ProRealty MANAGEMENT AGREEMENT
THIS AGREEMENT, made in Brooklyn, NY as of ___________, 2021 by and between Pro Realty Team, LLC, a Limited Liability Company of the State of New York, having its offices at 233 Monitor Street, Brooklyn, NY 11222 and ______________________ located at _______________,_______, a registered corporation of the State of ___________.
Hereinafter referred to as the “Association”, exists principally for the purpose of the performance of various functions pertaining to the maintenance and administration of certain real property and improvements thereto described in a certain Declaration of Covenants, Conditions and Restrictions, executed and recorded among the Land Records of County of Kings.
WHEREAS among these functions is the management of the common areas and community facilities of the real property and improvements described in said Declaration; hereinafter collectively referred to as the “Property”, and
WHEREAS the Association is desirous of employing Pro Realty Team, LLC as Agent for said purpose and
WHEREAS Pro Realty Team, LLC is desirous of accepting such employment under the terms and conditions hereinafter set forth,
NOW, THEREFORE, in consideration of the foregoing and other terms and conditions hereinafter set forth, the parties hereto hereby mutually agree as follows:
- EXCLUSIVE AGENT
The Association hereby employs Pro Realty Team, LLC hereby accepts employment as exclusive managing agent under the terms and conditions set forth herein. Association shall, at its own expense, provide to Pro Realty Team, LLC a bona fide, fully recorded set of the Association’s governing documents for Pro Realty Team, LLC permanent records. Pro Realty Team, LLC shall familiarize itself with these governing documents and will act accordingly.
Pro Realty Team, LLC shall render services and perform duties as follows:
- Developer Liaison. Ascertain the general condition of such of the common areas of the Property as have been conveyed to or are otherwise available for use by the Association (including any community facilities) and establish liaison with the Declarant or any successor thereto and such other parties as may be necessary in order to facilitate completion of any necessary corrective work upon said areas.
- Maintenance. Cause the common areas and community facilities of the Property which have been conveyed to the Association, and any other property or improvements pertaining to the Property otherwise required to be maintained or available for use by the Association, to be maintained according to and on the basis of such annual operating budgets, job standards, and plan and schedule of operation as previously approved by the Board of Directors of the Association, including but not limited to exterior cleaning, painting and decorating, plumbing, steamfitting, carpentry and repair work and such other normal maintenance and repair work as may be necessary, subject to any limitations imposed in writing by the Board of Directors of the Association.
- Spending Limitations. Except as may be expressly provided herein or specifically authorized in any operating budget or plan of operation of the Board of Directors of the Association, the expenses incurred for any one item of repair or replacement shall not exceed the sum of five hundred dollars ($500.00) unless specifically authorized in writing by the Board of Directors of the Association; provided, further, that pursuant to this authority Pro Realty Team, LLC in any event shall not incur liabilities (direct or contingent) which will at any time exceed the aggregate of five hundred dollars ($500.00), or any contractual liability maturing more than one (1) year from the creation thereof, without first obtaining the written approval of said Board of Directors. The foregoing cost limitations shall not apply in the case of emergency repairs necessary, in the judgment of Pro Realty Team, LLC, to preserve the property of the Association and the safety of the Members of the Association, or which involve manifest danger to life and property or which are required to avoid the suspension of any necessary services. It is understood and agreed that Pro Realty Team, LLC will, to the extent practicable, confer immediately with the Board of Directors of the Association regarding any expenditure made pursuant to this emergency repair authority shall not exceed the sum of five hundred dollars ($500.00) unless specifically authorized in writing by the Board of Directors.
- Inspections. It is further understood and agreed that, pursuant to the general maintenance and repair authority conferred by this Paragraph, Pro Realty Team, LLC will undertake periodic inspections, as the situation may require of said common areas and community facilities and shall include the results of said inspections, with accompanying recommendations and action taken, if any, in the regular management report furnished the Board in accordance with Paragraph (1) below. Upon request from the Board of Directors of the Association, Pro Realty Team, LLC will inform the Members of the Association of rules, regulations, and notices arising from the exercise of the authority conferred by this Paragraph and affecting said common areas and community facilities.
