Preview
FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018
NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024
HL EXHIBIT 21
DEBORAH DOERN AFFIDAVIT
FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018
NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024
SUPREME COURT OF THE STATE OF NEW YORK
COUNTY OF WESTCHESTER
PAMELA GOLDSTEIN, )
ELLYN & TONY BERK as Administrators of )
the Estate of Winifred Berk, and PAUL )
BENJAMIN, on behalf of themselves and all ) AFFIDAVIT
others similarly situated, )
) Index No. 60767/2018
Plaintiffs, ) Hon. Linda S. Jamieson
vs. )
)
HOULIHAN/LAWRENCE INC., )
)
Defendant. )
)
AFFIDAVIT
Deborah Doern, being first duly sworn, deposes and says:
1. My name is Deborah Doern. I am 61 years old, and I live in Mamaroneck, New
York. I have two children. I have lived in New York for all of my adult life.
2. I first began practicing as a real estate agent in New York in 1994. In order to
become a real estate agent, I had to obtain a license, which required me to complete dozens of
hours of courses that are required by the State of New York. I also had to take and pass a State-
administered test. The required license courses covered many topics related to being a real estate
agent, including agency law, license law, finance, construction and development, taxes, Fair
Housing and Fair Lending, and other similar topics. To maintain my license, I have to complete a
required number of additional continuing-education classes every two years.
3. As a real estate agent, I represented numerous sellers and buyers in real estate
transactions in New York. Sometimes I represented the seller of the home. Sometimes I
represented the buyer of the home. In every transaction, I did my best to give good advice to my
FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018
NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024
client and to provide great customer service. My goal was to make the transaction as easy as
possible for my clients and to help them to achieve their objectives.
4. In my personal experience, every real estate transaction is unique. Some home
sellers are under time pressure and want to sell as quickly as possible. Other home sellers are
"perfect"
more patient and are willing to wait for the so-called offer. Some homebuyers want to
see every house on the market and will spend months looking at properties. Other homebuyers
buy the first house they go through.
5. In my experience, positive referrals are key to becoming a successful real estate
agent. When an agent successfully represents a client and that client is happy with the services
provided, that client may then recommend the agent to their friends and family members who are
looking for a real estate agent. And if that client decides to sell or buy another house a few years
later, a satisfied client will often become a repeat client. The majority of a real estate agent's
business today comes from positive referrals from previous clients, repeat business from
previous clients, or people who have sought the particular real estate agent out because of their
good reputation they developed over the years. In my opinion, if clients were not generally
happy with the services and advice that a particular agent provided, that agent would become a
successful agent.
6. In 2007, I joined Houlihan Lawrence as a manager for the Rye office, which is
located in Westchester County, New York. I also managed the Chappaqua and Larchmont
ofñces. In 2019, I became a Houlihan Lawrence Regional Manager and oversaw all managers. In
2020, I became the Senior Vice Present of Sales for Houlihan Lawrence. In my current role, all
Houlihan Lawrence managers report to me.
2
FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018
NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024
7. As a manager and as a Senior Vice President, I am an employee of Houlihan
Lawrence.
8. As part of my duties as a manager, I was responsible for supervising the
administrative support staff in the office. I was also responsible for recruiting new agents to join
our office, retaining our agents (the most successful of whom are often recruited by other
brokerage companies), keeping agents updated on developments within the real estate industry,
providing support to agents as requested, organizing office events, and assisting in resolving any
disputes between agents, among many other tasks.
9. As a previous office manager and now as a Senior Vice President, I am familiar
with the types of training and support services offered by Houlihan Lawrence to its agents.
10. As a preliminary matter, all real estate training courses and materials offered by
Houlihan Lawrence to its real estate agents are optional. During my time as an office manager,
Houlihan Lawrence has never required its real estate agents to attend any particular training.
Rather, the Houlihan Lawrence training is offered as an optional benefit of affiliation with
Houlihan Lawrence.
