PROPERTY MANAGEMENT AGREEMENT
Cal Tower Building, 3737 Main Street)
This PROPERTY MAt IWMENT AGREEMEN ( this " Agreement") is dated as of this 8thday of January the " Effective Date"), betweenThe City of Riverside Redevelopment Successor Agency (" Owner"), and Inland Pacific Advisors, Inc., a California corporation (" Property Manager").
Ownerowns certainreal propertyandimprovementsin Riverside, California locatedat 3737MainStreet, Riverside, California92501, commonlyknownastheCalTowerBuildingand as more particularly described in Exhibit " A" attached hereto and incorporated herein ( the Property"). Ownerdesiresto engagePropertyManagerto manage, lease, operate, andmaintain the Property.
NOW, THEREFORE, forgoodandvaluableconsideration, thereceiptandsufficiencyof which is hereby acknowledged, the parties agreeas follows:
1. COMMENCEMENT AND TERMINATION DATES.
1. 1. Commencement and Termination. Property Manager' s duties and responsibilities under this Agreement shall begin on the Effective Date and shall continue for an initialtermof five (5) years, unlessearlierterminatedasprovidedin Section10. Thetermof this Agreementmay be extended, upon mutual written consentof the parties, for an additional period( s) not to exceed five ( 5) years.
2. PROPERTY MANAGER' S RESPONSIBILITIES.
2. 1. Statusof PropertyManager. OwnerandPropertyManagerdonot intendto formajointventure, partnershiporsimilarrelationship. Instead, thepartiesintendthatProperty Managershallactsolelyinthecapacityof anindependentcontractorforOwner. Nothinginthis Agreementshall causePropertyManagerand Owner to be joint venturersor partners, and neither shall havethe power to bind or obligatethe other party by virtue of this Agreement, except as expressly provided in this Agreement. Nothing in this Agreement shall deprive or otherwise affect the right of either party to own, invest in, manage, or operate, or to conduct businessactivitieswhich competewith, theProperty.
2. 2. Management. Property Manager shall manage, operate and maintain the Propertyin anefficient, economic, andsatisfactorymannerandshallmanagetheperformanceof everythingreasonablynecessaryfor theproperoperationof thePropertyfor the tenantsthereof, subject to ( a) applicable governmental requirements and (b) the terms and provisions of this Agreement, and in accordance with the Budget ( as defined below). At the expense of Owner, PropertyManagershallkeepthePropertycleanandin goodrepair, shallorderandsupervisethe completionof suchrepairsasmayberequiredandshallgenerallydo andperform, or causeto be doneor performed, all thingsnecessary, requiredor desirablefor the properand efficient management, operation, and maintenance of the Property, provided Owner, in a manner reasonablysatisfactoryto PropertyManager, makesavailableto PropertyManagersufficient sums to pay the costs thereof. Property Manager shall perform all services in a diligent and professional manner and in accordance with the Budget.
1 2. 3. Employees/ Independent Contractors of Property Manager. Property Managershall employ, directly or throughthird party contractors (for example, an employee leasing company or on- site property manager), at all times, a sufficient number of capable employeesand/or independentcontractorsto enablePropertyManagerto properly, adequately, safely and economically manage, operateandmaintain the Property. All matterspertaining to the supervision of such employees shall be the responsibility of Property Manager. All salaries and benefitsandpositionsof employeeswhoperformworkin connectionwith thePropertyshallbe in accordance with the Budget ( as defined in Section 2. 5).
2. 4. Compliance with Laws, Mortgages and Other Matters
2. 4. 1. Property Manager shall use reasonableefforts to comply, and causethe Property to be in compliance, with any deedof trust, mortgage or other loan documents evidencingloanssecuredby thePropertyashavebeenprovidedto PropertyManager (the "Loan Documents"), and all applicable governmental requirements relative to the performance of its duties hereunder, ordinances, rules, regulations, and requirements. Property Manager may implement such procedureswith respectto the Property as Property Managermay deem advisablefor the more efficient and economicmanagementand operationthereof. Property Managershall pay from the OperatingAccount (definedin Section6.2) expensesincurredto remedyviolationsof laws; provided, if suchexpensescausethePropertyexpensesto exceedthe Budget, Property Manager shall obtain Owner's consentprior to paying such expenses.
However, PropertyManagershallnot beobligatedto remedyviolationsof law if sufficientfunds are not available in the Operating Account or if Owner does not provide sufficient additional funds to do so.
