OREA Form 201 – Seller Customer Service Agreement Commission Agreement For Property Not Listed

Jurisdiction: Canada | Province: Ontario

What is an OREA Form 201 – Seller Customer Service Agreement Commission Agreement For Property Not Listed?

This form is a written agreement between you, as a seller, and a real estate brokerage. It sets out limited “customer” level services and the commission you agree to pay if a buyer introduced by the brokerage purchases your property. The property is not listed for sale. You are not putting the property on a multiple listing service. You are authorizing the brokerage to introduce buyers and to earn a commission if one of those buyers buys.

The form clarifies the relationship. You are a “customer,” not a “client.” That means the brokerage does not represent you. The brokerage owes you honesty and fair dealing. It does not owe you fiduciary duties. It will not advocate for you or negotiate for you. It can represent the buyer while you remain a customer.

You use this agreement to protect both sides when you do not want a full listing. You may want to keep the sale private. You may only want to consider one or a few specific buyers. You may be exploring an interest without full marketing. The form defines commission, timing, and the trigger events that make commission payable. It also sets the term, any “holdover” period, and extra terms in schedules if needed.

Who typically uses this form?

Homeowners selling privately. Investors are selling an asset off-market. Builders testing interest before launch. Executors disposing of an estate property. Corporations are selling a unit discreetly. Owners after an expired listing who want to consider one agent’s buyer. Landlords are open to selling to a tenant or a buyer brought by a salesperson.

Why would you need this form?

You want a brokerage to introduce a real buyer, but you do not want a listing. You want clear commission terms if that buyer purchases. You want clarity on what the brokerage can and cannot do. You want a defined time limit and a holdover window. You want to avoid disputes about who introduced the buyer and when the commission is due.

Typical usage scenarios

You are a for-sale-by-owner. A salesperson has a buyer ready to view. You sign this form before any showing so the commission obligation is clear. Or your listing expired. You are not ready to re-list. A brokerage says it has a buyer. You sign this form to cover the buyer introduction only. Or you are selling a commercial unit to a targeted buyer list. You keep it off public markets. The brokerage introduces a short list of buyers. The commission clause protects their fee if one of them buys.

The form balances flexibility and protection. You keep control over marketing. You can continue to sell on your own. You can refuse to proceed. But if a buyer introduced by the brokerage buys within the term or holdover, you owe the agreed commission.

When Would You Use an OREA Form 201 – Seller Customer Service Agreement Commission Agreement For Property Not Listed?

Use this agreement when you prefer an off-market approach. You want to consider specific buyers without public listing exposure. You might be testing price or terms in a controlled way. You might require discretion due to tenants, business operations, or privacy concerns. The property could be sensitive, such as a family home, a portfolio asset, or a site in early planning.

A common scenario is a private seller approached by a buyer’s salesperson. You do not want a full listing, but you are open to that buyer. The brokerage asks you to sign this form before showings or discussions. It secures a commission if the buyer buys. You still sell privately if you find your own buyer. You only pay the commission if the sale is to a buyer they introduced.

Another scenario is a past listing that has ended. You want a pause from public marketing. A brokerage has a buyer who missed the listing. You sign this form for that one buyer. If a deal happens, the commission is set. If nothing happens, you owe nothing. You can later re-list or sell otherwise.

Executors and attorneys for property use this form to manage risk. They can solicit offers from a small group without a listing. The form creates a clear commission obligation only if a sale results to an introduced buyer. That can fit court or governance expectations about documenting obligations.

Developers and builders also use the form for pre-market tests. The brokerage can introduce a few vetted buyers. If one buys, the commission is earned. If plans change, you have no listing to cancel. You keep discretion on timing.

Landlords sometimes sign this when a tenant or a buyer agent approaches with a purchase idea. You can evaluate the purchase without converting your rental ad or operations into a listing. You only pay if the tenant or introduced buyer actually buys.

In short, use it when you want targeted buyer introductions and a clear commission promise, without a listing.

Legal Characteristics of the OREA Form 201 – Seller Customer Service Agreement Commission Agreement For Property Not Listed

This agreement is a binding contract between you and the brokerage. It is enforceable if it has clear parties, property, a defined term, remuneration, and a trigger for commission. The form sets those elements in plain language. Courts in Ontario look at certainty of terms, mutual intent, and consideration. Commission is the consideration. Your signature and the brokerage’s acceptance show intent.

