This Independent Contractor Agreement, referred to as the “Agreement,” is entered into between Easy Realty, a Florida licensed real estate brokerage, referred to as the “Brokerage,” and the undersigned Florida licensed sales associate or broker associate, referred to as the “Associate.”
This Agreement becomes effective on the date it is signed by both parties.
Independent Contractor Relationship #
The Brokerage engages the Associate as an independent contractor to perform real estate brokerage activities through the Brokerage.
The Associate is not an employee of the Brokerage. Except for the agency and supervisory relationship required by Florida real estate license law, nothing in this Agreement creates an employer-employee relationship, partnership, joint venture, franchise, or other business relationship between the parties.
The Associate controls the manner, means, scheduling, location, and methods used to conduct the Associate’s business, subject to applicable law, the supervision legally required of the Brokerage, this Agreement, and the Office Policy Manual.
The Associate shall be compensated based upon the Associate’s production and completed real estate activities, not based upon hours worked.
The Associate is solely responsible for:
- Federal, state, and local income taxes;
- Self-employment taxes;
- Business licenses and occupational requirements;
- Real estate license renewal and continuing education;
- Business expenses;
- Transportation expenses;
- Professional memberships and subscriptions;
- Insurance not expressly provided by the Brokerage; and
- Any other expense incurred in conducting the Associate’s real estate business.
The Brokerage will not withhold payroll taxes from compensation paid to the Associate and will not provide wages, paid leave, unemployment benefits, workers’ compensation benefits, retirement benefits, health insurance, or other employee benefits except as required by law.
Real Estate License #
The Associate represents that the Associate holds a valid Florida real estate sales associate or broker associate license and is legally qualified to conduct real estate brokerage activities through the Brokerage.
The Associate shall maintain an active and current real estate license throughout the term of this Agreement and shall timely complete all continuing education and renewal requirements.
The Associate shall immediately notify the Brokerage of any complaint, investigation, disciplinary proceeding, restriction, suspension, expiration, involuntary inactive status, or other event affecting the Associate’s license or ability to perform real estate activities.
Failure to maintain an active license under the Brokerage shall automatically terminate the Associate’s authority to perform real estate services through the Brokerage.
Office Policy Manual #
The Associate acknowledges that the Brokerage maintains an Office Policy Manual establishing the policies, procedures, standards, responsibilities, compensation provisions, fees, deductions, transaction requirements, compliance requirements, technology requirements, and operating rules applicable to affiliated associates.
The Office Policy Manual, including all appendices, exhibits, schedules, policies, written procedures, and amendments issued under it, is incorporated into this Agreement by reference.
The Associate agrees to obtain, review, understand, and comply with the current Office Policy Manual and all subsequent amendments.
The Office Policy Manual is the controlling document governing the Associate’s affiliation with the Brokerage, including the operation of the Associate’s business through the Brokerage and the administration of the Associate’s transactions and compensation.
If a provision of this Agreement conflicts with the Office Policy Manual, the Office Policy Manual shall control to the fullest extent permitted by law. This provision does not authorize the Office Policy Manual to override a requirement imposed by applicable law or an executed transaction-specific agreement binding upon the Brokerage.
The Brokerage may amend the Office Policy Manual when the Brokerage determines that changes are necessary or appropriate for legal compliance, risk management, operational requirements, technology changes, economic conditions, insurance requirements, brokerage expenses, or other legitimate business purposes.
The Brokerage shall provide the Associate with written or electronic notice of material amendments. Unless a later effective date is stated in the notice, an amendment shall become effective upon delivery of the notice.
The Associate’s continued affiliation with the Brokerage after the effective date of an amendment constitutes acceptance of the amended Office Policy Manual. If the Associate does not accept an amendment, the Associate may terminate this Agreement before the amendment becomes effective, subject to all surviving obligations relating to pending transactions, compensation, fees, chargebacks, records, confidentiality, and Brokerage property.
