid, except for costs of drafting the standard sales or rental agreement for which an additional amount is paid in accordance with the price list – however, said amount is included in the commission, if the transaction for which brokerage was performed is concluded.

 

3. Additional services

3.1. Real estate agency may provide additional services to Client, if said is expressly agreed upon in BA or in an annex thereto, or if said is expressly ordered and order is confirmed in writing by Real estate agency.

3.2. The following (including, but not limited to) services, shall be deemed as additional services:

  • drafting agreements which do not manage the basic transaction for which brokerage was ordered (eg drafting the agreement on harmonisation of Land Register state with actual state, agreement on establishment or cessation of a right in rem, an exchange agreement, etc);
  • drafting proposals for the entry or removal of rights in the Land Register, execution of transaction in the Land Register;
  • obtaining consent, permissions or other documents required for the conclusion of the agreement for which brokerage has been ordered;
  • obtaining an expert opinion or organising a valuation of Real estate by an appraiser;
  • representation in tax proceedings;
  • any modifications to the legal status of Real estate;

3.3. Additional services are charged with then current price list, available at central.si website and in business premises of Real estate agency. These services shall be paid by Client even if the transaction (agreement) for which brokerage was ordered was not executed, ie even if the sales or rental agreement was not signed;

 

4. Commission

4.1. Real estate agency obtains the right to payment for its brokerage on the day of signing of the agreement for which it offered its brokerage services. Real estate agency is not entitled event to a partial payment for brokerage before the agreement for the conclusion of which its services have been ordered, has been signed.

4.2. Payment for brokerage in case of sale or purchase of real estate amounts to 4% of the contractual price + 22% VAT. If the value of real estate in sale or purchase of which Real estate agency provided its services is lower than EUR 10,000.00 EUR, the commission may be higher. Payment for brokerage in case of a rental agreement amounts to two monthly rents + 22% VAT.

4.3. If Real estate agency is performing brokerage services for both clients (seller and purchaser or landlord and tenant), it may request the payment from each client of half of the commission, ie 2% of the contractual price + 22% VAT (or he adequate amount in case where the value of real estate is lower than EUR 10,000). In case of brokerage for the conclusion of a rental agreement, Real estate agency has the right to request payment of the amount equal to one monthly rent + 22% VAT from the landlord and the same amount from the tenant.

4.4. In case Real estate agency does not perform any tasks under item 3 GTB, as it is not necessary due to circumstances of a particular case or if said tasks were not performed due Client's request, Client has no right to request a reduction of commission.

4.5. Real estate agency has the right to the entire commission even if Client or Third person terminate or rescind from the agreement for real estate which was subject to brokerage.

4.6. Real estate agency has the right to the entire commission even if Client or his close immediate family conclude the agreement with Third person for real estate which was subject to brokerage, if Client and Third person were put in contact by Real estate agency and the agreement with Third person is concluded no later than two years following the cessation of BA.

4.7. Notarial costs, public duties and fees, and additional services listed under item 3.2. GTB are not part of the Commission.

 

5. Presumption of contact

5.1. Within three days after receiving Real estate agency's notification that it has made contact with Third person, Client shall notify Real estate agency in writing that he has already been put in contact by another real estate agency or he has found Third person himself. Should Client fail to do so, it shall be deemed that Client has been put in contact by Real estate agency.

 

6. Reimbursement of expenditures

6.1. If expressly agreed by parties of BA, Real estate agency shall be entitled to reimbursement of expenditures incurred in course of performing services listed under item 3 GTB, even if the agreement for real estate, which was subject of brokerage, was not concluded.

6.2. Expenditures are: travel costs, loss of time (as listed in the price list) - and the attorney cost of drafting said agreement, if Client without a justified cause rejected signing the agreement after already having ordered its drafting by the attorney.

 

7. Liability insurance

7.1. Real estate agency has its liability insured in line with the requests imposed by Real Estate Agencies Act. Insurance covers liability for damages which might be incurred by Client or Third person as a result of violation of BA. Policy number, insurance amount, and insurance company are listed in BA.

 

8. Exclusive brokerage agreement

8.1. Should Real estate agency and Client conclude an exclusive brokerage agreement for real estate, Client shall not during the validity of said agreement, conclude another brokerage agreement with another real estate agency, and shall not by himself or through a third person advertise, sell or rent said real estate.

 

9. Client's other obligations

9.1. Client shall provide to Real estate agency all available documentation pertaining to Real estate (eg building and usage permit, energy performance certificate, proof of ownership, if ownership is not registered in Land Register.

9.2. Client guarantees that all information provided by him to Real estate agency is accurate, true and complete.

9.3. Client shall inform Real estate agency in writing of any changes in his interests (ie sales or renting price, available date of handover, etc) no later than in five days after the change of interests.

 

10. Client’s anonymity

10.1. When performing services for Client who does not want to reveal his identity, Real estate agency is not required to reveal his identity to Third person until the execution (signing) of the agreement for which brokerage services were rendered.

 

11. Right to obtain information

11.1. In case Client terminates/rescinds from BA and/or does not sign the agreement for which brokerage services were rendered, Real estate agency has the right to make inquiries regarding whether said agreement had been signed no later than three years following the termination/rescission from BA or failure to sign the agreement for which brokerage services were rendered. Real estate agency may request information from, including but not limited to, Land Register and Surveying and Mapping Authority of the Republic of Slovenia.  

