HomeMy WebLinkAboutECHDA16-001 EagleVail Metropolitan DistrictPROPERTY IvIANACEh/IENT AGREEMENT
BETWEEN
EAGLE VAIL METROPOLITA}I DISTRICT
AI\ID
EACLE COUNTY HOUSING AI.ID DE\IELOPMENT AUTI{OR]TY
IS AGREEMENT, enterod into on thi.-JEfty ot JkWU,t20l6 and effectiveas ofthe,t?,,,by and between EAGLE VAIL MEIROPOLITAII plSfruCf (hereinafta called!'Owner") and the EAGLE COIJNTY HOUSING Al.lD DEVEITOPMENT AUTHORITY, apublic body
corporate and politic (hereinafter called'Manager').
WHEREAS, Owner is the owner of the property locatod at249 Eagle Road, EagleVail, Colorado
consisting of 5 aparErentrmits and associated farilities (nPremises"); ana
WHEREAS, the Owner sgrees to have the pmject managed by competent professionals; and
WHEREAS, Manager has the personnel and resources necessary to competently and
profcssionally manage ttre multif.anrily residential apartnent complex and has frmiliarized itself with *re
Premises, including its phpical condition; and
WHEREAS, Owner and Manager desire to operate the Premises in a manner which provides a
substantial benefit to Eagle Cnunty workforce and persons of low income; and
WHEREAS, Owner wishes to obtain the benefib of Manager's expertise in the field of real estate
management by relinquishing to Manager contnol and discraion in the operation, directiorq management
and supenrision of 0re Premises subject to the terms and provisions of this Agreemen! and Managm for a
fee agrees to assume said conhol and discretion in the operation" managsment and supervision of the
Premises on behalf of Owner.
NOW, TI{EREFORE, in consideration of tlrc muhral covenants herein contained and of other
good and valuable consideration, the parties hersto agree as follows:
ARTICLd I
+PPOINTMENT
Owner hereby contracts with Manager to manage, operate, direct and supervisc the Premises on behalf of
Owner and to provide services as required underArticle 6 of this Agreement.
ARTICLE 2
TERM
Subject to and ulnn the terms and conditions set forth herein, or in any exhibit or addendum hereto, this
Agreernent shall commence on January 20,2016 and shnll continue in force, endingon January 15,2017,
subject, however, to the ternrination provisions in Article 13.
ECHDA16-001
ARTICLE 3
RELATIONSHIP
All actions by Manager in perfornrhg iB duties and providing services pursuant to this Agreement shall
be for the account of ftc Owner. With the ocception of the exclusions outlined in Article I l, Owner
ag€es to be responsible for all costs, expelses and disbursements incorred by Manager, consistent with
Section T.z,inproviding manlgemmt and operational senric$ hereunder, such as, for exomple, but not
lirnited to, confacts for landscapingormaintenance senrices and orders for supplies and eqripment.
ARTICIf 4
DELEGATION AI.ID AS SIGNABILITY
Manager shall have fte right to ilelegate its responsibilities under this Agreement to employees of
lvlarrager or to engnge indepmdent contractors for perfomrance of any part of the services to be provided
hereunder. Neitherthe Owner, nor theManager, shall assign all or anypart of tltis Agreemantwithoutthe
prior written conserrt of the otherparties to this Agreement.
ARTICLE 5
SERVICES TQ BE PERFORMED BY OWNER
Onrner shall be resporrsible for exterior maintenance and upkeep of the Premises, including but not
limited to, snow remonal, landscaping and mowing
ARTICLE 6
sERv.rqEs oE MANAGER
6.1 Manasenrent and Operation. The Manager shall manage, operate and maintain the Premis€s in a
mann€r nonnally associated with the management and operation of a rcasonable quality aparbnent project
and in a manner reflective of the standards set forth by the real estate rnanageil-rent irdusty. Manager
shall act in a fiduciary capacity with respect to the proper protection of and accounting for Owner's
accounts.
62 Emplovees. The Manager shall have in its employ at all times a sufficient nurnber of eapable
eoployees O enable it to properly and safely manage, operatc and maintain the Premises. All matters
pertaining to the ecrployment, zupervision, compensation, promotion and discharge of such employees are
the responsibili$ ofthe Manager.