2. 4. 2. Property Manager shall furnish to Owner, promptly after receipt, any notice of violation of any governmental requirement or order issued by any governmental entity, anynoticeof defaultfrom the holderof anymortgageor deedof trust encumberingthe Property, or anynoticeof terminationor cancellationof anyinsurancepolicy.
2. 5. Budgets and Operating Plan.
2. 5. 1. Property Manager will prepare and submit to Owner herewith an initial capital and operating budget for the promotion, operation, repair, maintenance and improvement of the Property for the initial term of this Agreement. The Budget is and shall be presented on a monthly, accrual basis. The Budget shall be subject to the approval of Owner, however, until Owner approves any new Budget, the then-current Budget shall remain in effect.
The capitalized term " Budget" usedherein shall refer to the most recentbudgetpreparedby Property Manager and approved by Owner. Property Manager shall provide Owner with such informationregardingtheBudgetasmaybe, from time to time, reasonablyrequestedby Owner.
Property Manager may at any time submit a revised budget to Owner which shall become effective only after Owner' s approval.
2. 5. 2. Property Manager shall charge all expenses to the proper account asspecifiedin theBudget, providedthatPropertyManagermayreallocatesavingsfrom oneline item to other line items, for the benefit of Owner.
2 2. 5. 3. Togetherwith the submissionof the Budget, PropertyManager shallsubmittoOwneranoperatingplanforthegeneraloperationoftheProperty, includinga proposedlist of improvementsto theProperty, generalinsuranceplan, andplanfor thegeneral operationandmaintenanceofthePropertyfortheinitialtermofthisAgreement. TheOperating PlanshallbesubjecttoOwner'sapproval, andthecapitalizedterm "OperatingPlan" usedherein shallreferto themostrecentOperatingPlanpreparedby PropertyManagerandapprovedby Owner. PropertyManagermaysubmitarevisedOperatingPlantoOwneratanytimewhich shallbecomeeffectiveonly afterOwner's approval.
2. 5. 4.
PropertyManagershallat all timesoperatethe Propertyin
accordance with the Budget.
2. 6.
Collectionof RentsandOtherIncome. PropertyManagershallbill all tenantsand shall useits commerciallyreasonableefforts to collect all rent and other charges includinganypossessoryinteresttaxesdueandpayablefromanytenantor fromothersfor servicesprovidedin connectionwith theProperty. PropertyManagershalldepositall moniesso collectedin theOperatingAccountunlessdirectedotherwisebyOwner.
2. 7. RepairsandMaintenance. PropertyManagershallmaintainthe buildings, appurtenancesandgroundsof the Property, otherthanareaswhich arethe responsibilityof tenants, including, withoutlimitation, allrepairs, cleaning, painting, decorationsandalterations, forexampleelectrical, plumbing, carpentry, masonry, elevatorsandsuchotherroutinerepairsas arenecessaryor reasonablyappropriatein thecourseof maintenanceof theProperty (subjectto the limitations of this Agreement). PropertyManagershall pay actualandreasonableexpenses formaterialsandlaborforsuchpurposesfromtheOperatingAccountandinaccordancewiththe Budgetprovidedthatanysingleexpenditureinexcessof$2,500mustbesupportedbyobtaining a minimumof 3 writtenbidsandapprovedby Owner. PropertyManagershalltakereasonable precautionsagainstfire, vandalism, burglaryandtrespasstotheProperty.
2. 8. Prevailing Wage. Pursuant to Section 1771 of the California Labor Code, PropertyManagerandall vendorsarerequiredto paythegeneralprevailingratesof perdiem wages,
overtime and holiday wages as determinedby the Director of the Departmentof IndustrialRelationsandimplementedbyResolutionNo. 13346oftheCityCounciloftheCityof Riverside. The Director's determinationof prevailing wage rates is available on-line at www.dir.ca.gov/dlsr/DPreWageDetermination.htm, andis referredto andmadea parthereofas though fully set forth herein. Per Senate Bill 854 ( 2014), Property Manager and all vendors shall registerwith the Departmentof IndustrialRelationsin orderto bid andperformpublic works projects. PropertyManagerandall vendorson all public worksprojectsshall submitelectronic certified payrolls to the Labor Commissioner and City unless excused from this requirement.