11. In my experience, Houlihan Lawrence real estate agents receive both formal and
informal training from a variety of sources. First and foremost, as I stated earlier, most real estate
agents in New York have completed the State-required courses to become licensed either as a
salesperson or a broker under New York law. To maintain such a license, the agent must take
continuing education courses. In addition, most real estate agents are members of the National
Association of REALTORS®, the New York State Association of REALTORS®, and local
boards of REALTORS® (such as the Hudson Gateway Association of REALTORS®). These
associations host numerous events and gatherings throughout the course of the year, and many of
3
FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018
NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024
these events include presentations and training on various topics related to being a real estate
agent.
12. I understand that there is a lawsuit currently pending against Houlihan Lawrence
in the Supreme Court of New York in Westchester County and that this affidavit will be
submitted to the Court in that matter. I understand that the plaintiffs in this lawsuit allege that
Houlihan Lawrence and its agents systematically fail to obtain informed consent from their
clients when acting as either a dual agent or a dual agent with designated salespersons.
Specifically, I understand that the plaintiffs allege that Houlihan Lawrence has imposed some
script"
type of "uniform such that all Houlihan Lawrence agents provide the same information to
clients about dual and designated agency when obtaining their consent. Based on my own
personal experience, I can say that these allegations are wrong.
13. As a preliminary matter, all real estate agents in New York are required to provide
their clients with a State-mandated form that describes the types of agency relationships
Form"
permitted under New York law. I generally refer to this form as the "Agency Disclosure
Form." "443"
or the "443 Disclosure (The refers to the section of New York's Real Property
Law that imposes this requirement.)
14. The Agency Disclosure Form is the primary document our agents use when
discussing dual and designated agency with my clients. The Agency Disclosure Form
specifically warns clients of the default position under New York law that neither dual nor
designated agents provide undivided loyalty to their clients.
15. In my experience both as an agent and a manager, I can say that, generally, the
conversation about the Agency Disclosure Form varies from one transaction to the next. Some
clients ask questions about the form; others do not. Some clients have bought and sold homes
4
FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018
NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024
before and have already been told about the different types of agency; others have not. Some
clients are very sophisticated with respect to real estate transactions and fiduciary duties (for
example, real estate lawyers, bankers, real estate developers, real estate investors, etc.); others
are not. Some clients ask to send the Agency Disclosure Form and other documents to their
lawyers before signing; others do not. Some clients request no explanation of any of the forms;
others want an explanation.
"script"
16. During my tenure, Houlihan Lawrence has never imposed any type of on
its agents for how to handle the Agency Disclosure Form. Instead, Houlihan Lawrence has relied
on its agents to use their own training and experience, which includes the State-mandated
training required to obtain and maintain a real estate license under New York law, when
presenting the Agency Disclosure Form and obtaining consent to dual and designated agency.
17. I understand that the plaintiffs in this lawsuit allege that Houlihan Lawrence has
attempted to increase the number of dual agency and designated agency transactions by requiring
agents to mischaracterize their fiduciary duties in such transactions or by mischaracterizing the
"risks"
of such transactions. Based on my own personal experience, this is not true. I have never
experienced any pressure to increase the number of dual or designated agency transactions or to
favor such transactions over non-dual agency transactions. Nor have I, as a manager and Senior
Vice President, ever put such pressure on any other agent.
18. I have never required or encouraged any of the agents whom I manage to
"risks"
mischaracterize their fiduciary duties or to mischaracterize the of acting as a dual or
designated agent.
5
FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018
NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024
19. To the contrary, during my tenure, Houlihan Lawrence has always sought to
ensure that all agents present the State-required Agency Disclosure Form to their clients and
obtain their written, informed consent before acting as a dual or designated agent.
20. One of the documents that the plaintiffs have focused on in this case is a
Sheet."
document entitled "Disclosure and Prompt In connection with preparing this affidavit, I
was shown a copy of the Disclosure and Prompt Sheet by counsel. Based on my experience, I
"script"
can say that the Disclosure and Prompt Sheet was not used as a for obtaining consent to
dual or designated agency. I have never seen anyone at Houlihan Lawrence ever require or
encourage agents to use the Disclosure and Prompt Sheet, and I am not aware of anyone using
the document.