- Governmental Compliance. Take such action as may be necessary to comply promptly with any and all orders or requirements, of which proper notice is given, which affect the common areas or community facilities and are placed thereon by any federal, state, county or municipal authority having jurisdiction thereover, subject to the limitations set forth in Paragraph (c) above concerning the making of repairs; provided, however, that in the event the Association is contesting or has affirmed an intention to contest (and afforded proper notice thereof) any said order or requirement, no such action will be taken under this Paragraph except as may be expressly authorized by the Board of Directors of the Association. Pro Realty Team, LLC will promptly notify the Board of Directors of the Association of any said order or requirements and any actions taken pursuant to this paragraph.
- Contracting Authority. Make contracts with respect to the common areas and community facilities for necessary water, sewer, natural gas, electricity and other necessary utility services, cleaning, vermin extermination, swimming pool operation and maintenance, trash and snow removal, landscaping and lawn maintenance, and for all other such services relating to the functions to be performed by Pro Realty Team, LLC under this Agreement as may be deemed advisable by Pro Realty Team, LLC; provided, however, that all such contracts shall be made in the name of the Association and be subject to approval by the Board of Directors of the Association. It is understood and agreed that Pro Realty Team, LLC, to the best of its ability and in accordance with sound contracting practices, shall endeavor to provide the Board with a minimum of two (2) bids on all contracts in excess of fifteen hundred dollars ($1500.00) with the exception of those made for necessary utility services (i.e. water, sewer, gas and electricity), provided that in all other respects the provisions of this Paragraph shall apply to such contracts. This authority shall include the placing of orders for such materials and supplies as are necessary to properly maintain the common areas or as may be otherwise necessary in connection with the services to be provided by Pro Realty Team, LLC under this Agreement (excluding Pro Realty Team, LLC overhead), and shall include responsibility to monitor contractor performance. All such contracts and orders shall be subject to the limitations set forth in Paragraph (c) above. In negotiating contracts or issuing purchase orders pursuant to this Paragraph, Pro Realty Team, LLC will at all times act in a manner consistent with its duty as Agent for the Association, and will credit to the Association all discounts, credits, commissions or rebates reasonably obtainable as a result of such purchases.
- Insurance. Cause to be placed and kept in force, as authorized by the Board of Directors of the Association, and in accordance with the By-Laws thereof, all forms of insurance pertaining to all common areas and community facilities adequate to protect the Association and its Members, including, but not limited to, public liability insurance, and fire and extended coverage insurance; provided, however, that under no circumstance shall Pro Realty Team, LLC have any responsibility for the placement or purchase of any individual lot Owner’s insurance or other insurance solely for the benefit of individual lot owners. The particular companies, particular amounts and particular beneficial interests of any insurance coverage placed pursuant to this Paragraph shall be subject to the approval of the Board of Directors of the Association. Pro Realty Team, LLC shall promptly investigate and make full written reports to the Board of Directors of the Association as to all accidents or claims for damages relating to the management, operation and maintenance of the common areas and community facilities, including the estimated costs of repair or replacement, and shall cooperate and make any and all reports required by any insurance company in connection therewith.
- Unit Maintenance. Provide for periodic exterior maintenance upon the units included in the Property as may be required by the provisions of the above Declaration and By-Laws or as may be otherwise agreed among the Members of the Association and/or formally adopted as a common expense of the Association (e.g. periodic painting of exterior painted building surfaces), on the basis of annual operating budgets, job standards and plan and schedule of operation previously approved by the Board of Directors of the Association, and in accordance with the authority and subject to the limitations set forth in Paragraph (c) and (f) above.
