IN THE MATTER OF THE Real Estate Act, R.S.A. 2000, c.

R-5

AND IN THE MATTER OF James D. Mercier, real estate associate formerly

registered to Re/Max Classic Realty or Re/Max House of Real Estate

AND IN THE MATTER OF Ms. X., real estate associate formerly registered
to Discover Real Estate Ltd.

INTRODUCTION

1. The Executive Director of the Real Estate Council of Alberta (hereinafter

"Executive Director") conducted investigations into whether the conduct of James
D. Mercier (hereinafter "Mr. Mercier") and the conduct of Ms. X. is deserving of
sanction and whether either Mr. Mercier or Ms. X. breached the requirements of
the Real Estate Act or the Rules prescribed thereto (hereinafter the "Rules").

2. The Executive Director, Mr. Mercier and Ms. X. agree to resolve all outstanding
matters between the Real Estate Council of Alberta (hereinafter "RECA"), Mr.
Mercier and Ms. X. and all RECA matters currently under investigation involving
Mr. Mercier and Ms. X. on the terms and conditions set out herein.

AGREED STATEMENT OF FACTS

3. Mr. Mercier was first licensed and registered as a real estate associate on January
31, 2003. He was continuously licensed and registered as a real estate associate
and authorized to trade in real estate until June 24, 2009 when his authorization to
trade in real estate was suspended by RECA's Chair, pending the outcome of
RECA conduct proceedings. Immediately prior to his suspension, Mr. Mercier
was registered to Re/Max House of Real Estate.

4. Ms. X. was first licensed and registered as a real estate associate on November 18,
2005. She was continuously licensed and registered as a real estate associate and
authorized to trade in real estate until June 24, 2009 when her authorization to
trade in real estate was suspended by RECA's Chair, pending the outcome of
RECA conduct proceedings. Immediately prior to her suspension, Ms. X. was
registered to Discover Real Estate Ltd.

RECA Investigation 7046-08: 202, 2002 Canyon Meadows Drive S.E. (the "Canyon
Meadows Property")

5. On June 8, 2007 RECA received a complaint from R.B., who acted as legal
counsel for Mr. Mercier for a number of years. The information provided by R.B.
may have been subject to solicitor-client privilege, although the parties do not
agree as to whether it was. The complaint alleged conduct deserving of sanction
by Mr. Mercier in his dealings with his client, R.P. and the Canyon Meadows
Property.
6. Upon receiving R.B.s complaint RECA contacted R.P. and arranged for R.P. to
also submit a complaint about Mr. Mercier. RECA did not disclose to R.P. that
R.B. had been the initial complainant. R.B. provided a signed complaint about
Mr. Mercier to RECA dated January 20, 2009.

7. R.B. had acted as legal counsel to R.P. in relation to the Canyon Meadows
Property. RECA arranged for R.P. to also provide a signed Confidentiality
Waiver permitting R.B. to disclose information regarding his involvement with
the Canyon Meadows Property and R.P. to RECA. R.P. provided a signed
Confidentiality Waiver to R.B. dated January 20, 2009.

8. R.P. had purchased the Canyon Meadows Property on March 17, 2005 with cash
and by assuming an existing mortgage from First Calgary Savings and Credit
Union. R.P. experienced difficulties with his mortgage payments and in
November 2005, First Calgary Savings and Credit Union commenced foreclosure
proceedings against the Canyon Meadows Property.

9. R.P. retained a mortgage broker seeking an urgent second mortgage. R.P.'s

mortgage broker referred him to Code Mortgage Investment Corporation
("Code"). Throughout his dealings with Code R.P. dealt only with Mr. Mercier as
Code's representative.

10. On March 2, 2006 R.P. entered into a Mortgage Commitment Letter with Code
(the "Commitment"). The Commitment provided that Code would advance a
principal amount of $21,000 at an annual interest rate of 19.95% with the total
cost of credit being $8,822.05. The Commitment was for a one-year open term
and stated that R.P. could prepay the mortgage in full provided he was not in
arrears. The Commitment further provided that R.P. would be entitled to
withdraw from the Commitment within two days of signing with a full refund.