21. As a manager and as Senior Vice President, I generally did not participate in the
disclosure conversations between Houlihan Lawrence agents and their clients. Therefore, I
generally do not know what any particular agent said to any particular client when obtaining
their consent to dual and/or designated agency. I generally trusted the agents who worked in my
office to comply with their obligations to obtain informed, written consent to dual and designated
agency, and I do not have any reason to think that the agents failed to do so.
22. Prior to the filing of this lawsuit, I am not aware of any client who ever
complained about the fact that Houlihan Lawrence and its agents acted as dual or designated
agents in a particular transaction. In my experience, it is very common for the larger brokerage
companies in New York to regularly act as dual and/or designated agents. Generally, the more
agents who are affiliated with a particular brokerage company in a given area, the more likely it
is that a dual or designated agency transaction will occur because it is more likely that a potential
buyer will happen to be working with an agent affiliated with the same company as the agent
6
FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018
NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024
working with the seller. In other words, the more successful a real estate brokerage company is at
growing its number of agents, the more dual and designated agency transactions it will have.
23. In my experience, it would not be a good business practice to favor dual and
designated agency transactions over non-dual agency transactions. Successful real estate agents
rely on positive referrals to grow and maintain their businesses. If an agent were to push a seller
to accept an inferior offer or a buyer to overpay for a house just because it would result in a dual
or designated agency transaction, that agent would be risking the long-term value of positive
referrals. In my experience, agents are unlikely to take that risk.
24. I understand that the plaintiffs in this lawsuit allege that Houlihan Lawrence's in-
house bonus program is part of some alleged strategy to increase dual and designated agency
transactions. In all of my years as a manager and a Senior Vice President for Houlihan Lawrence,
I have not seen any evidence to support this allegation.
25. Not all Houlihan Lawrence agents are eligible for in-house bonuses. Moreover, I
have not seen any evidence that the in-house bonus plays any role in causing a dual or designated
transaction to occur. in my it is the opposite - a dual or designated
agency Instead, experience,
agency transaction occurs because a particular buyer wants to purchase a particular house and
presents the most compelling offer, and the agent then may happen to receive an in-house bonus
if they are eligible. But the presence or absence of an in-house bonus does not drive agent
behavior. Indeed, over the years, as agent compensation has become increasingly agent-friendly
(meaning that agents retain an increasing percentage of the total commission), the in-house
bonus has become less and less common.
7
FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018
NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024
26. I have not seen anything during my tenure at Houlihan Lawrence that leads me to
believe that Houlihan Lawrence has some kind of orchestrated strategy to increase the number of
dual and designated agency transactions that occur.
27. I am a citizen of the United States, and I am competent to give testimony in this
matter. Unless stated otherwise, the above testimony is based on my own personal knowledge.
And although counsel assisted in preparing this affidavit, I reviewed it carefully, made changes
where I thought it was appropriate, and affirm that the contents of this affidavit are true and
accurate.
8
FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018
NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024
STATE OF NEW YORK )
) as:
COUNTY OF WESTCHESTER )
Deborah Doern
Sworn to and subscribed before me
this of dQf), 2024.
day
Tina M. Dunne
Notary Public, State of New Ybrk
RegistrationNo. 01DU6402343
QualiftedIn Wastchester County
Mr Commission Expkes December 30, 202T
NOTARY PUBLIC
SEAL
FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018
NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024
Certificate of Counsel
Pursuant to Connnercial Division Rule 17
I, Robert D. MacGill, counsel for Defendant, hereby certify, pursuant to
Commercial Division Rule 17, that the word count for the foregoing document, excluding
the caption, table of contents, table of authorities, and signature block, is 2142 words.
This document therefore complies with the rule that limits briefs, memoranda,
affirmations, and affidavits to 7,000 words. I certify that the Microsoft Word generated
word count for this document is 2142 words.