Appendix A: Brokerage Fee Schedule #
The Brokerage Fee Schedule shall be maintained as Appendix A to the Office Policy Manual.
Appendix A may establish or describe:
- Commission plans;
- Transaction fees;
- Brokerage fees;
- Brokerage variable cost surcharges;
- Rental transaction fees;
- Referral transaction fees;
- Errors and omissions insurance contributions;
- Technology fees;
- Compliance fees;
- Administrative fees;
- Payment processing charges;
- Chargebacks;
- Optional service fees;
- Commission disbursement charges; and
- Other amounts payable to or deductible by the Brokerage.
No individual fee amount is incorporated directly into this Agreement. All applicable fee amounts, percentages, calculations, conditions, limitations, and payment requirements shall be stated in the then-current Appendix A.
Appendix A is incorporated into this Agreement through its inclusion in the Office Policy Manual.
The Associate authorizes the Brokerage to deduct all amounts properly due under the Office Policy Manual and Appendix A from commissions, rental commissions, referral fees, bonuses, incentives, reimbursements, revenue share payments, and any other compensation or funds payable to the Associate.
The Brokerage may amend Appendix A in the same manner as the Office Policy Manual. Amendments to Appendix A shall apply prospectively beginning on the effective date stated in the applicable notice.
Unless Appendix A or the amendment notice expressly provides otherwise, the fee schedule in effect when a transaction-specific brokerage agreement, referral agreement, lease, or other applicable written agreement is fully executed shall govern that transaction.
Fees, costs, deductions, chargebacks, and other obligations incurred before termination shall remain payable after termination.
You can find the most current version of the Easy Realty Independent Contractor Agreement (ICA), Office Policy Manual, Appendix A, and all brokerage policies in the Document Hub within the Easy Realty Agent Hub.
Associate Responsibilities #
The Associate shall use reasonable professional efforts to procure and service real estate business on behalf of the Brokerage.
The Associate shall conduct all real estate activities in a lawful, ethical, professional, and reputable manner and shall comply with:
- Chapter 475, Florida Statutes;
- Rules of the Florida Real Estate Commission;
- Federal, state, and local Fair Housing laws;
- Applicable antitrust laws;
- Applicable advertising laws and regulations;
- Applicable privacy and data security requirements;
- Multiple listing service rules applicable to the Associate’s activities;
- This Agreement;
- The Office Policy Manual; and
- Lawful instructions issued by the Broker or the Broker’s authorized representatives.
The Associate shall remain informed of legal, regulatory, contractual, and industry requirements affecting the Associate’s real estate activities.
The Associate shall not perform any act requiring a real estate license outside the authority of the Brokerage or through any person or entity other than the Brokerage unless expressly authorized in writing by the Broker and permitted by law.
The Associate has no authority to bind the Brokerage to any agreement, expense, representation, promise, settlement, refund, credit, commission adjustment, or legal obligation unless the Associate has received specific written authorization from the Broker.
Fair Housing and Nondiscrimination #
The Brokerage supports and practices Fair Housing and equal professional service.
The Associate shall comply with all applicable Fair Housing and nondiscrimination laws and shall not engage in discrimination, steering, redlining, discriminatory advertising, or any other prohibited conduct.
The Associate shall complete any Fair Housing training required by law, the Brokerage, an applicable multiple listing service, or the Office Policy Manual.
A violation of Fair Housing requirements may result in corrective action, suspension of Brokerage privileges, removal from a transaction, or termination of this Agreement.
Broker Supervision #
The Associate shall conduct the Associate’s business independently, subject to the supervision and control that the Brokerage is legally required to exercise over affiliated licensees and real estate transactions.
The Brokerage may establish mandatory procedures relating to legal compliance, transaction review, document submission, advertising, escrow, cybersecurity, communication systems, record retention, consumer protection, and risk management.
The existence or enforcement of those requirements does not convert the Associate into an employee.
Client and Transaction Relationships #
All brokerage relationships with buyers, sellers, landlords, tenants, and other consumers are relationships with the Brokerage.