Because you are a “customer,” the brokerage does not represent you. You do not receive advice or advocacy. The brokerage must treat you fairly and honestly. It must not misrepresent facts. It can represent the buyer and provide advice to the buyer. That is permitted. The form usually includes your acknowledgement of this status and your consent to the brokerage acting for the buyer.

Enforceability relies on a defined timeframe. The form states a start date and an expiry time. It also sets a holdover period. In a holdover, if a buyer introduced during the term buys within the holdover, commission is still payable. The form should define what “introduced” means. Often, this means showing the property or introducing you to the brokerage. You may also agree to a named-buyer list. The tighter the wording, the clearer the enforcement.

The commission clause is central. It states the commission as a percentage or a fixed fee. It states that applicable taxes are extra. It defines when commission is payable. It is often payable on the completion of a sale to an introduced buyer. If a seller’s default causes the deal to fail, the commission clause may still trigger. Read that clause carefully. If it states that commission is earned when you accept an offer from an introduced buyer, the trigger is earlier. Know which trigger applies before you sign.

The form often explains that the brokerage may share commission with a cooperating brokerage. You do not pay more than the agreed total. The brokerage pays any split out of its commission. The form sometimes allows the brokerage to accept a deposit from a buyer, but deposit handling is typically set in the purchase agreement, not this form.

Authority and capacity matter. All legal owners should sign. If only one owner signs, commission can still be due under contract law. But disputes are more likely. If the property is a matrimonial home, spousal consent helps reduce risk. The form often includes a spousal consent line. That confirms the spouse knows about the agreement and consents to any rights it grants.

The form integrates consumer protection requirements. It includes the service description, remuneration structure, expiry date, and your acknowledgements. It advises you that you are not a client and will not receive advice. It suggests you seek independent advice if you need it. Keep a signed copy. Initial any changes on each page.

You must also avoid conflicts with any current listing. If you have an active listing, use the proper commission agreement for the listed property instead. Do not sign overlapping agreements that create double commission risk. If in doubt, wait until the listing ends or have clear written carve-outs.

Finally, keep confidentiality in mind. The brokerage may share property information with the buyer. It should not share your confidential information without your consent. If you need extra confidentiality, add terms in a schedule. For example, bar disclosure of price guidance or financial details without your written consent.

How to Fill Out an OREA Form 201 – Seller Customer Service Agreement Commission Agreement For Property Not Listed

Follow these steps. Work through the form in order. Write clearly. Avoid blanks. Use “N/A” where a clause does not apply. Initial all changes.

1) Identify the parties.

• Insert the full legal name of the brokerage. Use the exact registered brokerage name. Do not use a team or trade name.
• Insert your full legal name as it appears on the title. If there are multiple owners, list each owner. If an owner is a corporation, use the corporate name. Include the signing officer’s name and title.
• If an attorney for property or an executor is signing, state the capacity. Have the supporting document available. The brokerage will need to see it.

2) Describe the property.

• Write the municipal address. Include unit number if applicable.
• Add the legal description if you have it. Include PIN or roll number if known for clarity.
• If the land area or specific parking or locker units matter, list them. This avoids later disputes about scope.

3) Set the term of the agreement.

• Insert the start date and time. Make it precise. Use a.m. or p.m.
• Insert the expiry date and time. Keep the term realistic. For one-buyer introductions, a few days to a few weeks is common.
• Add a holdover period in days. This protects the brokerage if the introduced buyer returns after expiry. Many sellers use 30 to 90 days. Choose what matches your sales cycle.

4) Define the commission.

• Choose a percentage of the sale price or a fixed dollar amount. Write the figure in numbers and words.
• State that HST is extra. Most forms include HST by default. Confirm and do not strike it without advice.
• State when the commission is earned and payable. Many forms say it is earned when you accept an agreement of purchase and sale with an introduced buyer, and is payable on completion. If you prefer “payable on completion only,” ensure the wording matches. Strike and initial any changes. The registrant must initial as well.
• If you want a different rate above or below a price threshold, add that in a schedule. Reference the schedule in the commission clause.

5) Clarify what “introduced” means.