Dated: Indianapolis, Indiana
March 11, 2024
/s/Robert D. MacGill
Preview
FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018 NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024 HL EXHIBIT 21 DEBORAH DOERN AFFIDAVIT FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018 NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024 SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF WESTCHESTER PAMELA GOLDSTEIN, ) ELLYN & TONY BERK as Administrators of ) the Estate of Winifred Berk, and PAUL ) BENJAMIN, on behalf of themselves and all ) AFFIDAVIT others similarly situated, ) ) Index No. 60767/2018 Plaintiffs, ) Hon. Linda S. Jamieson vs. ) ) HOULIHAN/LAWRENCE INC., ) ) Defendant. ) ) AFFIDAVIT Deborah Doern, being first duly sworn, deposes and says: 1. My name is Deborah Doern. I am 61 years old, and I live in Mamaroneck, New York. I have two children. I have lived in New York for all of my adult life. 2. I first began practicing as a real estate agent in New York in 1994. In order to become a real estate agent, I had to obtain a license, which required me to complete dozens of hours of courses that are required by the State of New York. I also had to take and pass a State- administered test. The required license courses covered many topics related to being a real estate agent, including agency law, license law, finance, construction and development, taxes, Fair Housing and Fair Lending, and other similar topics. To maintain my license, I have to complete a required number of additional continuing-education classes every two years. 3. As a real estate agent, I represented numerous sellers and buyers in real estate transactions in New York. Sometimes I represented the seller of the home. Sometimes I represented the buyer of the home. In every transaction, I did my best to give good advice to my FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018 NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024 client and to provide great customer service. My goal was to make the transaction as easy as possible for my clients and to help them to achieve their objectives. 4. In my personal experience, every real estate transaction is unique. Some home sellers are under time pressure and want to sell as quickly as possible. Other home sellers are "perfect" more patient and are willing to wait for the so-called offer. Some homebuyers want to see every house on the market and will spend months looking at properties. Other homebuyers buy the first house they go through. 5. In my experience, positive referrals are key to becoming a successful real estate agent. When an agent successfully represents a client and that client is happy with the services provided, that client may then recommend the agent to their friends and family members who are looking for a real estate agent. And if that client decides to sell or buy another house a few years later, a satisfied client will often become a repeat client. The majority of a real estate agent's business today comes from positive referrals from previous clients, repeat business from previous clients, or people who have sought the particular real estate agent out because of their good reputation they developed over the years. In my opinion, if clients were not generally happy with the services and advice that a particular agent provided, that agent would become a successful agent. 6. In 2007, I joined Houlihan Lawrence as a manager for the Rye office, which is located in Westchester County, New York. I also managed the Chappaqua and Larchmont ofñces. In 2019, I became a Houlihan Lawrence Regional Manager and oversaw all managers. In 2020, I became the Senior Vice Present of Sales for Houlihan Lawrence. In my current role, all Houlihan Lawrence managers report to me. 2 FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018 NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024 7. As a manager and as a Senior Vice President, I am an employee of Houlihan Lawrence. 8. As part of my duties as a manager, I was responsible for supervising the administrative support staff in the office. I was also responsible for recruiting new agents to join our office, retaining our agents (the most successful of whom are often recruited by other brokerage companies), keeping agents updated on developments within the real estate industry, providing support to agents as requested, organizing office events, and assisting in resolving any disputes between agents, among many other tasks. 9. As a previous office manager and now as a Senior Vice President, I am familiar with the types of training and support services offered by Houlihan Lawrence to its agents. 10. As a preliminary matter, all real estate training courses and materials offered by Houlihan Lawrence to its real estate agents are optional. During my time as an office manager, Houlihan Lawrence has never required its real estate agents to attend any particular training. Rather, the Houlihan Lawrence training is offered as an optional benefit of affiliation with Houlihan Lawrence. 