ICS COMMERCIAL TEAM BROKER AGREEMENT
IT IS AGREED by and between ICS VENTURE PARTNERS LLC, herein referred to as "ICS" or “ICS Partners” or “ICS Commercial Lending” or "ICS Loans” and ICS TEAM Commercial Mortgage Broker (herein referred to as the "Commercial Mortgage Broker" starting on the commencement date this contract is executed online by Commercial Mortgage Broker for an initial term of six months, renewing thereafter on month-to-month basis, as follows:
LICENSES: Commercial Mortgage Broker holds the required licenses (if any are required) issued by the state or states in which they will be originating commercial real estate loans. It is the sole responsibility of the individual Commercial Mortgage Broker to stay in compliance with all state licensing laws. In the event Commercial Mortgage Broker originates a loan in a state where they do not hold the required license, Commercial Mortgage Broker may refer the loan to a licensed Broker at ICS in that state at an agreed upon referral fee split of 50/50 between the two Brokers or a split agreeable to both parties.
ICS ASSOCIATION: ICS Venture Partners LLC owns ICS Commercial Lending. ICS Commercial Lending is a professional commercial mortgage brokerage company operating in all 50 U.S. States. In select states, ICS operates as a direct lender and commercial mortgage brokerage company. ICS provides processing, underwriting, lender placement, training, and marketing services for Commercial Mortgage Brokers nationwide on an EXCLUSIVE contract basis. The Commercial Mortgage Broker is a 1099 independent contractor with ICS Commercial Lending. Commercial Mortgage Broker is in no way an employee, partner, or subsidiary of ICS and is working with ICS on an exclusive contract basis only. Commercial Mortgage Broker agrees to exert his/her best efforts to promote the reputation and business of ICS at all times when doing business with ICS or using the services and/or products provided by ICS, and understands that any and all commercial, investment, multifamily, and other non-owner occupied residential real estate loans originated by Commercial Mortgage Broker during the term of this agreement, shall close exclusively under ICS. This is an exclusive agreement and contractually binding relationship between Commercial Mortgage Broker and ICS, and no other person, broker, business, lender, or investor not a party to this agreement, unless approved in writing by ICS Loans. All loans originated by Commercial Mortgage Broker, including all loans submitted by Commercial Mortgage Broker to ICS will be processed, underwritten, and placed with lenders directly through ICS and no other party unless approved in writing by ICS Loans. All borrowers are REQUIRED to sign an exclusive fee agreement with ICS Commercial Lending upon submission of a loan to ICS or prior to receiving one or more letter of intent from ICS lenders. All monies collected from borrowers and lenders, including loan fees and deposits must be paid directly to a 3rd party closing agent or law firm from which all fees outlined within the fee agreement will be paid to the Commercial Mortgage Broker and ICS Loans.
INDEPENDENT CONTRACTOR STATUS: The parties agree that ICS Loans is an independent contractor providing professional loan listing, processing, underwriting, and lender placement services for Commercial Mortgage Broker. Commercial Mortgage Broker is also an independent contractor for federal tax and all other purposes. ICS Loans is not an employee of, or partner with Commercial Mortgage Broker. Commercial Mortgage Broker is not an employee of, or partner of ICS Loans. Both parties are paid independently on transactions directly from the funding lender or 3rd party escrow / closing agent.
COMMERCIAL MORTGAGE BROKER ADVERTISING: Commercial Mortgage Broker agrees not to utilize any advertising, signs, brochures or other solicitation materials involving ICS without ICS’s advance written approval thereof by ICS Loans. Commercial Mortgage Brokers may offer Commercial Mortgage Services under the ICS brand or their own white label independent personal or company branded name.
COMMERCIAL LENDING REP’S TAXES: Commercial Mortgage Broker or Referral Partner is an independent contractor and shall be responsible to file and pay quarterly estimated, and/or annual federal income tax returns; and any other taxes required of an independent contractor.