11. When R.P. realized the total cost of credit he sought to pay out the mortgage
using funds borrowed from family.

12. Mr. Mercier suggested that instead of paying out the mortgage, R.P. could sell the
Canyon Meadows Property. Mr. Mercier told R.P. that he was a realtor and that
he could sell the property for R.P..

13. On March 18, 2006 R.P. signed a Residential Real Estate Listing Contract with
Mr. Mercier to sell the Canyon Meadows Property. The Listing Contract
specified a list price of $195,000. Mr. Mercier based the list price on a certified
independent appraisal report, obtained by R.P. himself. Mr. Mercier did not
provide a comparative market analysis of the value of the property. R.P. alleges
that Mr. Mercier advised that the property was worth no more than $190,000 and
that R.P. should accept the first offer.

14. On March 20, 2006 Mr. Mercier presented R.P. with an offer to purchase the
Canyon Meadows Property for $182,000. The offer to purchase was signed by
 "A.L." who was in fact Mr. Mercier's sister, A.L.M. Mr. Mercier did not disclose
to R.P. that his sister was offering to buy the Canyon Meadows Property.

15. Mr. Mercier signed transactional documents using both of the names "A.L." and
"A.L.M." to conclude the purchase of the Canyon Meadows Property.

16. R.P. accepted the March 20, 2006 offer on the same date.

17. Code registered its mortgage against the Canyon Meadows Property on March 23,
2006.

18. The sale of the Canyon Meadows Property to "A.L.M." closed on April 5, 2006.

19. On April 4, 2006, $15,282.60 from the proceeds of sale of the Canyon Meadows
Property was paid to Code. R.P. received $7,715.07 from the transaction.

20. After the purchase of the Canyon Meadows Property closed, renovations were
completed.

21. On May 25, 2006, 66 days after the purchase of the Canyon Meadows Property
from R.P. closed, "A.L.M." entered into a new Residential Real Estate Listing
Contract with Mr. Mercier to sell the Property for a list price of $299,900.

22. Mr. Mercier posted a listing for the Canyon Meadows Property on the Multiple
Listing Service on May 25, 2006. The listing stated the seller was "A.L." There
was no disclosure that the seller was related to Mr. Mercier.

23. On May 28, 2006 "A.L.M." entered into a Residential Real Estate Purchase
Contract to sell the Canyon Meadows Property to C.K., a third party for $296,000.
This transaction closed on June 15, 2006. Mr. Mercier did not disclose to the
buyer or his agent that the seller was related to Mr. Mercier.

24. Mr. Mercier's conduct in relation to the Canyon Meadows Property is deserving
of sanction in that he:

a. Failed to fulfill his fiduciary duties to his client contrary to section 2(a) of
the Rules (as they were then in force) by failing to act in his client R.P.'s
best interests by failing to provide R.P. with an adequate comparative
market analysis or advice as to the true market value of the Canyon
Meadows Property.

b. Failed to fulfill his fiduciary duties to his client contrary to section 2(e) of
the Rules (as they were then in force) by failing to disclose all relevant
information to his client R.P. and failing to advise R.P. that the buyer's
signatures on some of the transactional documents were not made by the
buyer.
 c. Failed to fulfill his fiduciary duties to his client contrary to section 2(k) of
the Rules (as they were then in force) by failing to use best efforts to
ensure his client R.P. had independent advice when a prudent industry
member would conclude a client may be in a vulnerable position and
failing to ensure R.P. had independent advice when Mr. Mercier counseled
him to list the Canyon Meadows Property with Mr. Mercier rather than
paying out the Code mortgage.

d. Failed to fulfill his fiduciary duties to his client contrary to section 2(l) of
the Rules (as they were then in force) by failing to disclose, at the earliest
practical opportunity, any direct or indirect interest he had in the sale of
the Canyon Meadows Property and failing to advise R.P. that either he or
his sister A.L.M. was purchasing the Property.

e. Failed to use best efforts to ensure his role in a real estate transaction was
clearly understood by the parties contrary to section 3(a) of the Rules (as
they were then in force) by proceeding with the sale of the Canyon
Meadows Property to C.K. while knowing that the buyer and his agent
were unaware that the seller was Mr. Mercier or his sister, A.L.M..