11. In my experience, Houlihan Lawrence real estate agents receive both formal and informal training from a variety of sources. First and foremost, as I stated earlier, most real estate agents in New York have completed the State-required courses to become licensed either as a salesperson or a broker under New York law. To maintain such a license, the agent must take continuing education courses. In addition, most real estate agents are members of the National Association of REALTORS®, the New York State Association of REALTORS®, and local boards of REALTORS® (such as the Hudson Gateway Association of REALTORS®). These associations host numerous events and gatherings throughout the course of the year, and many of 3 FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018 NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024 these events include presentations and training on various topics related to being a real estate agent. 12. I understand that there is a lawsuit currently pending against Houlihan Lawrence in the Supreme Court of New York in Westchester County and that this affidavit will be submitted to the Court in that matter. I understand that the plaintiffs in this lawsuit allege that Houlihan Lawrence and its agents systematically fail to obtain informed consent from their clients when acting as either a dual agent or a dual agent with designated salespersons. Specifically, I understand that the plaintiffs allege that Houlihan Lawrence has imposed some script" type of "uniform such that all Houlihan Lawrence agents provide the same information to clients about dual and designated agency when obtaining their consent. Based on my own personal experience, I can say that these allegations are wrong. 13. As a preliminary matter, all real estate agents in New York are required to provide their clients with a State-mandated form that describes the types of agency relationships Form" permitted under New York law. I generally refer to this form as the "Agency Disclosure Form." "443" or the "443 Disclosure (The refers to the section of New York's Real Property Law that imposes this requirement.) 14. The Agency Disclosure Form is the primary document our agents use when discussing dual and designated agency with my clients. The Agency Disclosure Form specifically warns clients of the default position under New York law that neither dual nor designated agents provide undivided loyalty to their clients. 15. In my experience both as an agent and a manager, I can say that, generally, the conversation about the Agency Disclosure Form varies from one transaction to the next. Some clients ask questions about the form; others do not. Some clients have bought and sold homes 4 FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018 NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024 before and have already been told about the different types of agency; others have not. Some clients are very sophisticated with respect to real estate transactions and fiduciary duties (for example, real estate lawyers, bankers, real estate developers, real estate investors, etc.); others are not. Some clients ask to send the Agency Disclosure Form and other documents to their lawyers before signing; others do not. Some clients request no explanation of any of the forms; others want an explanation. "script" 16. During my tenure, Houlihan Lawrence has never imposed any type of on its agents for how to handle the Agency Disclosure Form. Instead, Houlihan Lawrence has relied on its agents to use their own training and experience, which includes the State-mandated training required to obtain and maintain a real estate license under New York law, when presenting the Agency Disclosure Form and obtaining consent to dual and designated agency. 17. I understand that the plaintiffs in this lawsuit allege that Houlihan Lawrence has attempted to increase the number of dual agency and designated agency transactions by requiring agents to mischaracterize their fiduciary duties in such transactions or by mischaracterizing the "risks" of such transactions. Based on my own personal experience, this is not true. I have never experienced any pressure to increase the number of dual or designated agency transactions or to favor such transactions over non-dual agency transactions. Nor have I, as a manager and Senior Vice President, ever put such pressure on any other agent. 18. I have never required or encouraged any of the agents whom I manage to "risks" mischaracterize their fiduciary duties or to mischaracterize the of acting as a dual or designated agent. 5 FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018 NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024 19. To the contrary, during my tenure, Houlihan Lawrence has always sought to ensure that all agents present the State-required Agency Disclosure Form to their clients and obtain their written, informed consent before acting as a dual or designated agent. 20. One of the documents that the plaintiffs have focused on in this case is a Sheet." document entitled "Disclosure and Prompt In connection with preparing this affidavit, I was shown a copy of the Disclosure and Prompt Sheet by counsel. Based on my experience, I "script" can say that the Disclosure and Prompt Sheet was not used as a for obtaining consent to dual or designated agency. I have never seen anyone at Houlihan Lawrence ever require or encourage agents to use the Disclosure and Prompt Sheet, and I am not aware of anyone using the document. 