6.3 Fudeets. Manager shall prepare and submit to Owner a proposed Operating for tlre managernent
and operation of ttre Premises for tre fodhcoming calendar year.
Owner shall consider the proposed budgets, consult with the Manager, and agree on an aptrroved
Operating Budgst for the frrthcoming calendar par. The approved budget shall scrrre as a guideline to
ttre Murager in maintaining and operating the Prernises, and Manager agrces, subject to fire provisions of
Article 7, to use diligence and to errploy all reasonable efforts in order to effect trat the astuat cost of
maintaining ard operating the Premises shall not exceed fte approved budget pedaining tbereto.
6.4 Collestion of Re ,ceivables. Manager shall use reasonable and diligent efforb - including
collection suits end proccdings, but subject to Owuer's prior approval - o sollect promptly all rents
(including laundry inoome and all other income as maybe applicable to tre Premises) and other chargcs
which may become duc at any time &om any tenatrt or from others for services provided in connection
with or for the use of the Premisc or anyportion thereof. Manager shall collect and identi$ any income
due Ovmerfiom miscellaneous services provided to tenants or the public, including butnot limited to,
cleaning incomg tenant storage and coin operated mactrines of all tpes (e.g, vending machines, etc).
All monies so collected shall be deposited in the Operating Account
All legal expenses oubide of an approvd budget and anticipated inbringing an approved zuitor
proceeding shall be submitted to Owner for its witten approval in advance. In connestion with sud s;uits
or proceedings, only legol counsel designated by Owno strall be retained. Manager shall not unite off
uy income items withoutprior appmval of Owner.
6.5 Leasin8. Manager shall be responsible for the leasing of the Premises on a form acceptable to
Owner, Owner's approval of fte form of lease shall not unreasonably be withtreld. Manager shall have
the specific authority to negotiatelerscs and rental agremenb in connection with amendments, renewals,
extensions, modificstion or cancellation of existing leases and pre,paration of new leases, , and any
sucsessor sontract or other low and moderate income guidelines approved by Owner from time to time.
Manager shall make every reasonable effort to obtain and keep desirable tena$b for the Premises and
perform whatever services maybe required in connection with the above mentioned negotiations,
including the establishment, implementation and coordination of a marketing plan.
6.6 Reoairs. Decoration Altgrations. Manager will cause the Premises to be maintained and repaired
in accordance with state and local codes in a condition acceptable to Owner. Without limiting the
generality of the foregoing, Manager shall institute and supervise all ordinary repairs, decorations and
alterations, including the administration of a preventive maintenance program for all mechanical,
electrical and plumbing systems and equipment.
Notwittrstanding the gmerality of fte foregoing Manager shall not be responsible for irutituting
or supervisingmajor consFuction and retrabilitation projects except as may be provided in a sqarate
agreement with Owner.
6.7 Operating A,cfivities. Managershall institute and zupewise all opaational activities of the
Prcmises, such as, but not limited to, the following:
(a) Intentionally left blank;
O) Intentionally left blank;
(c) Responsibility and supervision of a preventive maintenance program;
(d) Responsibility and supcrvision for any necessary maintenance or repairs to ttre Premises;
and
(e) Any other activity incidental to the norural operation of an apartment pioject.
6.8 Intentionallylcftbl"nlc
6.9 Intentionally left blank
6.10 PayrJrcntgf Expenses. Manng€r strall pay all operating erpemes from the Operating Accourt
6.1 I lntentionallyleft blank
6.12 Bank Relationshio. Manager shall handle all operational bankingmatters related b its conhactual
responsibility. Owner shall dcsignate which bank(s) or fmurcial institutions Manager shall use in
disdrarging this rasponsibillty. The parties agree that Wells Fargo is the bank designated by Owner.
6. I 3 Prooertv Inspection. Manager shall mnduct periodic coryrehensive inspections of the Prcnrises
and report periodically to the Owner in writing with any recornmendation.
6.14 Mni+tenance qf Records. Manager shall maintain complete and identifiable reeords, and files on
all matters pertaining to the Premises. Such records, and records and financiel rryorts pnrsuant to Section
6.18, shall be available to the Opner during business hours upon two (2) days of writteir notice.