- Collect Assessments. Collect all assessments due from Members of the Association. This authority shall include authority to initiate legal action in the name of the Association to collect delinquent assessments due the Association as set forth in the above Declaration and By-Laws; including preparation and filing of statements of lien; provided, however, that such legal action or lien statements shall not be initiated without the express authorization of the Board of Directors of the Association. Pro Realty Team, LLC is hereby authorized to provide notification to and demand payment of Members from whom delinquent assessments are due in accordance with such delinquency procedures as may be approved by the Board of Directors of the Association; provided, further, that the Board shall have the right to approve on a collective basis the form and manner of such notification and demand. Pro Realty Team, LLC shall furnish the Board of Directors of the Association with an itemized list of delinquent accounts on a monthly basis in accordance with the provisions of Paragraph (1) below. Nothing contained herein shall be construed to obligate Pro Realty Team, LLC to pay any delinquent assessments which may, from time to time, be due. For purposes of this Paragraph, “Assessments” refers to annual or other sums established by the Board of Directors of the Association which the Members are bound to pay as their share of the common expenses of the Association pursuant to the above Declaration and By-Laws, or as otherwise agreed by the Members, or such special or emergency assessments as may, from time to time, be levied by the Association, and may include such interest thereon or costs of collection thereof as may be provided for by said Declaration and By-Laws or otherwise established by the Board of Directors of the Association.
- Bank Deposits. Deposit in a bank whose deposits are insured by the Federal Deposit Insurance Corporation or other entity acceptable to the Board of Directors of the Association, the funds collected pursuant to Paragraph (i) above; plus any miscellaneous income of the Association accruing to Pro Realty Team, LLC under any provision of this Agreement, including interest income pursuant to Paragraph (k) below; provided that no such funds will be commingled with funds accruing to Pro Realty Team, LLC from any other source, including other clients. Notwithstanding the above, it is understood and agreed by the parties hereto that in the event Pro Realty Team, LLC should wish to establish a special account for the commingled deposit of funds of its clients, the Board of Directors of the Association may authorize Pro Realty Team, LLC to deposit funds collected pursuant to this Agreement in a sub-account of said special account subject to all other terms and conditions set forth herein; provided, however, that nothing contained herein shall be construed to obligate Pro Realty Team, LLC or the Board of Directors of the Association to any such action. Pro Realty Team, LLC shall have the authority to draw upon said special account or sub-account for payments to be made by Pro Realty Team, LLC to discharge liabilities or obligations incurred pursuant to this Agreement; provided, however, that such payments shall be disbursed only as otherwise provided herein.
- Disburse Funds. Disburse on a regular basis from funds deposited pursuant to Paragraph (j) above all compensation due and payable to independent contractors hired pursuant to the authority contained herein and all premiums for the payment of insurance placed pursuant to the authority contained herein, and any other sums otherwise due and payable by the Association as operating expenses authorized to be incurred under the terms of this Agreement or otherwise, including compensation to Pro Realty Team, LLC as hereinafter provided. Any remaining balance of said funds not otherwise disbursed pursuant to this Paragraph may be disbursed from time to time or transferred only as specifically authorized by the Board of Directors of the Association in writing. It is understood and agreed by the parties hereto that Pro Realty Team, LLC in the course of prudent management of funds accruing pursuant to this Agreement, may, from time to time, recommend to the Board particular dispositions of said excess balances, such as temporary deposit in special interest-bearing accounts, or other short-term investments; such disposition, however, to occur only upon the express authorization of the Board.
- Reports. Render regular reports to the Association as set forth below:
Monthly (to be rendered no later than the twentieth (20th) of each succeeding month).
- Balance Sheet (listing of Association assets, liabilities and equities);
- Income/Expense Statement (showing all income and itemized expenses, including comparison with annual operating budget);
- Disbursement Listing (including payee, invoice number, invoice date, date paid, number and amount of corresponding payment check and amount charged);
- Delinquency Report (including months delinquent, amount due, and action taken, if any);
- Prepay Report (including months prepaid and amount by homeowner); and
- Management Report (including currently pending management actions, correspondence, and results of inspections undertaken pursuant to Paragraph (c) above)
It is understood by the parties that the format of particular reports may evolve over time, however, the above information as a minimum will be provided in each case. In addition, Pro Realty Team, LLC shall render to the Association such special financial reports as may, from time to time, be requested by the Board of Directors and which are reasonable under the circumstances, and such other reports as may be otherwise provided for herein.