Alleged Trading Without Authorization

25. Mr. Mercier's authorization to trade in real estate was suspended by RECA's Chair
on June 24, 2009 pending the outcome of RECA conduct proceedings and Mr.
Mercier was served with his notice of suspension on June 24, 2009.

26. Mr. Mercier acknowledges that RECA alleges that on July 26, 2009 Mr. Mercier
performed activities and held himself out as a real estate associate in relation to a
real estate transaction for #33, 333 River Front Avenue, SE in Calgary. Mr.
Mercier disagrees with this allegation.

27. Mr. Mercier acknowledges that RECA alleges his conduct is deserving of
sanction in that he traded in real estate or advertised himself or held himself out as
real estate associate without the proper authorization, contrary to section 17 of the
Real Estate Act (as it was then in force). Mr. Mercier disagrees with this
allegation.

Other RECA Investigation Files

28. RECA had identified possible concerns pertaining to Mr. Mercier and Ms. X. in
other outstanding RECA Investigation Files, including the following:

2317-08
2340-08
5993-07
6563-08
7205-09
 7208-09
7213-09
7404-09

29. RECA has completed its investigation in file 7213-09. Allegations of conduct
deserving of sanction against Mr. Mercier have been referred to a hearing,
however the hearing has not commenced and none of the allegations have been
proven. In light of Mr. Mercier's agreements in this document the Executive
Director will withdraw the allegations arising from file 7213-09.

30. Following evaluation of any and all remaining RECA Investigation Files, the
Executive Director has determined that there is insufficient evidence of conduct
deserving of sanction by Mr. Mercier and Ms. X. to proceed with any allegations
of conduct deserving of sanction. RECA will not pursue these investigations and
the Investigation Files will be closed.

SETTLEMENT TERMS

31. It is agreed that the following factors are relevant to the assessment of sanctions in
this case:

James D. Mercier

a. Mr. Mercier cooperated with the investigation.

b. Mr. Mercier has admitted to the within conduct and has expressed
contrition.

c. Mr. Mercier has been compliant with the suspension of his authorization
since August 2009.

d. On August 31, 2010, an administrative penalty was assessed against Mr.

Mercier in relation to his unauthorized practice and a fine of $25,000 was
imposed. Mr. Mercier does not agree that he engaged in unauthorized
practice however he has agreed not to pursue an appeal of this
administrative penalty as part of this agreement with RECA's Executive
Director.

e. Mr. Mercier has agreed to forego the time and expense of a hearing,
saving witnesses the trouble and stress of appearing by entering into this
consent agreement.

f. The contraventions include a breach of Mr. Mercier's fiduciary duties to

his client. The fiduciary duties of an industry member are pivotal in
preserving the integrity of the entire industry.
 g. The contraventions include Mr. Mercier's direct or indirect involvement in
transactions as a business partner to a party or related to a party. While
the Rules do not prohibit this, because of power imbalances between
industry members and non-industry members, RECA demands that all
industry members act with the utmost integrity and honesty in these
situations by making fully informed disclosure.

32. Mr. Mercier agrees to pay a total fine/financial penalty of $37,000 to RECA
which breaks down as follows:

Section 2(a) $ 2,400

Section 2(e) $ 2,400
Section 2(k) $ 2,400
Section 2(l) $ 2,400
Section 3(a) $ 2,400
Sub-Total $12,000

Administrative penalty $25,000

Total $37,000

33. Mr. Mercier further agrees to pay costs of the investigation in the amount of
$3,000.

34. Mr. Mercier's current authorization to trade in real estate shall remain suspended
until its termination pursuant to RECA's Rules in 2012. Mr. Mercier shall be
prohibited from applying for a new authorization to trade in real estate until the
later of June 24, 2014, or Mr. Mercier completing the items stated in paragraph
36.

35. Payment of the full fines and costs described at paragraphs 32 and 33, above shall
be required prior to any new authorization to trade in real estate being issued to
Mr. Mercier.

36. Prior to applying for a new authorization, Mr. Mercier must have enrolled in and
successfully completed the following:

i) the Real Estate Council of Alberta's pre-licensing real estate associates

course, which is currently known as the Real Estate Associates Program,
including all required examinations; and
ii) all mandatory post-licensing (REP) courses offered in the period between
June 24, 2009 and June 24, 2014 or June 24, 2009 and the date of his
application for authorization after June 24, 2014, whichever occurs later.