6.15 Managec Avgilabilitv, Manager shall maintain 24-hour availability for ernergerrcies.
6.16 lntentionallyleft blank
6.17 Owqer Communications. Manager shall be available for communication with Owner and will
keep Owner advised of itsns affecting the PrErnises. Within five (5) days after Manager receives a
certified or registered letter from any tenant, a copy will be sent to Owner.
6.18 Financial Reoorts.
Financial reporting and record keeping:
(a) Manager, in ttre conduct of is responsibilities to Owner, shall maintain adequate and
separate books and records for the Premises in accordance with gmer,ally accepted accounting principles,
which shall be supported by suffcient documenbtion to asc€rtain that said enties are properly and
accurately recorded. Such books and records shall be maintained by Manager at a location acceptable to
Owner. Manager shall maintain sueh conhol over accounting and financial trausactions as is reasonably
required to protect Owner's assets fom theft, erroror fraudulent activity.
O) Manager shall adopt a Chart of Accounts (a system of classification of accounting ennies)
as generally utilized in the residential property management industry.
(c) The Manager shall firrnish operating reTorts for the Prenrises of all transactions occurring
from the first day of the prior month to the last day of the prior month.
(d) As additional support to ttre monthly finansial statemenl Manager shall make available to
the Omer, upon lequest, copies or originals of the following:
l. All bank statements, bank deposit sXps and banlc reconciliations'
2. Detailed cash receipts and disbrrsements records;
3. Detailed tial balances;
4. Paid invoices;
5, Sumrnaries of adjrsting joumal enfiies; and
6. Suppotting documentation forpayroll, payroll taxes and employee benefits.
(e) Manager shall maintain necessary liaison with Owner'e accountant.
6.19 Tenant Securitv Deposits. Securig deposits shsll be kept by Manager in a banlc or financial
institution approvod by Owner, and in accordance with laws applicablc to tenant security deposits.
Murager shall mainhin detailed records of all security dqosits and such records witt UJ opcn fot
inspection by Owner.
6.20 Books. Cardg, Etc. All books, c{irds, registers, receipts, dwuments, disls, tapes and any other
pap€rs or elecbonic records connected with the operation are the sole property of Owner, and lvf4nager
will not publish, Eansmit or release said information to any pafiy unless required by the Colorado Open
Records Act in which event Managu will provide notice of such disclosure to Orrmer.
ARTICLE 7
MANAGER'S AUTHORJTY
?.1 Manager's Authority. Manager's authority is expressly limited to the provisioru providod herein
or as may be anended in writing from time to time by Owner and mutually ageed to in writing.
7.2 Approved Operfl$ine Budeet. Owner's appoval of tre Operating Budget shall constitute approval
forManager to expend money from the OperatingAccount b operaE and manage the Premises, and
Manager may do so without further approvsl as long as Manager does not exceed the aggregate amoftit
set forth in the approved budget.
7.3 Aperoved Capital Budeet. In ttre event Manager identifies any capital items at the Prcmises
reguiring attention, then the Manager shall notifo the Owner and the parties shall work bgether b
develop a capital budgct("Capital Budgef). Owner's approval of ttre Capital Budget shall constitute an
authorization forManager to expend any money for capital expenditures.
7.4 Contracts. In the even! Manager identifies any items for which a conEact may be needed" it win
noti$ Owner. Owner will make the final deternrination of whether a contrast is requirs4 and wiil ent€r
into a contract in a form satisfactory to Owner. Owner will share all conbacts relatd to the Premises with
theManagc.
7.5 Compliance with Laws. It is thc intsnt of the Owner that thc Premises be opoated in full
compliance witr federal, state and unuricipal laws, ordinanceq regulations and orders relative to the usg
operation, repair and maintenancc of the Premises. Manager shall pmmptly sndeavor to renrcdy any
violation or potentid violation of any ntch law, ordinancg rulq regul*ion or order whictr comes to iG
attention and shall promptly report any violation or potential violation and proposed action to be takm to
orner,
V.6 E:rpenseq Rgeardine Violstions. Expenses incurpd in remedying violations of the kind rcfrrred to
in Anide ?.5 may be paid fiom the Operating Account provided such ocpeeises do not excd one
thorsand and no/I00 dollars ($1,000.00) in any one instanca When nore than such amount is required or
if the violation is one for which the Owner migftt be subject to paralty, Manager shall transmit notice of
such violation to the Owner to assurethstprompt arangements maybemadeto renredy the violation.