The Associate procures and services the Brokerage’s clients on behalf of the Brokerage and within the scope of authority granted by the Brokerage.
All listings, buyer representation agreements, property management agreements, referral agreements, leases, transaction files, and other brokerage agreements entered into through the Brokerage belong to and shall be maintained by the Brokerage.
The Associate shall promptly provide the Brokerage with all agreements, records, communications, disclosures, reports, funds, and other information required by law or the Office Policy Manual.
Funds and Property Entrusted to the Associate #
The Associate shall promptly deliver to the Brokerage all deposits, escrow funds, checks, keys, documents, valuables, and other property or items received in connection with a real estate transaction.
Delivery shall occur within the period required by Florida law and any shorter period established by the Office Policy Manual.
The Associate shall not deposit transaction funds into a personal or business account controlled by the Associate unless expressly authorized by law and by the Broker in writing.
Compensation #
The Brokerage has the exclusive authority to negotiate brokerage compensation with buyers, sellers, landlords, tenants, referring brokers, cooperating brokers, and other parties.
All commissions, referral fees, rental commissions, bonuses, incentives, and other compensation generated through the Associate’s licensed activities are payable to the Brokerage.
The Associate shall receive compensation only from the Brokerage unless another payment method is expressly authorized by the Broker and permitted by law.
The Associate’s compensation shall be calculated and paid according to the Office Policy Manual and Appendix A in effect for the applicable transaction.
Compensation becomes payable to the Associate only after:
- The Brokerage has earned the compensation;
- The Brokerage has received the applicable funds;
- The funds have cleared;
- All required transaction documents have been submitted and approved;
- All outstanding compliance requirements have been satisfied; and
- All applicable fees, deductions, advances, chargebacks, and obligations have been accounted for.
The Brokerage may withhold or deduct amounts owed by the Associate under this Agreement, the Office Policy Manual, Appendix A, a transaction-specific agreement, or applicable law.
The Associate shall not rebate, credit, assign, share, advertise, promise, or modify any brokerage compensation without prior written approval from the Broker.
Compensation Disputes Between Associates #
If two or more associates claim entitlement to compensation from the same transaction or brokerage activity, the Broker shall determine the allocation of compensation based on the Brokerage’s records, applicable agreements, documented participation, procuring cause considerations when applicable, and the Office Policy Manual.
The Broker’s internal allocation decision shall govern payment by the Brokerage unless the parties execute a different written allocation approved by the Broker or unless applicable law requires otherwise.
Bonuses and Incentives #
Any monetary or nonmonetary bonus, incentive, award, premium, gift, trip, credit, or item of value arising from the Associate’s licensed real estate activities shall be processed through the Brokerage when required by law.
The treatment, allocation, reporting, valuation, and delivery of bonuses and incentives shall be governed by the Office Policy Manual and applicable law.
The Associate shall be responsible for any tax liability resulting from a bonus, incentive, or item of value attributed or delivered to the Associate.
Collection of Compensation #
The Brokerage is not obligated to initiate litigation, arbitration, mediation, a commission dispute, or a collection proceeding to recover compensation relating to a transaction handled by the Associate.
If the Brokerage elects to pursue unpaid compensation, the allocation of collection costs, legal fees, settlements, and recovered funds shall be governed by the Office Policy Manual, Appendix A, and any applicable transaction-specific agreement.
Pending Transactions and Post-Termination Compensation #
After termination, the Brokerage shall determine whether the Associate remains eligible for compensation from pending transactions according to the Office Policy Manual and the circumstances of each transaction.
The Brokerage may assign another licensee to service, correct, monitor, or complete a pending transaction.
The Brokerage may deduct from the terminated Associate’s compensation any amount owed to the Brokerage and any compensation or costs reasonably incurred to complete, correct, protect, or service the pending transaction, as authorized by the Office Policy Manual.
