The exclusivity period in accordance with clause 11 of the exclusivity agreement is six months.
- On February 14, 2023, the parties signed an additional exclusivity agreement, which is the same exclusivity agreement, with the addition of handwritten amendments to which the parties agreed.
Among other things, the parties added in clause 3 that the brokerage fees would be paid "on condition that at least ILS 2 million was given from the buyer to the seller."
- The plaintiff carried out marketing activities of the property, including advertising on websites, social networks, and proactive contact with his customers (there is a dispute between the parties as to when the marketing activities were carried out).
The sale transaction that is the subject of the lawsuit
- On April 2, 2023, a real estate sale agreement was signed, in which the defendants sold the house to buyers for the sum of ILS 11,111,111 (hereinafter: the "Conditional Sale Agreement").
The sale agreement was conditional on a terminating condition according to which if the buyers did not sell the house they owned by June 2, 2023, then the buyers would be entitled to notify the sellers (the defendants) of the cancellation of the agreement. Section 14 of the sale agreement, entitled "Terminating Condition", establishes clear and explicit provisions regarding the terminator's condition.
In accordance with the sale agreement, the first payment paid at the time of signing the agreement is ILS 1,500,000. The second payment is set for June 5, 2023.
- On May 23, 2023, the buyers, through their counsel, informed the defendants that they had not sold their home and therefore they are announcing the cancellation of the sale agreement.
The parties reported to the real estate tax authorities the cancellation of the sale agreement and acted to delete the warning note that was recorded.
- On February 15, 2024, three months after the filing of the claim, a new sale agreement was signed between the defendants and those buyers, in which the defendants sold the house to buyers in the amount of ILS 10,500,000 (hereinafter: the "Second Sale Agreement").
The parties' arguments
- According to the plaintiff, he is entitled to a brokerage fee for the sale transaction dated April 2, 2023 at a rate of 2% plus VAT, by virtue of the brokerage agreement and the exclusivity agreement.
According to him, the terminator's condition and the fact that the sale agreement was cancelled have no impact on his entitlement to brokerage fees.