7,7 Emere€ncJ. In case of ernergency, Managcr may make expenditures for repairs which exceed
budget or prior approvals from Owner without prior written approval if it is ncsessary to prevent damage
or injury. Owner must be informed of any such expenditure within the next five (5) business days.
7.8 Struchral Chane$-. The Owner expressly witlrtrolds from the Manager any power or authority to
make any structural changes in any building or to make any other major alterations or additions in or to
any such building or equipment therein, or to incw any cxpense chargeable to the Owner other than
expenses rclated to exercising the express powers above vested in the Manager without the prior written
direEtion of the Owner.
7.9 Comoetent Emnloyces. Manageris qpecificallyauthorized and directed by Ownerto e,nrploy and
supenrise competent employees to adequately and reasonably maintain and protect the Prenrises.
ARTICLE 8
INSI.JRANCE
8.1 Owncr to Obtain Adeouate Insurance. Owncr shall maintain at its expense insurance in Owner's
name and at Owner's cxpense, insuring againstphpical danragg liability for loss against business
intemrptioq and danrage or injury to proper-ty or persoru; of third persons whish may arise out of the
occupancy, manag€rnent, operation or maintenance of the Premises. Owner shall be solely responsible for
determining the amounB and tlpes of insjurance to be canied. Managerstrall:
(a) noti$ Owner within twenty-four (24) hours after Manager receives notice of any such
loss, damage orinjury; and
(b) take no aetion (such as admission of liability) which might bar Ownm frcm obtaining
any protection afforded by any policy Owncr may hold or which might prejudice Owner in its
defe$e to a claim based on such loss, damage or injury.
8.2 Information Fp-qiqhgrl The Manager shall furnish whatever inforrration is requested by Omer
for the purposc of establishing the placement ofinnrarrce coverages and shall aid and coop."at in e*r"y
rmsonable way with respec't to srch innrance and any loss &ereunder. Owner shall inclgde in its hazard
policy covering the Premises, penonal property, fixturw and equipment located thereon. Manager shall
have no obligation to separetely insrue the Premises. Manager will mainbin insurance covering its
operations under this Agreement.8.3 Subconhactor's Insurance. Manager shall require that mbcontractors brought onto the Premises
have insurance coverage. Tlre ldanager shall obtain and kep on file a Certificate oltns _uranc" which
shows that the subcontractoris insured.
ARTICLE 9
owNER'S RI9HT TO AUDIT
9.1 Owner's RighLQ Audit. Owncr reserv$ the rigfut to conduct examinations, without notificatiorl
of the books and records maintained for Owner by Manager no matter where boola and records are
located Owner also reserves the riglrt to perform any and all additional audit tcts relating to Manager's
activities; either at the Premiscxt, or at any office of the Manager, provided such audit tess st" relateA to
0rose activities performed by Manager for Owner.
9,2 Intentionally left blank
9.3 Correction of Discreoancies. Should Owuer discovs either weakness in internal control or erronr
in record keeping Manager shall conect such discrepancies either upon discovery or within a reasonable
period of time. Manager shall inform Owner in writing of the action taken to correst such audit
disctepurcies. Any and all sudr audits conductetl by Owner will be at the sole erpense of Owner.
ARTICLE IO
BANK ACCp,TJNTS
l0.l Opera{ng $'ccount. The Manager shall deposit on a regular bnsis all reng and other firnds
collected from the operation of the hwrises for the purpose of paying operating erpertses in a banlc
approved by Owner.
102 SeflIritv Dry.osits. Manager shall kecp and mainain secrrity deposits in a separate account
pursuant to Section 6.19 herein.
10.3 thane! of Baalq. Owner may direct the Manager to change a depository bank or the depository
arrangements br its respedive Premises.
10.4 A.qcess to Acqounts. Owner shall be permitted access througb additional signahre cards if
requested.