(m) Assessment Certificates. Upon request, Pro Realty Team, LLC shall furnish Assessment Certificates as set forth in the above Declaration and By-Laws, provided, however, that Pro Realty Team, LLC shall be paid a fee by the requesting Association Member, according to the schedule in Attachment A-Expense Reimbursement Schedule, and shall also furnish any member of the Association, on request, with copies of the Declaration, the Articles of Incorporation and the By-Laws of the Association, for a reasonable charge for duplication; the foregoing sums shall be paid by the requesting Association Member to Pro Realty Team, LLC separate and apart from any compensation otherwise provided Pro Realty Team, LLC pursuant to this Agreement.
(n) Accounting Records. Maintain a comprehensive system of office records, books and accounts in a manner sufficient to adequately protect the interest of the Association. The records and books of account of the Association shall be maintained on an accrual accounting basis, and shall be kept separate from any other records or books maintained by Pro Realty Team, LLC for the account of other clients of Pro Realty Team, LLC. The records and books of account of the Association shall be made available for inspection and audit by the Board of Directors of the Association or their duly authorized representatives, at all reasonable hours, and to any member of the Association by appointment. Pro Realty Team, LLC shall cooperate to the extent required by the Board of Directors in the preparation, by a Certified Public Accountant designated by the Board, of a complete annual financial report based upon examination of the Association’s books and records, including those maintained by Pro Realty Team, LLC pursuant to this Agreement, provided that the Association shall bear the fees and expenses of said Certified Public Accountant. Upon request of the Board, Pro Realty Team, LLC will undertake distribution of an annual financial statement to the members of the Association, provided that the expenses of said distribution shall be paid by the Association pursuant to the provisions of Article III below.
(o) Budget. Prepare, after consultation with the Board of Directors of the Association or appropriate officer or committee thereof, an annual operating budget for each annual assessment period taking into account the general condition of the common areas and community facilities, historical costs, existing contracts or contractors and current inflationary trends and qualitative budget assumptions based upon the existing level of services and including reasonable reserves for repair and replacement. The budget is to be prepared in a format consistent with the classification of the accounts of the Association and furnished together with a suggested plan of operation outlining the major points in the budget and justifying particular estimates in all important respects, said budget and operating plan to be furnished the Board of Directors of the Association at least forty-five (45) days prior to the commencement of the annual period for which prepared. The budget shall provide for sufficient estimates, on a consistent periodic basis, to permit comparison to and analysis of deviations from the reports furnished the Association, pursuant to Paragraph (l), of the actual results of operations and actual financial condition of the Association, in accordance with generally accepted accounting practices consistently applied.
- Owner Complaints. Receive, investigate and dispose of service requests and related complaints of the members of the Association, and record said requests or complaints along with an indication of the action taken, if any; provided, however, that said requests or complaints, if considered by Pro Realty Team, LLC to be of sufficient magnitude or in the event they are incapable of resolution by Pro Realty Team, LLC shall, after thorough investigation, be reported to the Board of Directors of the Association, together with recommendations, if appropriate. Nothing contained herein shall be construed to obligate Pro Realty Team, LLC in connection with service requests or complaints pertaining to individual lots or dwellings except as may relate to exterior maintenance or repairs undertaken pursuant to the provisions of Paragraph (h) above or otherwise relating to Pro Realty Team, LLC’s foregoing responsibilities under this Agreement or as specifically provided herein.
- Performance Standard. Operate and maintain the common areas and community facilities at all times in accordance with the highest standard achievable consistent with the terms of this Agreement and the overall plan of operation of the Association, and perform all other acts and duties as are reasonably necessary and proper to the discharge, by Pro Realty Team, LLC, of its duties under this Agreement.