21. As a manager and as Senior Vice President, I generally did not participate in the disclosure conversations between Houlihan Lawrence agents and their clients. Therefore, I generally do not know what any particular agent said to any particular client when obtaining their consent to dual and/or designated agency. I generally trusted the agents who worked in my office to comply with their obligations to obtain informed, written consent to dual and designated agency, and I do not have any reason to think that the agents failed to do so. 22. Prior to the filing of this lawsuit, I am not aware of any client who ever complained about the fact that Houlihan Lawrence and its agents acted as dual or designated agents in a particular transaction. In my experience, it is very common for the larger brokerage companies in New York to regularly act as dual and/or designated agents. Generally, the more agents who are affiliated with a particular brokerage company in a given area, the more likely it is that a dual or designated agency transaction will occur because it is more likely that a potential buyer will happen to be working with an agent affiliated with the same company as the agent 6 FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018 NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024 working with the seller. In other words, the more successful a real estate brokerage company is at growing its number of agents, the more dual and designated agency transactions it will have. 23. In my experience, it would not be a good business practice to favor dual and designated agency transactions over non-dual agency transactions. Successful real estate agents rely on positive referrals to grow and maintain their businesses. If an agent were to push a seller to accept an inferior offer or a buyer to overpay for a house just because it would result in a dual or designated agency transaction, that agent would be risking the long-term value of positive referrals. In my experience, agents are unlikely to take that risk. 24. I understand that the plaintiffs in this lawsuit allege that Houlihan Lawrence's in- house bonus program is part of some alleged strategy to increase dual and designated agency transactions. In all of my years as a manager and a Senior Vice President for Houlihan Lawrence, I have not seen any evidence to support this allegation. 25. Not all Houlihan Lawrence agents are eligible for in-house bonuses. Moreover, I have not seen any evidence that the in-house bonus plays any role in causing a dual or designated transaction to occur. in my it is the opposite - a dual or designated agency Instead, experience, agency transaction occurs because a particular buyer wants to purchase a particular house and presents the most compelling offer, and the agent then may happen to receive an in-house bonus if they are eligible. But the presence or absence of an in-house bonus does not drive agent behavior. Indeed, over the years, as agent compensation has become increasingly agent-friendly (meaning that agents retain an increasing percentage of the total commission), the in-house bonus has become less and less common. 7 FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018 NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024 26. I have not seen anything during my tenure at Houlihan Lawrence that leads me to believe that Houlihan Lawrence has some kind of orchestrated strategy to increase the number of dual and designated agency transactions that occur. 27. I am a citizen of the United States, and I am competent to give testimony in this matter. Unless stated otherwise, the above testimony is based on my own personal knowledge. And although counsel assisted in preparing this affidavit, I reviewed it carefully, made changes where I thought it was appropriate, and affirm that the contents of this affidavit are true and accurate. 8 FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018 NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024 STATE OF NEW YORK ) ) as: COUNTY OF WESTCHESTER ) Deborah Doern Sworn to and subscribed before me this of dQf), 2024. day Tina M. Dunne Notary Public, State of New Ybrk RegistrationNo. 01DU6402343 QualiftedIn Wastchester County Mr Commission Expkes December 30, 202T NOTARY PUBLIC SEAL FILED: WESTCHESTER COUNTY CLERK 03/11/2024 10:30 AM INDEX NO. 60767/2018 NYSCEF DOC. NO. 1694 RECEIVED NYSCEF: 03/11/2024 Certificate of Counsel Pursuant to Connnercial Division Rule 17 I, Robert D. MacGill, counsel for Defendant, hereby certify, pursuant to Commercial Division Rule 17, that the word count for the foregoing document, excluding the caption, table of contents, table of authorities, and signature block, is 2142 words. This document therefore complies with the rule that limits briefs, memoranda, affirmations, and affidavits to 7,000 words. I certify that the Microsoft Word generated word count for this document is 2142 words. Dated: Indianapolis, Indiana March 11, 2024 /s/Robert D. MacGill