The Associate remains responsible after termination for chargebacks, refunds, indemnification obligations, fee reversals, unpaid balances, transaction deficiencies, and other obligations arising from activities performed during the Associate’s affiliation.
Business Expenses and Equipment #
The Associate is responsible for providing and maintaining the equipment and services necessary to conduct the Associate’s business unless the Office Policy Manual states otherwise.
These expenses may include transportation, vehicle insurance, mobile telephone service, computers, internet access, marketing, photography, signage, professional memberships, multiple listing service access, lockbox access, education, licensing, and other business expenses.
The Brokerage is not responsible for reimbursing the Associate for business expenses unless the Broker approves the expense in writing before it is incurred.
Automobile Insurance #
The Associate shall maintain a valid driver’s license and automobile liability insurance for any vehicle owned, leased, rented, or operated in connection with the Associate’s real estate activities. Such insurance shall, at all times during the Associate’s affiliation with the Brokerage, satisfy the minimum requirements established by the Brokerage. Unless otherwise specified in the Office Policy Manual, automobile liability insurance shall provide minimum liability limits of not less than $100,000 per person for bodily injury, $300,000 per occurrence for bodily injury, and $100,000 for property damage. The Brokerage may amend, increase, decrease, supplement, or otherwise modify automobile insurance requirements, coverage limits, documentation requirements, additional insured requirements, vehicle use restrictions, and related risk management standards through the Office Policy Manual, as amended from time to time, and the Associate agrees to comply with all such requirements.
The Associate shall maintain automobile liability insurance in a form and with an insurer acceptable to the Brokerage and shall cause the Brokerage, together with its owners, officers, directors, managers, brokers, employees, representatives, and affiliated entities, to be named as additional insureds on such policy whenever available. The Associate shall provide the Brokerage with a certificate of insurance, endorsement, declaration page, or other documentation acceptable to the Brokerage evidencing the required coverage and additional insured status upon affiliation, upon each policy renewal, and upon request.
The Associate shall notify the Brokerage in writing within five (5) business days of any cancellation, nonrenewal, lapse, suspension, material reduction in coverage, denial of renewal, or other change affecting the required automobile insurance coverage, and within five (5) business days of any suspension, restriction, revocation, expiration, or other loss of driving privileges relating to the Associate’s driver’s license.
The Associate shall not transport clients, customers, prospective buyers, prospective sellers, tenants, occupants, vendors, contractors, inspectors, appraisers, or any other third parties in the Associate’s personal vehicle while conducting real estate activities on behalf of the Brokerage unless expressly authorized in writing by the Brokerage.
The Associate acknowledges that automobile insurance requirements are subject to change and that continued affiliation with the Brokerage constitutes acceptance of any automobile insurance requirements adopted, modified, or supplemented by the Brokerage through the Office Policy Manual.
Failure to maintain the required automobile liability insurance, failure to provide proof of coverage, failure to disclose cancellation, nonrenewal, lapse, suspension, denial of renewal, material modification of coverage, or loss of driving privileges, failure to maintain the Brokerage as an additional insured when required by the Brokerage, failure to provide documentation acceptable to the Brokerage, or transporting third parties in violation of this section shall constitute a material breach of this Agreement and may result in immediate suspension or termination of the Associate’s affiliation with the Brokerage.
Errors and Omissions Insurance #
The Brokerage maintains errors and omissions insurance that includes coverage for affiliated licensees, subject to the terms, conditions, limits, exclusions, deductibles, and reporting requirements of the applicable policy.
Any Associate contribution, transaction charge, deductible responsibility, uninsured loss, or other errors and omissions insurance obligation shall be governed by the Office Policy Manual and Appendix A.
The existence of insurance does not relieve the Associate of responsibility for acts, omissions, violations, deductibles, uncovered claims, or conduct excluded from coverage.
Brokerage Systems, Communications, and Security #
The Associate shall use Brokerage-approved systems, forms, email accounts, transaction management platforms, electronic signature platforms, and communication methods when required by the Office Policy Manual.