These courses must be successfully completed in person or online, or if these

courses are no longer available at the time of required successful completion, then
a similar program or courses will be designated by the Executive Director for
successful completion by Mr. Mercier.
 Ms. X.

37. RECA's Chair acted on the information that was available when he imposed a
suspension upon Ms. X.'s authorization to trade in real estate on June 24, 2009.
The Executive Director has subsequently determined that there is insufficient
evidence of conduct deserving of sanction by Ms. X. As of the date of ratification
of this Agreement, the interim suspension of Ms. X. be and is hereby lifted and is
of no further force or effect.

MISCELLANEOUS

38. James Mercier and Ms. X. each acknowledge that they have been given an
opportunity to seek the advice of legal counsel and they both acknowledge that
they are agreeing to the terms of settlement of their own free will.

39. James Mercier is aware that the Real Estate Council of Alberta may publish the
contents of this Consent Agreement as those contents relate to him. Any
reference to Ms. X. will be by the pseudonym ("Ms. X").

40. James Mercier and Ms. X. each waive any rights either of them may have under
the Real Estate Act or other legislation or otherwise to a review, hearing, appeal,
or other judicial proceeding involving the matters referred to herein.

41. These settlement terms are intended to resolve all matters under investigation or
outstanding as of the date of ratification of this Consent Agreement involving Mr.
Mercier or Ms. X. and, subject to the approval of the Hearing Panel, the Executive
Director will take no further action under the Real Estate Act or before the Courts
in this regard.

[Remainder of this page intentionally blank]

IN WITNESS WHEREOF the undersigned agrees and accepts the terms and
conditions of this settlement this 23rd day of April, 2012.

Signed and delivered )

In the presence of )
)
K.M. )
Witness to the signature ) JAMES D. MERCIER
of James D. Mercier )
)
)
K.M. )
Witness to the signature ) MS. X.
of Ms. X. )

The Executive Director recommends to the Hearing Panel the proposed terms of
settlement based on the Agreed Statement of Facts.

REAL ESTATE COUNCIL OF ALBERTA

P. F. Per: Kirk Bacon, for

Witness to the signature Bob Myroniuk
of Bob Myroniuk Executive Director

Recommendation Approved _____________X_____________

Recommendation Denied __________________________

DATED at the City of Calgary, in the Province of Alberta this 24th day of
April, 2012.

REAL ESTATE COUNCIL OF ALBERTA

Per: Brian Klingspon

Hearing Panel Chairperson
 AFFIDAVIT OF EXECUTION

CANADA ) I, K.M
)
)
PROVINCE OF ALBERTA ) of the City of Calgary, in the
) Province of
) Alberta
)
TO WIT: ) MAKE OATH AND SAY:

1. THAT I was personally present and did see James D. Mercier, named in the annexed
instrument, who is personally known to me to be the person named therein, duly sign
and execute the same for the purpose named therein.

2. THAT the same was executed at the City of Calgary, in the Province of Alberta, and
that I am the subscribing witness thereto.

3. THAT I know the said party and he is in my belief of the full age of eighteen years.

SWORN BEFORE ME at the City )

of Calgary, in the Province of )
Alberta this 23rd day of )
April, 2012. )
) K.M.
) (signature of witness)
)
)
J.R. )
A Notary Public )
 AFFIDAVIT OF EXECUTION

CANADA ) I, K.M.
)
)
PROVINCE OF ALBERTA ) of the City of Calgary, in the
) Province of
) Alberta
)
TO WIT: ) MAKE OATH AND SAY:

1. THAT I was personally present and did see Ms. X., named in the annexed instrument,
who is personally known to me to be the person named therein, duly sign and execute
the same for the purpose named therein.

2. THAT the same was executed at the City of Calgary, in the Province of Alberta, and
that I am the subscribing witness thereto.

3. THAT I know the said party and she is in my belief of the full age of eighteen years.

SWORN BEFORE ME at the City )

of Calgary, in the Province of )
Alberta this 23 day of )
April, 2012. )
) Ms. X.
) (signature of witness)
)
)
C.H. )
A Notary Public )