• The standard wording often covers buyers whom the brokerage introduced to you or showed the property to during the term. If you want this limited to named buyers, add a buyer list in a schedule. Reference it in the body by “as per Schedule A.”
• If you prefer that the commission is due only if the same buyer closes, say so. For example, “commission applies only to the named buyers in Schedule A.” Initial any changes.

6) Confirm the scope of services.

• You are not listing the property. The brokerage will not place it on MLS. The brokerage may contact and show the property to prospects. It may convey information and offers.
• You will not receive advice on value or negotiation as a customer. If you want advice and advocacy, ask about a listing or a representation agreement instead.
• If you want the brokerage to arrange showings only at set times or with specific notice, add that in a schedule. For tenant-occupied properties, set a minimum notice.

7) Acknowledge customer status and consent to buyer representation.

• Read the section that explains customer status. You are not a client. The brokerage may represent the buyer. You agree to fair dealing without fiduciary duties.
• If the brokerage is already working with a specific buyer, consent to that. This removes confusion during offer discussions.
• If you want the brokerage to treat you as a client instead, pause and ask for the proper representation form. Do not sign this form in that case.

8) Add any cooperating brokerage terms.

• The form typically lets the brokerage share its commission. You pay the agreed commission only once. The brokerage handles any splits. No extra charge to you unless you add it.
• If you want to cap your total payout, make sure the clause states your total cost clearly.

9) Include disclosures and seller promises.

• Confirm you have the authority to enter into this agreement. Confirm you are not under an active listing. If you are, stop and use the correct form.
• Promise not to circumvent the commission. If a buyer is introduced under this agreement, direct future contacts through the brokerage until expiry. If the buyer later approaches you directly within the holdover, the commission still applies.
• If you want to exclude pre-existing prospects, list them in a schedule as exclusions.

10) Address spousal consent if applicable.

• If the property is a matrimonial home, the non-owner spouse should sign the spousal consent line. That shows awareness and consent to the agreement’s rights. It reduces later challenges.

11) Add confidentiality and showing protocols if needed.

• If you require a confidentiality agreement before showings, add it as a schedule. Reference it in the form.
• For commercial or tenanted properties, set rules for access, photography, and financial document sharing in a schedule.

12) Complete the indemnities and limitation language.

• Review any limitation of liability clause. The brokerage typically disclaims responsibility for measurement, defects, or third-party reports. If you rely on third-party data, say so in the schedule.

13) Signatures and acceptance.

• Each owner signs and dates. Print names clearly. Initial each page.
• The brokerage signs through its registrant. The salesperson or broker signs, prints their name, and adds the registration number if the form provides a field.
• If you sign electronically, ensure you receive a completed copy right away.

14) Attach schedules and cross-reference them.

• Label each schedule (Schedule A, B, etc.). Put a clear heading on each schedule. For example, “Schedule A: Named Buyers and Commission.”
• In the body of the agreement, write “See Schedule A” where applicable. This ties the schedule into the agreement.
• Initial each schedule. Ensure both sides are initial.

15) Deliver copies.

• You should receive a true copy upon signing. Keep a digital and a paper copy. Share with your lawyer if you receive an offer.

16) Practical settings and tips.

• Align your expiry with your availability for showings. Do not pick end-of-day times that you may miss.
• Pick a holdover that matches your market. Too long can feel burdensome. Being too short can invite disputes if a buyer returns late.
• Avoid blanks. If you do not agree with a clause, strike it and initial. Partial blanks can create uncertainty and risk.

17) Common customizations that help.

• Named buyer only. For a one-buyer situation, list the buyer’s full legal name and any related entity in a schedule.
• Commission scale. For higher-price transactions, you can set a tiered rate. For example, a lower rate above a threshold. Put it in a schedule with an example calculation.
• Tenant coordination. Require a 24-hour notice and a limit on the number of attendees. Set showing windows and safety rules.
• Data room rules. For commercial assets, state that certain documents are available after the buyer signs a confidentiality agreement. Tie this to the identification of the buyer.

18) Before you sign, sanity-check.

• Do you understand when commission is earned and when it is payable?
• Is the commission structure exactly as you expect, with HST addressed?
• Are the term and holdover realistic?
• Are the buyer introduction limits clear?
• Have all owners and any spouse signed?

With this form complete, you give the brokerage a clear path to bring you a buyer. You avoid a full listing. You know when the commission applies. You set boundaries and timelines. You reduce the chance of disputes about introductions and fees.