ICS RECORDS: All manuals, log books, printed materials, client, customer, and transaction records, electronic or printed, database properties, leads, and any other records, related to or received through ICS by Commercial Mortgage Broker are the exclusive property of and remain owned by ICS and Commercial Mortgage Broker upon Commercial Mortgage Broker becoming an ICS Loans member and/or submitting a loan to ICS Loans.
LIABILITY - COMMERCIAL MORTGAGE BROKER: Commercial Mortgage Broker agrees to indemnify and hold ICS Loans harmless from any liability, including city, state or federal fines and damage suits incurred by Commercial Mortgage Broker, resulting from misuse of property and disclosure and other proprietary information in violation of ICS Loans terms and conditions.
OWNERSHIP – LOAN AGREEMENTS - Documents: It is understood that all client agreements obtained or negotiated by Commercial Mortgage Broker are between Commercial Mortgage Broker and the borrower/loan client, not ICS. When submitted to ICS Loans, in accordance with ICS Loans terms and conditions and all state law and federal laws, the Funding Fee Agreement, Loan Applications and other supporting loan documents shall be in the name of and be the property of Commercial Mortgage Broker. Upon mutual execution of the Funding Fee Agreement between Commercial Mortgage Broker and borrower, the Loan Funding Fee Agreement is subject to ICS Loans processing, underwriting, and lender placement fees as outlined within the Funding Fee Agreement and the terms and conditions of ICS Loans. Earnest money, deposits, fees, and other money, wholly or partially executed instruments or documents shall be immediately delivered to a 3rd party escrow company or law firm in accordance with state law and federal law. Commercial Mortgage Broker has no authority, express or implied, to represent anything to a purchaser, seller, borrower or anyone else unless it is contained in the Funding Fee Agreement between the client and Commercial Mortgage Broker and there are no reasonable grounds for Commercial Mortgage Broker to suspect that it is otherwise; or unless Commercial Mortgage Broker is specifically authorized to make the representation.
DURATION & TERMINATION: This agreement shall start on the commencement date this contract is executed online by Independent Commercial Mortgage Broker for an initial term of 6 months, renewing thereafter on a month-to-month basis. This Agreement may be terminated, at any time by either party, by giving notice to the other in writing. In the event Independent Commercial Mortgage If Commercial Mortgage Broker contemplates termination of this Agreement, Commercial Mortgage Broker will make every effort to close any pending transactions in which Commercial Mortgage Broker is interested. In the event that any such transaction does not close prior to termination of this Agreement and in ICS’s opinion is necessary or appropriate for ICS or others at ICS to attend to any matters concerning the transaction (including changes in financing; securing of occupancy agreements; removal of contingencies; and any other usual or unusual matters required to close the transaction closing) then ICS shall be authorized to deduct up to 50% of the Commercial Mortgage Broker’s share of the commission and pay the same to ICS Loans or other Reps according to their participation in the matters necessary to close the transaction. Commercial Mortgage Broker agrees not to, in any way, induce or encourage a client to terminate a loan in processing following termination of this Agreement. This contract can be cancelled anytime by ICS at the sole discretion of ICS, which would terminate this agreement and any Commercial Mortgage Broker ICSMLS monthly obligations. In the event this contract is cancelled by either party, any previous monthly fees paid and the annual background check fee is non-refundable.
ARBITRATION: Any and all disputes between Commercial Mortgage Broker and ICS Loans, or between Commercial Mortgage Broker and other Commercial Mortgage Brokers, arising from matters occurring, all or in part, prior to termination of this Agreement, shall be resolved by arbitration, rather than suit. Each of the parties shall, within five days of being requested to do so by the other, name one arbitrator. The two arbitrators shall within five days of their appointment, appoint a third arbitrator. The dispute shall be heard within thirty (30) days thereafter, in accordance with state statutes governing arbitration, and the decision of the arbitrators shall be final and binding upon the parties subject only to statutory review by the Superior Court.