PropertyManagerisawareof andstipulatesthatPropertyManagerwill alsocomplywiththe following sectionsof the California Labor Code:
a.
Section1775prescribingsanctionsfor failureto payprevailing wage rates;
b. Section1776requiringthemaking, keepinganddisclosingof detailedpayroll recordsandprescribingsanctionsfor failureto doso; 3 c.
Section1777.5prescribingthetermsandconditionsforemploying registered apprentices;
d.
Section1810providingthateighthoursof laborshallbea day's work;
e.
Section 1813prescribing sanctions for violations of the provisions concerningeight-hourwork daysandforty-hourwork weeks; and f. Sections1725.5 and 1771.1 requiring all generalcontractorsand subcontractors to be registered with DIR. Registration can be accomplished through the DIR website by using this link: http:// www. dir. ca. gov/ Public- Works/ PublicWorks. html.
2. 9. Capital Expenditures. Property Manager shall not make any capital expenditureswithout first obtaining written consentfrom Owner.
2. 10. Service Contracts, Supplies and Equipment.
2. 10. 1. PropertyManagermayenterinto or renewanycustomarycontract for cleaning, maintenance, repairingor servicingthePropertyor anyof theconstituentpartsof the Property ( including contracts for fuel oil, security or other protection, extermination, landscaping, architectsorengineeringservices) contemplatedbytheBudgetand/ortheOperating Plan with any unrelatedthird party with the prior written consentof Owner; provided such contracts are terminable on thirty days' notice and are on terms reasonablein the local market.
Eachsuchservicecontractshallbein thenameof PropertyManager, asagentfor Owner, andbe assignable to the transferee of Owner.
2. 10. 2. If this Agreement terminates pursuant to Section 10, Property Manager, at theoptionof Owner, shallassignto thenomineeof Ownerall of Property Manager'sinterestin theserviceagreementspertainingtotheProperty.
2.10.3. At the expenseof Owner and in accordancewith the Budget, PropertyManagershall purchase, provide, andpay for all neededjanitorial and maintenance supplies, tools and equipment, restroom and toilet supplies, light bulbs, paints, and similar suppliesnecessaryto the efficient and economicaloperationandmaintenanceof the Property.
Such suppliesand equipmentshall be the property of Owner. All such supplies, tools, and equipmentgenerallyshallbe deliveredto andstoredin thePropertyandshallbeusedonly in connectionwith themanagement, operation, andmaintenanceof theProperty.
2.10.4. Property Manager shall use reasonableefforts to purchaseall goods, suppliesor servicesat thelowestcostreasonablyavailablefrom reputablesourcesin the metropolitanareawherethePropertyis located. In makinganycontractor purchasehereunder, PropertyManagershall usereasonableefforts to obtainfavorablediscountsfor Ownerandall discounts, rebatesor commissionsunderany contractor purchaseorder madehereundershall inuretothebenefitofOwner. PropertyManagershallmakepaymentsunderanysuchcontract or purchaseorder to enableOwnerto take advantageof any suchdiscountif Ownerprovides sufficient funds therefor.
4 2. 11. TaxesandMortgages. PropertyManager, unlessotherwiserequested, shall obtainandverify bills for real estateandpersonalpropertytaxes, generalandspecialreal property assessments including possessory interest taxes and other like charges ( collectively Taxes")
whichare, ormaybecome, liensagainsttheProperty. PropertyManagermayappeal suchTaxeswithOwner'spriorwrittenconsent. PropertyManagershallreportanysuchTaxes thatmateriallyexceedtheamountscontemplatedbytheBudgetto Ownerpriorto Property Manager'spaymentthereof. PropertyManager, if requestedby Owner, will cooperateto prepare an application for correction of the assessedvaluation to be filed with the appropriate governmentalagency. PropertyManagershallpay, within thetime requiredto obtaindiscounts, fromfundsprovidedby Owneror fromtheOperatingAccount, all utilities, Taxesandpayments dueundereachlease, mortgage, deedoftrustorothersecurityinstrument, if any, affectingthe Property. TotheextentsuchpaymentsareinaccordancewiththeBudgetand/ortheOperatingPlan ( as either may be revised from time to time), Property Managermay make any such payments without the approval of Owner.
2. 12. TenantRelations; Compliance. PropertyManagerwill useits bestefforts todevelopandmaintaingoodrelationswiththetenantsintheProperty. At alltimesduringthe termhereof, PropertyManagershalluseitsbesteffortstoretainexistingtenantsintheProperty.