Legal Terms You Might Encounter

• Customer means you receive limited services without representation. In OREA Form 201 – Seller Customer Service Agreement Commission Agreement For Property Not Listed, you authorize certain tasks. You do not receive fiduciary duties that a client gets.
• Client means full representation and fiduciary duties. This form is not a listing agreement. You are a customer under a commission agreement for an unlisted property.
• Commission is the amount you agree to pay the brokerage. It compensates the brokerage for introducing a buyer or completing specified services. The form states the amount and when it is earned.
• Commission trigger explains when the commission becomes payable. In this form, triggers can include an introduction that leads to a deal. They can also include a successful agreement to sell or a completed sale.
• Cooperating brokerage is a different brokerage that brings a buyer. The form can allow the listing or customer-service brokerage to share commission. It also sets who pays which portion.
• Introduction means the brokerage connects a specific buyer to your property. An introduction can happen by showing, disclosure, or arranging contact. The form can make commission payable if that introduction leads to a deal.
• Holdover period is a time after the form ends when commission may still be payable. It applies if a buyer introduced during the agreement buys later. The form states how long the holdover lasts.
• Multiple representation happens if the same brokerage deals with both you and the buyer. The form handles your consent options for that scenario. You can allow or refuse this in writing.
• Indemnity and hold harmless limit the brokerage’s liability for certain losses. You may agree not to pursue the brokerage for specific claims. Read these clauses so you understand your risk.
• Term and expiry define when the agreement starts and ends. The form lists the start date and end date. It also lists any holdover beyond the end date.
• Irrevocability can apply to your offer to enter the agreement. Once signed, you cannot withdraw until the stated time passes. Check the dates and times carefully.
• Amendment means any change must be in writing and signed. The form sets that expectation. You and the brokerage must initial or sign each change.

FAQs

Do you need the OREA Form 201 if your property is not listed?

Yes, if you want a brokerage to work with you as a customer. Use it when you are not signing a listing agreement. It sets the commission and duties for an unlisted property. It covers introductions and payment terms. It protects both sides with clear triggers.

Do you pay commission if you find the buyer yourself?

It depends on what the form says. Many versions exclude buyers you bring yourself if you list them. Some still require commission if the brokerage contributed in key ways. Make sure exclusions and triggers are clear in writing. Add names of excluded buyers if needed.

Do you owe commission if the deal collapses?

Check the commission trigger. If the trigger is a completed sale, you may not owe it for a failed deal. If the trigger is an accepted agreement, payment may still be owed. Review any conditions. Confirm if commission is tied to completion or acceptance.

Can you cancel the OREA Form 201 before it expires?

You can only cancel early if the agreement allows it or both sides agree. Most agreements require a mutual written release. You can ask for a release at any time. The brokerage is not required to agree, unless the form gives you that right.

Can you sign OREA Form 201 with more than one brokerage?

Avoid overlapping agreements for the same services and property. Overlap can create a risk of double commission. If you change brokerages, end the first agreement properly. Secure a written termination or wait until expiry. Keep clear records to avoid disputes.

Do you still pay commission after the agreement ends?

You might, during the holdover period. If a buyer introduced during the agreement buys in that period, you may owe commission. Check the holdover length and scope. Keep a list of introduced buyers with dates.

Do you have to consent to multiple representations?

No. You can refuse it in writing. If you allow it, the brokerage must follow clear conflict rules. Your consent is specific to this agreement. You can set conditions or limits.

Is HST included in the commission amount?

Check the commission line for clarity. If the form is silent, taxes usually apply on top. Ask the brokerage to state “plus HST” or “HST included.” Confirm the total cost in writing.

Checklist: Before, During, and After the OREA Form 201 – Seller Customer Service Agreement Commission Agreement For Property Not Listed

Before signing

• Confirm the legal names of all owners on the title.
• Gather IDs for all signing owners.
• Confirm the property’s municipal address and legal description.
• List fixtures and chattels that stay or go.
• Note any tenants and lease terms if applicable.
• Prepare your preferred commission structure and amount.
• Decide if HST is included or added to the commission.
• Decide which buyers, if any, you want to exclude.
• Decide how you want introductions defined.
• Choose whether to allow multiple representations.
• Review your desired start and end dates.
• Decide if you want a holdover period and for how long.
• Confirm your mailing address, email, and phone.
• Plan how to handle cooperating brokerages.
• Align with any co-owners on terms and goals.
• Review any existing agreements to avoid overlap.