The Associate shall comply with all Brokerage requirements concerning passwords, multifactor authentication, cybersecurity, privacy, record retention, fraud prevention, wire fraud warnings, data protection, and transaction communications.
Brokerage-provided accounts, email addresses, software access, telephone numbers, websites, domains, profiles, and technology resources remain the property of the Brokerage unless otherwise stated in writing.
The Brokerage may suspend or terminate access to Brokerage systems when reasonably necessary to protect clients, transactions, data, systems, or the Brokerage.
Advertising and Brokerage Identity #
All advertising and marketing connected with the Associate’s licensed activities must comply with applicable law and the Office Policy Manual.
The Associate shall not publish or distribute advertising that misrepresents the Associate’s relationship with the Brokerage, creates an unauthorized brokerage identity, or fails to properly identify the Brokerage.
The Associate shall promptly correct, remove, transfer, or discontinue advertising when directed by the Broker or upon termination of this Agreement.
Brokerage Records and Property #
All transaction records, client records, lead records, contracts, disclosures, correspondence, documents, reports, files, database entries, and other materials created, received, or maintained in connection with Brokerage business are Brokerage records.
Brokerage property also includes Brokerage forms, manuals, training materials, policy documents, procedures, branding, signs, keys, software, data, websites, email accounts, marketing assets, and confidential business information.
Upon request or termination, the Associate shall immediately return Brokerage property and shall not retain copies except when retention is required by law and authorized by the Broker.
Confidentiality #
The Associate may receive confidential, proprietary, or nonpublic information while affiliated with the Brokerage.
Confidential information includes:
- Buyer, seller, landlord, tenant, and client information;
- Transaction information;
- Lead information;
- Associate and employee information;
- Financial information;
- Commission and fee information;
- Business plans;
- Marketing strategies;
- Internal communications;
- Security procedures;
- Technology configurations;
- Login credentials;
- The Office Policy Manual;
- Appendix A; and
- Other nonpublic Brokerage information.
The Associate shall use confidential information only for authorized Brokerage business and shall take reasonable measures to prevent unauthorized access, use, copying, disclosure, or distribution.
These confidentiality obligations survive termination of this Agreement.
Indemnification #
To the fullest extent permitted by law, the Associate shall indemnify, defend, and hold harmless the Brokerage and its owners, officers, directors, managers, brokers, employees, representatives, and affiliated entities from claims, damages, losses, liabilities, fines, penalties, costs, and reasonable attorneys’ fees arising from or relating to:
- The Associate’s acts or omissions;
- The Associate’s negligence or misconduct;
- A misrepresentation made by the Associate;
- A violation of law or regulation by the Associate;
- A violation of this Agreement or the Office Policy Manual;
- An unauthorized obligation created by the Associate;
- An advertising or intellectual property violation;
- A privacy, cybersecurity, or data security incident caused by the Associate; or
- A claim arising from an expense, contract, assistant, vendor, or service provider engaged by the Associate.
This section survives termination of the Agreement.
Assistants, Teams, and Vendors #
The Associate shall not employ, retain, sponsor, supervise, or use an assistant, team member, vendor, marketing provider, transaction coordinator, or other service provider in connection with Brokerage business except as permitted by law and the Office Policy Manual.
The Associate remains responsible for the conduct, expenses, security practices, and compliance of any person or service provider engaged by the Associate.
No such person becomes an employee, contractor, or agent of the Brokerage merely because the Associate engages or pays that person.
Term and Termination #
This Agreement shall continue until terminated by either party.
Either party may terminate this Agreement at any time by written notice to the other party.
The Brokerage may terminate the Agreement immediately when the Broker determines that immediate termination is reasonably necessary because of:
- A violation of law;
- A licensing issue;
- A violation of the Office Policy Manual;
- Fraud, dishonesty, or misrepresentation;
- Conduct creating a risk to a client, consumer, transaction, licensee, or the Brokerage;
- Failure to submit transaction documents or funds;
- Misuse of Brokerage systems, information, or property;
- Unauthorized advertising or representations;
- Nonpayment of amounts due to the Brokerage; or
- Any other lawful reason.