ARTICLE I I
PAY-I\4ENT OF E)(PENSES
I l.l Exocnses Paid From Operating Account. The following cosb are b be paid direc0y from ttre
OperatingAccount:
(a) futy and all costs necessary to the manag€menq operatioq leasing and rnaintenance of the
Premises that are correred within tbe approved budgaary guidelines as outlined in Artides 6 and 7.
(b) All operations and accounting op*ro incurred by Manager in the ercecution of
Manager's responsibilities pursuantto ttre terms of this Agreement, theinitial set-up and continuing cosb
of fte elecUonic data processing, and the comprter service costs of the monthly operating reporf
irrcludingboth the summary and detailed accounts.
(c) Cost of all non-sbndard printed forms, notices, checks, invoices, purchase orders, reports,
envelopes, etc. required for compliance wittr the terms aud conditions of this Agrcement, or as maybe
requested by Owner; the cost of all ardis required by the terms of this AgreemenL
(d) Any other costs approved in writing by Owner to Manager.
(e) Compensation to Manager as set forth in Article 19 hereof.
ARTICLE 12
INSI'FFICIENT INCOME
If at any time the gross income (or cash in ttre Operating Account) from the Prerrises shall not be
sufficicnt to pay thebills and charges whish may by incuned with respect to the hemises, the Manager
shall notify Orvnsr immediately upon first projection or awarene$ of a cash shortage orpending cash
shortage and Owner and Manager shall jointly determine paymmt priority. Manager shall not be
obligated to pay said expensos and charges from ie own account. After Manager has paid to the extent
of available funds, all bills an{ charges based upon the ordered priorities set jointly by Owner and
Manager, Mannger shall submit to Owner a statement of all remaining unpaid bills. Owner shall
irnmediately and without delay malce all reasonable efforts to provide sufficieot monies to pay any unpaid
expenses before they become delinquent.
ARTTCLE 13
TERMINATION
I 3. I Tsnrination for Cause by Owner. Owner may terminate this conhact upon fifteen ( I 5) days
written notice with sause. Csuse shall be defind rs the occlurence of any of the following events:
(a) (i) the filing of a volunhry petition in bankruptcy; (ii) being adjudicated as burlaupt or
insolvent; (iii) filing of any merger petition or seeking any reorganization, arrangemenl composition,
readjustment, liquidatioq dissolution or similar relief under any present or future stahrte or law relating to
banlauptcy, fursolvancy, or other relief for debtors, whether federal or state; (iv) Manager seeking,
consenting to, or acquiescing in the appoinhent of any Fustee, receiver, consenrator or liquidator of
Manager, or of all or any zubstatrtial part of its properties (tre tsrms *acquiescing" as usd herein, shall
bc deemed to include but not be limited to the failure to file a petition or motion to vacate or discbarge
any ordo, judgment or decree providing for such appointment witrin ttre time specified by law); (v) a
court of competent jruisdiction entering an order, judgment or dccree ryproving a paition fil6d ngainst
Manager seeking anyreorganization arrangemcnf compositiorl readjustnea! liquidation, dissolution or
similar relief under any present or firtuie statute or lan' relating to bqnkruptcy, insolvmcy or oftcr relief of
debtors, whether ftderal or state, and Manager eifter consents to or acquiesces (as hereinabove defined)
in ttre entry ofsuch order, judgment or decree, or sudr order, judganent or deoce shall remain unvacated
or unstayed for an aggregate of sixty (60) dayr fiom the date of enky bereot or (vi) tbe appointurent of a
Etrstee, receiver, conservator or liquidator of Managerof all or any zubstantial patt of iB properties
without the consent of or acquicscence of Manager which remains unvacated or urutayedfoi an aggregate
of sixty(60) days; or
(b) (i) Manapr frils to perform any of its services in the manner or within the time required
herein; or (ii) Manager commits or permits a breactr of or default in any of its duties, liabilities or-
obligations hereunder.
11,2 Teiilfnilion for Cause by Manaeer. Manager may terminate ftis contract upon fifteen
(15) days written notice with cause. Cause shall be defined as the occunence of auy of the following
eventsl
(a) (i) Ownerfails to perform any of is duties under this Agrecmentor within the time
required herein; or (ii) Owner commis or permib a breach of or default of ury of its
dutieg liabilities or obliptions hereunder.