11.2. Pursuant to Article 17 of Real Estate Agencies Act, Real estate agency has the right, in order to safeguard its Client's interests, to obtain information from Bank of Slovenia regarding frozen accounts of natural persons acting as Client or Third person – all in line with Payment Transactions Act.

 

12. Obligations under Prevention of Money Laundering and Terrorist Financing Act

12.1. Under Prevention of Money Laundering and Terrorist Financing Act (»PMLTFA«) Real estate agency is, when performing particular real estate transactions, obligated to perform a review of Client, which includes i) determining Client's identity, ii) determining Client's (legal entity's) actual owner, iii) obtaining information regarding the purpose and the predicted nature of business relationship or transaction of other information under provisions of PMLTFA and iv) regular review of business activities performed by Client with Real estate company.

12.2. In order to fulfil its obligations listed in the previous item, which are imposed by PMLTFA, Real estate agency has the right to obtain and verify the following personal information pertaining to Client or its legal representative: i) name, ii) address of temporary and/or permanent residence, iii) date and place of birth, iv) tax number and v) number, type and name of the issuer of the official personal document.

 

13. Protection, processing and use of personal and confidential information

13.1. In order to fulfil its obligations under BA and obligations imposed upon Real estate agency by PMLTFA, Real estate agency may in line with regulations governing personal documents review and copy information from personal documents (personal name, address of temporary and/or permanent residence, date and place of birth, tax number, serial number of the document, and the type and name of the issuer of the document).

13.2. Upon Client's prior written consent, Real estate agency may copy Client's personal document, if so required for the purposes of a particular transaction.

13.3. Real estate agency shall make a note on the copy of the Client's personal document, stating that: i) it is a copy, ii) its company name, iii) purpose of copying, and vi) that the copy has been made upon Client's consent.

13.4. Real estate agency undertakes not to make any additional copies of the personal document, nor to keep an electronic copy of the personal document.

13.5. Real estate agency undertakes to safeguard all personal information in accordance with regulation governing personal information privacy. All personal information shall be used exclusively for the purposes of concluding, executing, changing and termination of BA and of the agreement for real estate which is subject to real estate brokerage. Real estate agency undertakes is obligated to obtain prior written consent by Client for any other use of personal information.

 

14. Damage liability

14.1. Real estate agency is entitled to request from Client reimbursement of any and all damages, which Real estate agency might incur due to Client's violations of his contractual obligations. Such violations include, but are not limited to:

Upon concluding BA, Client fails to procure to Real estate agency all relevant information regarding Real estate, which is available to him;

  • Client prohibits or fails to enable inspections of Real estate;
  • Client is selling/renting Real estate through another real estate agency for a lower price or under more favourable conditions than those agreed upon with Real estate agency;
  • Client without a justified reason or against good faith, fails to approach to negotiations for the conclusion of the agreement regarding Real estate, or refuses to conclude such agreement, all with Third person put into contact by Real estate agency;
  • Client after the conclusion of the agreement regarding Real estate in which the Real estate agency performed brokerage, fails to provide to the Real estate agency, within 3 (three) days following its request, a copy of the concluded agreement regarding Real estate in which the Real estate agency performed brokerage;
  • Client severely violates other provisions of GTB or BA.

 

14.2. Should the client himself or his immediate family member or a person deemed connected with the Client according to Corporate Income Tax Act or Personal Income tax Act conclude the sales or rental agreement with Third person, with whom he has been put in contact by Real estate agency no later than within two years following the cessation of BA, Client shall pay a contractual penalty which amounts to double the amount of commission agreed upon in BA. This provision does not exclude the provision of item 4.6. GTB.

14.3. Real estate agency is entitled to a commission even in case Client himself finds a third person, with whom he signs an agreement for Real estate – commission must be based upon already performed activities, and amounts to one quarter of the commission agreed upon in BA. If the third person is Client's immediate family member, then Real estate agency is entitled to the entire commission agreed upon in BA.

 

15. Energy Performance Certificate

15.1. Client is expressly warned that if he wishes to sale Real estate or rent it for a period of one year or longer, he shall before advertising commences, procure to Real estate agency a specification on the energy use of the building or the Energy Performance Certificate as prescribed by Article 334 of the Energy Act. Real estate agency will notify Client in writing, should an exemption apply for the building. In case Client wishes to sell or rent Real estate without a specification on energy use of the building, Real estate agency will render its services, however, it shall bear no responsibility for the payment of a possible fine for advertising without said specification, which amounts to EUR 300, nor for the payment of the possible fine for non-procurement of said specification or Energy Performance Certificate, which amounts to EUR 250.

 

16. Transfer

16.1. Real estate agency may transfer its services of real estate brokerage in whole or in part to other real estate agencies, with which it concludes business cooperation agreements – unless transfer is expressly excluded by BA provisions. In case of such transfer, Client remains in a contractual relationship exclusively with Real estate agency. Real estate agency shall deliver a list of real estate agencies to which it has transferred the mandate.

 

17. Duration of BA

17.1. BA is concluded for a fixed term of nine months, whereby Real estate agency and Client may agree upon a shorter term.

17.2. Any and all disputes shall be resolved by Real estate agency and Client amicably. If said is not possible, all disputes shall be subject to exclusive jurisdiction of courts in Ljubljana.

17.3. Exclusively Slovenian law shall apply.

GTB apply as of 19th September 2016