Termination does not eliminate obligations that arose before termination or provisions that by their nature are intended to survive termination.
Actions Required Upon Termination #
Upon termination, the Associate shall:
- Immediately stop representing that the Associate is affiliated with the Brokerage;
- Stop conducting licensed activities through the Brokerage;
- Return all Brokerage property;
- Provide all outstanding transaction records and communications;
- Transfer control of Brokerage-related accounts and assets when required;
- Remove or correct advertising identifying the Associate with the Brokerage;
- Protect confidential information;
- Cooperate in transitioning pending transactions; and
- Pay all amounts owed to the Brokerage.
The Brokerage may immediately disable the Associate’s access to Brokerage systems, email, files, platforms, leads, records, and technology upon termination.
Dispute Resolution #
The parties shall first attempt in good faith to resolve any dispute arising from this Agreement through direct discussion.
If the dispute is not resolved, the parties shall submit the dispute to mediation in Florida before filing a lawsuit or commencing arbitration, except when emergency injunctive relief is reasonably necessary.
Unless the parties agree otherwise in writing, mediation costs shall be divided equally.
If mediation does not resolve the dispute, the dispute shall be resolved through binding arbitration in Florida in accordance with the rules agreed upon by the parties or, if no separate agreement is reached, the applicable commercial arbitration rules of the American Arbitration Association.
Judgment on an arbitration award may be entered in any court having jurisdiction.
Each party shall pay its own attorneys’ fees and costs unless an arbitrator or court determines that a fee award is required by this Agreement, another written agreement, or applicable law.
Governing Law #
This Agreement shall be governed by and construed under the laws of the State of Florida.
Any mediation, arbitration, or court proceeding shall take place in Osceola County, Florida unless the parties agree otherwise in writing or applicable law requires another location.
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Notices #
Any notice required under this Agreement may be delivered personally, by mail, or electronically.
Electronic notice may be delivered to the Associate’s Brokerage-issued email address, the Associate’s email address maintained in Brokerage records, the Brokerage’s transaction or document management system, or another electronic system designated in the Office Policy Manual.
The Associate is responsible for maintaining current contact information and regularly monitoring required Brokerage communication systems.
Assignment #
The Associate may not assign or transfer this Agreement or any right to compensation under it without the Broker’s prior written approval.
The Brokerage may assign this Agreement to a successor brokerage entity or affiliated entity when permitted by law, provided that the successor assumes the Brokerage’s obligations under this Agreement.
No Waiver #
A failure or delay by either party to enforce a provision of this Agreement or the Office Policy Manual does not waive that provision or the right to enforce it later.
A waiver is effective only if it is in writing and signed by the party granting the waiver.
Severability #
If any provision of this Agreement or the incorporated Office Policy Manual is determined to be invalid or unenforceable, the remaining provisions shall remain effective to the fullest extent permitted by law.
An invalid or unenforceable provision shall be interpreted or limited as necessary to make it enforceable while preserving its intended purpose to the greatest extent permitted by law.
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Electronic Signatures and Counterparts #
This Agreement may be executed electronically and in separate counterparts.
Electronic signatures and electronic copies shall have the same effect as original signatures and original documents.
Entire Agreement and Controlling Documents #
This Agreement and the Office Policy Manual, including Appendix A and all other incorporated appendices, schedules, exhibits, policies, and amendments, constitute the agreement governing the Associate’s affiliation with the Brokerage.
The Office Policy Manual is the controlling operational document and governs compensation administration, fees, deductions, transaction procedures, technology requirements, compliance requirements, and other conditions of affiliation.
Appendix A to the Office Policy Manual is the controlling Brokerage Fee Schedule.
No verbal statement, informal communication, prior practice, or representation modifies this Agreement or the Office Policy Manual unless the modification is issued or approved in writing by the Broker.