During signing

• Check the brokerage’s full legal name and address.
• Confirm the salesperson or broker’s name and registration number.
• Verify the property description, including PIN or lot details if used.
• Confirm the exact commission amount and structure.
• Confirm whether HST is included or added.
• Verify the commission trigger as written.
• Clarify exclusions for buyers you bring yourself.
• Insert any named excluded buyers and describe them.
• Confirm the start and end dates and times.
• Verify the length and scope of the holdover period.
• Review the multiple representation consent section.
• Review privacy and use-of-information clauses.
• Confirm who pays cooperating brokerages and how much.
• Review any indemnity or limitation of liability terms.
• Cross out any clauses you do not agree with.
• Initial all changes and cross-outs by both parties.
• Initial every page and sign where indicated.
• Date the agreement and write the signing location.
• Ask for a complete copy before leaving.

After signing

• Store a full, signed copy in a secure folder.
• Share a copy with all co-owners right away.
• Add the expiry and holdover dates to your calendar.
• Keep a running log of buyer introductions and dates.
• Save emails or texts that confirm any introductions.
• Notify any advisors who should know the terms.
• Tell the brokerage in writing if you change contact info.
• Avoid signing overlapping agreements for the same period.
• Use a written amendment for any changes.
• If you end the agreement early, get a signed release.
• Keep all documents for your records after the deal closes.

Common Mistakes to Avoid OREA Form 201 – Seller Customer Service Agreement Commission Agreement For Property Not Listed

Leaving blanks or vague terms

• This leads to disputes about what you owe and when. Fill every blank and define triggers. Don’t forget to initial any cross-outs.

Overlapping agreements with more than one brokerage

• This can cause double commission claims. End the first agreement before starting another. Don’t forget to get a mutual release if needed.

Ignoring the holdover period

• You may owe commission after expiry if a buyer was introduced earlier. Record introductions and dates. Don’t forget to track the holdover end date.

Forgetting to list excluded buyers

• If you plan to bring your own buyer, put it in writing. Name them in the form. Don’t forget to describe them clearly to avoid confusion.

Assuming you are a client, not a customer

• This form sets customer service, not full representation. Your rights and duties differ. Don’t forget to request the correct agreement if you want full representation.

What to Do After Filling Out the Form OREA Form 201 – Seller Customer Service Agreement Commission Agreement For Property Not Listed

Distribute copies

• Send a full, signed copy to all owners. Keep one for yourself. The brokerage already retains a copy. Share it with your advisor if you have one.

Set reminders

• Calendar the end date and holdover end date. Add reminders two weeks before each date. Note any milestones tied to commission triggers.

Track buyer introductions

• Ask the brokerage to confirm each introduction in writing. Record the date, buyer name, and how they were introduced. Keep this log with your agreement.

Align expectations on services

• Confirm what tasks the brokerage will perform. Confirm how and when they will report activity. Agree on how to book showings for interested buyers.

Clarify cooperating brokerage payments

• Confirm whether the commission is shared. Verify your total cost stays the same. Make sure the form matches your understanding.

Manage changes with written amendments

• If you change commission or dates, amend in writing. Sign and date the amendment. Keep it with the original agreement.

Avoid overlap with other agreements

• Do not sign another commission or listing agreement that overlaps. If you must change brokerages, seek a written release. Confirm the effective date of termination.

Prepare for a potential deal

• Gather key property documents. Keep utility costs, taxes, and maintenance records ready. Have recent repair receipts handy for buyer questions.

Communicate promptly

• If the brokerage introduces a buyer, respond quickly. If you negotiate, update the brokerage on progress. Keep everything in writing.

Close out properly after a sale

• Confirm the commission amount per the agreement. Confirm whether HST is included or added. Get a final invoice and payment instructions in writing.

If no sale occurs

• Confirm that the agreement has expired. Confirm the holdover end date. Keep your introduction log in case a later deal arises.

If you want to end early

• Review the agreement for termination terms. Ask the brokerage for a mutual release in writing. Confirm that both sides sign and date it.