- Meeting Attendance. Pro Realty Team, LLC hereby agrees, notwithstanding any authority as may be otherwise conferred herein, to confer freely and fully with the Board of Directors of the Association in the performance of its duties as set forth herein and to make every effort to attend meetings of said Directors as reasonably requested, provided, however, that Pro Realty Team, LLC shall attend a maximum of four (4) such meetings per year of the Board or committees thereof. For attendance at additional meetings beyond said maximum, Pro Realty Team, LLC may charge a fee to be separate from and in addition to the compensation otherwise provided Pro Realty Team, LLC by the Association pursuant to Article VII hereof. Meeting of Directors subject to the above maximum of four (4) meetings is hereby defined as any meeting commencing before 9:00 a.m. or after 5:00 p.m. Monday through Friday. Nothing contained in this section of the Agreement shall obligate any employee of Pro Realty Team, LLC to attend meetings of Directors scheduled on Friday night, Saturday or Sunday of any week. In the event that said meetings of Directors last more than three hours or beyond 10:30 p.m., whichever occurs first, the Association agrees to pay Pro Realty Team, LLC the hourly rate of forty-five dollars ($45.00) for each employee of Pro Realty Team, LLC attending said meeting beyond the above time limit. It is understood and agreed by the parties that said hourly rate will be charged for each hour, or fraction thereof, beyond the time limit and that this charge is intended to compensate the employee for excessive work hours. Notwithstanding the foregoing, Pro Realty Team, LLC shall meet and confer with the Board on matters of an emergency nature at any reasonable time for no such additional fee.
- Litigation. Pro Realty Team, LLC shall assist the Association and their legal counsel in any litigation brought by or against the Association to the extent such litigation shall relate to the services provided by Pro Realty Team, LLC under the terms of this Agreement, provided, however, that such assistance in litigation shall be limited to five (5) hours per month. In the event that the litigation assistance extends beyond five (5) hours per month, the Association agrees to reimburse Pro Realty Team, LLC at the hourly rate of fifty per hour ($50/hour.)
- REIMBURSABLE EXPENSES
Everything done by Pro Realty Team, LLC pursuant to the provisions of this Agreement shall be done as Agent of the Association and, except as otherwise specifically provided herein, all obligations or expenses of Pro Realty Team, LLC incurred or paid pursuant to this Agreement shall be obligations and expenses of the Association, including miscellaneous costs specifically incurred by Pro Realty Team, LLC for the Association such as postage for general mailing of notices, budgets, etc. to members of the Association, or duplicating costs for the same but excluding overhead expenses of Pro Realty Team, LLC. For purposes of this Agreement, overhead expenses of Pro Realty Team, LLC include salaries of Pro Realty Team, LLC employees, office supplies, accounting costs incurred in furtherance of the provisions of Article II above, miscellaneous correspondence costs, including correspondence pertaining to specific delinquencies (but excluding postage costs of registered mail pertaining to the same which shall be an expense of the Association), telephone costs, and other such expenses of the officers and employees of Pro Realty Team, LLC. Legal fees and expenses incurred for the direct benefit of the Association, including those specifically incurred pursuant to Paragraph (i) of Article II above, shall be paid by the Association. “Attachment A-Reimbursable Expense Schedule” which lists certain expenses and fees for services provided by Pro Realty Team, LLC which are agreed to be reimbursable to Pro Realty Team, LLC from the Association, is attached and incorporated into this Agreement.
- COMMON AREA AUTHORITY
It is understood and agreed by the parties hereto that, except as otherwise specifically provided herein, the authorities and duties conferred upon Pro Realty Team, LLC under this Agreement are confined to the common areas and community facilities of the Property, and do not and shall not include supervision and management of individual lots or dwellings except as specifically provided herein or as requested by the Board of Directors of the Association and agreed to in writing by Pro Realty Team, LLC.
- BOARD REPRESENTATIVE
It shall be the duty of the Board of Directors of the Association to appoint one member of said Board as Liaison with Pro Realty Team, LLC in its capacity as Agent under this Agreement. Pro Realty Team, LLC shall be advised in writing of the identity of said liaison officer and all communications with Pro Realty Team, LLC relating to Agreement shall, to the extent practicable, be made by or delivered to said liaison officer.