PropertyManagershalluseitsreasonableeffortsto securecompliancebythetenantswiththe terms and conditions of their respective Leases.
2. 13. Miscellaneous Duties. Property Manager shall ( a) maintain at Property Manager'sofficeaddressassetforthin Section12.1 andreadilyaccessibleto Owner, or atone of PropertyManager's centralizedaccountinglocations, orderlyfilescontainingrentrecords, insurancepolicies, leasesandsubleases, correspondence, receiptedbills andvouchers, bank statements, canceled checks, deposit slips, debit and credit memos, and all other documents and papers pertaining to the Property or the operation thereof; ( b) provide information about the Propertynecessaryfor the preparationandfiling by Ownerof incomeor othertax returns requiredby any governmentalauthority, includingannualstatementsandotherinformation reasonably requested by Owner; ( c) consider and record tenant service requests in systematic fashionshowingtheactiontakenwithrespectto each, andthoroughlyinvestigateandreportto Ownerin a timely fashionwith appropriaterecommendationsall complaintsof a naturewhich might have a material adverse effect on the Property or the Budget; ( d) supervise the moving in and out of tenants and subtenants; arrange, to the extent possible, the dates thereof to minimize disturbanceto theoperationof thePropertyandinconvenienceto othertenantsor subtenants; and render an inspectionreport, an assessmentfor damagesand a recommendationon the dispositionof anydepositheldassecurityfortheperformancebythetenantunderitsleasewith respect to each premises vacated; ( e) check all bills received for the services, work and supplies orderedin connectionwith maintainingandoperatingthePropertyand, exceptasotherwise providedin this Agreement, pay suchbills whendue andpayableand in accordancewith the Budget; and (f) notpermittheuseofthePropertyforanypurposethatmightvoidanypolicyof insuranceheldby Owneror whichmightrenderanylossthereunderuncollectible. All such records arethe property of Owner andwill be delivered to Owner upon request
2. 14. Rightto SubcontractPropertyManagementFunctions. PropertyManager reservestheright, subjectto Owner's approval, to subcontractsomeor all of theproperty managementfunctionsdescribedherein to local property managersand certain other parties. 5 However, except asexpressly provided herein, the feesto be paid to Property Manager under this Agreement are inclusive of fees payable to such third parties.
2. 15. Out of Scope Work. Out of Scope Work is defined as any work not specifically outlined in this Agreement, and is as further described in Exhibit B, attached hereto and incorporated herein by reference. Property Manager shall only perform this work at the request of Owner and will only be compensatedfor Out of Scope Work by separatewritten agreement with Owner.
3. INSURANCE.
3. 1. Worker' s Compensation Insurance. By executing this Agreement, Property Manager certifies that Property Manager is aware of and will comply with Section 3700 of the Labor Code of the State of California requiring every employer to be insured against liability for workers' compensationor to undertakeself-insurancebeforecommencinganyof the work. PropertyManagershall carry the insuranceor provide for self-insurancerequiredby California law to protect said Property Manager from claims under the Workers Compensation Act.
Prior to City' s execution of this Agreement, Property Manager shall file with City either 1) a certificate of insurance or self-insuranceevidencing that such insurance is in effect, or that PropertyManageris self-insuredfor suchcoverage; or (2) a certified statementthat Property Managerhas no employees, and acknowledgingthat if Property Managerdoesemploy any person, the necessarycertificate of insurancewill immediately be filed with City.
Contractor' s workers' compensation carrier shall be authorized to transact insurance business in the State of California with a policy holder' s rating of" A-" or higher and a Financial Class VII or larger.
3. 2. Commercial General Liability and Automobile Liability Insurance. Prior to City' s execution of this Agreement, Property Manager shall secure, and shall thereafter maintain until termination of this Agreement, such commercial general and automobile liability insuranceas shall protect Property Managerfrom claims for damagesfor personalinjury, including accidental death, as well as from claims for property damagewhich may arise from or which may concern operations under this Agreement.