13.3 Termination for Convenience. Either party may tarrinate this conbact for its convenience and
without cause t{ton ninety (90) days written notice to the other party.
13.4 Manae€r's Ri, Ebt b Compensation: Final AccountinEl If this Agreementis terrrinated by any
party as pnovided abovg it is ftrtheragreed:
(a) Notwitbstanding anyotherprovision herein to the conbary, theMan4ger's riglt to
compensation shall eease as of the effcctive date set forth in the noticeof tenninatioq except that
Manager shall be srtitled to all monies owed to Manager by Owner up to the effective dataof
terrnination.
(b) That Manager's powers and auftority under this Agreement shall cease and terminate at
the effective date set in the notice of termination.
(c) Final Accounting. Managershall deliver to Ownerthe followingwith respect to the
Premises:
(l) A final accounting after termination of this Agreemen! reflecting the balance of
income and expenses on the Premises as of,thc sffestive date of termination to be delivercd
within fiftesr (15) dayc after such termination
@ Any balance or monies of Owner hcld by Manager with respect to the Premises,
shall be delivered irnmediately after such effective tennination date and ttrereaftcr
promptly after same are rcceived by Manager.
(3) All recordq contriacts, leases, receipts for deposits, unpaid bills and ottrerpapen or
documents wttich pertain to the Premises also shall be delivened immediately upon such
termination date.
ARTICI.E 14
COOPERATION
l4.l Should any claims, demands, sul6 or other legal proceedings bc made or instituted by any person
against Ownerwhich arise out of any of the matters relating to theAgreement the Manager shall give
Owner all pertinent information and reasonable assistance in the deferrse or other disposition thercof, at
the sole expersc of Owner. This obligation of Manager shall survive the termination or expiration of this
Agreemenl
14.2 Upon terrnination of this Agreement Manager will give to Owner all books, cards, registers,
receipts, documents, tapes, diski and other information wittr respect to the Project and *re management
thereof which Manager has in its possession and shall coopcrate, as requested by Owner, in the tansition
to anqnrmanagerof the Prernises,
14.3 Owner strall cooperate in good faith and shnll timely respond to r€quests for information,
approvals or otberwise from Manager in connection with this Agreemcnt
ARTICLE 15
MANAGER'S LtAnlI.,rTY
l5.l Exccpt as odrerwise stated h€rein, Manager shall not in the performance of thfu Agreanen! be
liable to Opner or to any other person including Ovmer's tenants for any act or omission of any agent or
employee of Owner or Manager, or its subsidiaries or affiliateg unless 0re eame rezuls from gross
negligence or willful rnisconduct ofthe Manager, its officers or employees.
15.2 Notwithstandtng any otherprovisions ofthis Agreement, in no event shall Ownermake any claim
against Manager, or ib affiliates or subsidiaries on account of any alleged errors ofjudgment made in
good faith in connection with the operation of the Premises haeunder by Manager or the performance of
any advisory or technical services provided by or arranged by the Manager.
15.3 Owner shall not object to any expenditurc made by Managrr in good faith in the course of its
managcmcnt of tre Prenrises or in settlement of any claim arising out of the operation of the Prcrnises
unless such expenditure is specificallyprohibitedby this Agreement.
ARTICLE 16
REfRESENTATTON
Owno hueby represents that in errtering into this Agreeme,n! Owner understands that no guranty is
made or implied by Manager, or any of its affiliated companies 6s to the futue financiat succcss ofthe
Prmrises.
ARTICTE 17
REASO]g-\pLE CONSENT
Wheower in this Agreement the consent or approval of lvl-anager or Owner is required" such consent or
approval shall not be unreasonably wittrhcld.