- BONDING AND INSURANCE
Those employees of Pro Realty Team, LLC who handle or are responsible for the handling of funds of the Association shall, at the expense of Pro Realty Team, LLC, be bonded by an Employee Dishonesty Bond in the amount of $500,000.
VII. MANAGEMENT FEES
As compensation for the services performed under this Agreement, the Association will pay Pro Realty Team, LLC the sum of $________ dollars per year, payable at $_______ dollars per month in management fees, plus tax; provided that the compensation paid to Pro Realty Team, LLC pursuant to this Article VII shall be computed on the basis of the total number of lots for which the Association is earning Assessment income as of the 1st day of each month.
VIII. TERM OF AGREEMENT
(a) Term of Agreement. Unless terminated as otherwise provided herein, this Agreement shall be in effect from ________, 2021 to and including _______, 2022.
(b) Renewal. Unless terminated pursuant to this Article, these agreement renews at the end of the above term for successive one (1) year terms under such terms and conditions as may hereafter be agreed, with a 3% increase for every renewal year, provided that in the event either party shall intend not to renew the Agreement at the end of the above term, said party shall give notice of said intention to the other in writing at least thirty (30) days prior to the end of said term.
(a) Termination Provision. If at any time during the term of this Agreement the Association feels that Pro Realty Team, LLC is not properly performing its duties in accordance with the terms of this Agreement and standard of managers of similar properties, the Association shall give Pro Realty Team, LLC a written notice stating in detail the specific complaints. Pro Realty Team, LLC shall have sixty (60) days from receipt of such notice to correct the specific complaints. If said complaints are not corrected to the aforesaid standard, then the Association may terminate this Agreement upon thirty (30) days written notice without penalty. In the event that Pro Realty Team, LLC wishes to terminate this Agreement, it must provide the Association with a minimum of ninety (90) days written notice to afford the Association the time to locate a successor to Pro Realty Team, LLC.
All notices sent to the parties under this Article shall be served by certified mail with return receipt requested.
(b) Bankruptcy. In the event a Petition in Bankruptcy is filed by or against either party, or in the event that either party shall make an assignment for the benefit of creditors or take advantage of any insolvency act, the other party hereto may terminate this Agreement upon notice to the insolvent party.
(c) Transition. Upon any termination pursuant to this Article, the parties shall account to each other with respect to all matters outstanding as of the date of termination, and the Association shall furnish Pro Realty Team, LLC reasonably satisfactory security against any outstanding obligations or liabilities which Pro Realty Team, LLC may have incurred pursuant to the provisions of the Agreement.
Pro Realty Team, LLC shall provide Owner Reports, Delinquency Reports and Vendor Information in advance of the termination date at the request of the Association to assist in the management transition. Within thirty (30) days after the termination date, Pro Realty Team, LLC will turn over to the Association or its duly appointed representative, the existing records and files of the Association. The Association, or its duly appointed representative, shall acknowledge in writing the receipt of said records and files.
Pro Realty Team, LLC shall not be compensated or reimbursed for providing the records relating to the Association, except that the Association shall pay for the cost of reproducing any records previously provided to the Association by Pro Realty Team, LLC, but which Pro Realty Team, LLC deems necessary to retain for its records following the termination date of this Agreement.
Regarding the storage of computer data in electronic form, the parties hereby agree that such electronic storage media shall belong to Pro Realty Team, LLC and be retained by them. The Association shall own or have rights to all printed data necessary for the continuation of Association operations.
- HOLD HARMLESS.
Except for acts of willful misconduct or gross negligence, the Association agrees to save and hold Pro Realty Team, LLC, its representatives, agents and employees, harmless from damages or injuries to persons or property resulting from any cause whatsoever in, on or about the common areas or community facilities or elsewhere when Pro Realty Team, LLC is carrying out the provisions of this Agreement or acting under the express or implied direction of the Board of Directors of the Association.