FEES & COMMISSIONS
Commercial Mortgage Broker shall have claim to loan origination fees and/or funding fees from money received by escrow or a 3rd party closing agent on closed and funded loans submitted through ICS Loans. Commercial Mortgage Brokers are paid directly from escrow or ICS at the sole discretion of ICS based upon state-by-state regulations. ICS Loans is paid the Loan processing, underwriting and lender placement fee directly from escrow and/or the funding lender. In the event Escrow and/or the lender pays ICS Loans directly from closing, the commission is disbursed to the Commercial Mortgage Broker within 3 business days of funding. All fees paid to ICS Loans and Commercial Mortgage Broker will be paid in accordance with the Funding Fee Agreement, the terms and conditions within this agreement, and a separate commission disbursement form prepared by ICS Loans Processing department and submitted to the closing agent prior to the closing date. In the event the Funding Fee agreement is contrary to the ICS terms and conditions outlined within this agreement, these ICS terms and conditions will have power over the Funding Fee Agreement. Commercial Mortgage Brokers are required to use an ICS approved Funding Fee Agreement on all loans sourced through ICS.
COMMERCIAL MORTGAGE BROKER COMMISSION PLAN
ICS Loans Processing, Underwriting & Lender Placement Fee
COMMISSIONS are paid as follows: Commercial Mortgage Broker and ICS Commercial Lending split all points, loan origination, and rebate paid by borrower and/or lender to ICS Commercial Lending on a 50/50 split on the first ten (10) transactions successfully closed at ICS. Once ten (10) transactions have been successfully closed by Commercial Mortgage Broker, Commercial Mortgage Broker and ICS Commercial Lending split all points, loan origination, and rebate paid by borrower and/or lender on a 50/50 split up to 2 points (2% of the total gross commission), then 70/30, 70% to Broker, 30% to ICS, on all points above 2 points (above 2% of the gross loan commission). In addition to the points and rebate paid to ICS Commercial Lending, ICS charges a processing and underwriting fee of $1925 per funded loan. Commercial Mortgage Broker is responsible to charge borrower the necessary fees to ensure ICS Loans Processing, Underwriting, and Lender Placement fees are paid at escrow and outlined within the ICS approved Funding Fee Agreement. Brokers are not paid on processing and underwriting fees.
Commission Example 1
Loan Amount: $1,000,000
Points Charge to Borrower by Commercial Mortgage Broker: 2 (2% of total loan amount)
Total Fee at 2%: $20,000
Commercial Mortgage Broker Split: 50% - 1 Point - $10,000
ICS Loans Split: 50% - 1 Point - $10,000
Commission Example After 10 Closed Deals
Loan Amount: $1,000,000
Points Charge to Borrower by Commercial Mortgage Broker: 4 (4% of total loan amount)
Total Fee at 4%: $40,000
Commercial Mortgage Broker Split: 2.4 Points - $24,000
ICS Loans Split: 1.6 Points - $16,000
ICS OWNERSHIP GROUP:ICS Commercial Lending is owned by ICS Venture Partners LLC located in Seattle, WA.
ANNUAL BACKGROUND CHECK:In order to work with ICS as an Independent Broker, all Independent Brokers must pass a confidential annual background check returning no felonies or financial infractions. The cost of the annual background check fee is covered by ICS.
MEMBERSHIP MONTHLY FEE: ICS Commercial Lending is a member of the Commercial Mortgage Listing Service (CMLS). All ICS Commercial Lending Brokers are required to have a CMLS Membership allowing Brokers to list their loans for approved lenders to review on the open market, and includes all the services, tools, and resources necessary to work as a professional commercial mortgage broker. CMLS Membership fees are paid monthly directly to the CMLS, not ICS. CMLS monthly fees are currently $95/mo. ICS Commercial Lending does not collect any CMLS fees directly from Brokers. Brokers must sign-up with the CMLS and Pass the CMLS Broker Exam prior to being hired at ICS and must keep their CMLS membership active during their relationship with ICS Commercial Lending. ICS Commercial Lending may pay the CMLS monthly membership fee for Top Producers at ICS or reimburse ICS Brokers the monthly CMLS monthly fees based up Broker performance on a case-by-case basis. This is at the discretion of management.
CMLS SUPPORT SERVICES PROVIDED
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