ARTICLE IE
NOTICES
All notices, dernands, consents and reporb provided for in this Agreement shall be in ryriting and shall be
given to the appropriate Owner or Manager at ttre address set forth below or at such other address as they
may speci$ hereafts in writing:
MANAGER:Eagle County Housing and Dcrrclopment Authority
POBox 850
Eagfe, CO 81631
AtEu Jill Klostermaq Executive Dirmtor
Email : j ill.klosterman@eagf ecounty.us
with a copy to: Eagle CountyAtlorney's Office
P.O. Box 850
OWNER:
Eagle, Colorado E 163 l-0850
atty@eaglecounty.us
Eagle Vail Mehopolitan Disbict
Po Box 5660
Avon, CO 81620
Ernail : jefflayman@eagl wail.org
Such notice or other comnunication may be by electronic mail or may be maited by United States niail,
postage prepaid, and may be dqosited in a United StaEs Post Office or a depository for the reccipt of
mail regularly maintained by the post office. Such notices, dsmands, oonsents and reports may allo be
delivered by hand or by any other me0rod or means pemritted by law. Notice delivsed by mail shall be
deemed given the third business day after deposit in the United States mail.
II
ARTICLE 19
coMPErlsAIroN
By the 25ft day of eadr montll the Manager shall receive remuneration for is services in managing the
Prenrises for such month as follows: A Flat Fee in the amount of $250.00 per month is to be paid in the
forrr of a management fee. Tttis fee may be increased fiom time to time upon mutual written agreement
of the pdies. Further Manager will perforrn maintenance services at a raE of flfty dollars ($50) per hour.
In the went that a maintenance iteur is not after hours or an emergmcy and a third prty contractor can
perform the maintcnance work at a less expcnsivc rate, Manager will attonpt to engage a conbactor to
perform the work in the best interesb of the Prenrises.
To the extent that rental income from the proputy in any month is not sufficient to pay the property
managerneot f,ee and mairitenance costs due under this Agreement such fees shall accrue without interest
until rental income is available, at which time accrued portions of the fee and maintenance costs shall be
then due and payablc and in any event shall bc due in firll upon terrnination or expiration of this
Agreernent
ARTICLE20
MTSCELLANEOUS
20J Constnrction. Tte plural may include the singular and the singular may include the plural and this
Agreement shall be interpreted inthis regard as the context may reguire.
202 Amendpaent. Except as othernise herein provided, any ad all amsrdments, additions or dcletions
to this Agreement shall be null and void unless approvedby the parties affectcd thereby in uniting.
20.3 Headinqs. All headings hercin are inserted only for convenience and case of reference and are not
to be considered in the consbuction orinterpretation of anyprovision of this Agrecment.
20.4 Complete Agfgfr.Lent. This Agreement supersedes and takes the place of any and all previous
negotiations, representations, and oial agreements betn'een the parties hereto.
20.5 Waiver. The waiver of any of the terms and conditions ofthis Agrwment on anJ occaeion or
occasions shall not be deemed as waiver of such tsms and conditions on any future occasion.
20.6 Bindins Nature. This Agreernent shall be binding upon and inure to the benefit of Owner, each of
its successors and/or perrritted assigns, and shall be binding upon and inure to the benefit of Manager,
and its penni$ed assigns. There strall be no third party beneficiaries to this Agreeurent.
20.7 State faw and Venue. This Agreernent shall be construcd" interpreted and applied in accordance
with and strall be governed by, the laws ryplicable in the Statc of Colorado. Venue for any dispute arising
from or related to this Agreernent shall be in the courts ofEagle County, Colorado.
20.8 Rebates lvlanager agrees it will not collest or charge any undisclosed fee, rebate or disc6un! and
if any such should be received by Manager, these will be credited to the account of the Owner.
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20.9 Divisibilitv. In 0p event anyArticle or Section oflhis Agreement is deemed illegal orunlawfirl,
said Article or Section shall be struck frrom this Agr€emqrt and all other Artisles and Sections shall
rernain valid and in full eff€st.
20.10 Iadeoendeni Contsactor. This Agreement conqtitutes an agreement forperformance of the
Sewices by Manager as an independent conbastor and not as an anrplotee of Owner. No0ring contained
in this Agreement shall be deemed to create arelationship of cmployu-employee, master.servanl
partnership, joint venture or any other relationship benreen Manager and Owner except that of
independent contractor.
IN WITNESS WHEREOF, the parties have executed this Agreeinent the day and year above
written.
O1VNER:
EAGLE VAIL
IVIANAGER:
EAGLE COI'NTY IIOUSING AND DEVELOPMENT
By:
By:
AUTHORITY
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