- Defense of Claim. Subject to the same limitations, the Association agrees to defend promptly and diligently at its own expense any claim, action or proceeding against Pro Realty Team, LLC or against Pro Realty Team, LLC and the Association jointly which arises out of or is connected with any of the foregoing and the Association further agrees to fully indemnify Pro Realty Team, LLC from any judgment, loss or settlement on account thereof; provided, however, that the foregoing indemnity provision shall not apply to any settlement of any cause entered into by Pro Realty Team, LLC without the prior written consent of the Board of Directors of the Association. The provisions of this Article IX shall survive the termination of this Agreement as to any actions, causes, proceedings or claims as stated above.
In the event of any dispute, disagreement or difference with respect to the interpretation of any term or provision of this Agreement not resolvable by the parties hereto and which, in the judgment of either party, materially affects or impairs its ability to perform under this Agreement, either party may, upon written notice to the other, demand that such dispute, disagreement or difference be submitted to Arbitration. The dispute shall thereupon be promptly submitted to arbitration before three arbitrators (unless Pro Realty Team, LLC and the Association agree to one arbitrator) designated by the American Arbitration Association and shall be conducted in accordance with the rules and procedures promulgated by said American Arbitration Association. The arbitrators designated and acting pursuant to this Article shall have no power to depart from or change any of the provisions thereof except as otherwise provided herein. Pro Realty Team, LLC and the Association shall continue with the performance of their duties and obligations under this Agreement during the period of such arbitration.
The determination of the arbitrator(s) (or the majority in the event of arbitration before three arbitrators) shall be binding upon both parties. In the event that a material breach is alleged and the arbitrator(s) determines that the offending party has committed a material breach of this Agreement, then such finding shall furnish the aggrieved party the right to terminate the Agreement thirty (30) days after the final determination of the arbitrator(s) and the offending party shall bear all costs and expenses incurred in the arbitration, provided that such termination shall otherwise proceed as provided in Article VIII hereof. In the event that a material breach is alleged but the arbitrator(s) does not so determine, the aggrieved party shall bear all costs and expenses incurred in arbitration. Notwithstanding the above, in any case the arbitrator(s) may make a determination as to the allocation of costs and expenses of arbitration.
XIII. APPLICABLE LAW
This Agreement shall be construed in accordance with the laws of the State of New York and shall bind and inure to the benefit of the parties hereto and their respective successors and assigns; provided, however, that this Agreement shall not be assigned by Pro Realty Team, LLC except with the prior written consent of the Board of Directors of the Association. This Agreement shall constitute the entire agreement between the parties hereto, and no variance or modification thereof shall be valid or enforceable, except by written supplement hereto, executed and approved in the same manner as this Agreement. For the convenience of the parties, this Agreement has been executed in several counterparts, which are in all respects similar and each of which shall be deemed to be complete in itself so that any one may be introduced in evidence or used for any other purpose without the production of the other counterparts.
The invalidity, illegality, or unenforceability of any provision of this Agreement, pursuant to judicial decree, shall not affect the validity of enforceability of any other provision of this Agreement which shall remain in full force and effect.
Titles and headings have been provided in this Agreement for the ease of the reader. They are in no way intended to change the meaning or intent of the actual terms and provisions of this Agreement and cannot be used or interpreted to change the meaning of any such term or provision.
IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the day and year first above written.
Board Member __________________________
2021 ATTACHMENT A-Schedule of Reimbursable Expenses
The following will be additional expense items reimbursed to Pro Realty Team, LLC as services and fees not covered by the management fee as described more fully in the “MANAGEMENT AGREEMENT”.
|Postage-mass mailing||Postage plus 0.10 per piece|
|Bulk Rate Mailings (handling and sorting)||Actual cost|
|Excess Mass Mailings (more than 3 physical mailings per year)
Violation Monitoring (optional)
|$0.10 per item + postage
|Pre-existing Violation Handling
Project Management Fee
|$250 per violation
10% of the Project Cost over $2,000.00