All liability insuranceshall be issuedby an insurancecompany or companiesauthorizedto transactliability insurancebusinessin the Stateof Californiawith a policy holder's ratingof A or higher and a Financial Class of VII or larger and shall cover ( 1) commercial general liability for both bodily injury ( including death) and property damage, including but not limited to aggregate products, aggregate operations, and contractual liability, and ( 2) automobile liability covering bodily injury ( including death) and property damage, with the following respective minimum limits:
Commercial General 1, 000, 000 per occurrence
2, 000, 000 aggregate
6 Automobile 1,000,000 per accident, combined single limit Coverage: Coverageshallbeasbroadasthefollowing.
CommercialGeneralLiability. InsuranceServicesOffice CommercialGeneral Liability Coverage ( occurrence Form CG 0001). This coverage shall include:
a.
Broadform propertydamagein any casewheretheContractorhas anypropertybelongingtotheCityin theContractor'scare, custody, orcontrol, b. Blanket contractual liability,
c. Products and completed operations coverage.
If CommercialGeneralLiability Insuranceor otherform with a generalaggregatelimit or products-completed operations limit is used, the general aggregatelimit and products-completed operations aggregatelimit shall be twice the required occurrencelimit.
AutomobileLiability. Coverageshallbeatleastasbroadasthefollowing:
Coverage ( Form CA 0001), covering Symbol 1 (any auto) or Symbols 8 and 9 (hired and non- owner autos). This coverage shall include:
Coveragefor owned, non-owned, and hired automobiles
3. 3 Additional Requirements. Original certificatesof insurancealong with additionalinsuredendorsementreasonablyacceptabletoCity, evidencingthecoveragerequiredby thisAgreementforbothcommercialgeneralandautomobileliability, shallbefiledwithCityand shallincludeCity asan additionalinsuredsolelywith regardto claimsarisingout of this Agreement. Thepolicyorpoliciesshallbeintheusualformofpublicliabilityinsurance, butshall alsoinclude the following provisions:
Solelyfor Servicesperformedby andonbehalfof thePropertyManager for the City of Riverside, it is agreedthatthe City of Riversideandits officers and employees are added as additional insureds under the CommercialGeneralLiabilityandAutomobileLiabilitypolicies.
TheCommercialGeneralLiabilityinsurancepolicyshallalsocomplywiththefollowing provisions:
a. Policies shall include premises/ operations, products completed operations, broadformcontractual, personalinjury, andbroadformproperty damage.
b. The policy shall be endorsedto waive any right of subrogation againstthe City andits subcontractors, employees, officers, agentsanddirectors for work performed under this Agreement.
7 c.
If policies are written on a claims madebasis, the certificate should so specify and the policy must continue in force for one year after completion of the project. The retroactive date of the coverage must also be listed. d.
Thepolicy shallspecifythatthe insuranceprovidedby Property Managerwill beconsideredprimaryandnotcontributoryto anyotherinsurance available to the City of Riverside. Contractor shall provide Form No. CG 20010413 to City.
e.
PropertyManagershallnotify Ownerwithin ten (10) daysprior to theexpiration, terminationor cancellationof anyinsurancerequiredherein. f. The insuranceset forth in this Agreement must be maintained at all times during the term of this Agreement.
3. 4 Errors and Omissions Insurance. Prior to Owner' s execution of this Agreement, PropertyManagershallobtain, andshallthereaftermaintainduringthetermofthis Agreement, errors and omissions/professionalliability insurancein the minimum amountof 1,000, 000 per claim and aggregate.
3. 5 Reporting. Property Manager shall investigate and submit, as soon as reasonably possible, a written report to the insurance carrier and Owner as to all accidents, claimsfordamagerelatingtotheownership, operationandmaintenanceof theProperty, any damageto or destructionof the Propertyandthe estimatedcostsof repair thereof, andprepare andfile with theinsurancecompanyin atimely mannerrequiredreportsin connectiontherewith.
PropertyManagershall, with Owner's prior written consent, settleall claims againstinsurance companies arising out of any policies, including the execution of proofs of loss, the adjustment oflosses, signingandcollectionofreceiptsandcollectionofmoney.
3. 6 Additional Insurance. Any insuranceobtainedby PropertyManagerfor its ownaccount, andnotforthebenefitof Owner, ortheProperty, shallbeatPropertyManager's own expenseandanyinsurancepaymentsshallbe for PropertyManager's solebenefit.
3. 7 Contractor' s and Subcontractor' s Insurance. Property Manager shall require all contractors and subcontractors entering upon the Property to perform services to have insurancecoverageatthecontractor's or subcontractor's expense, in thefollowingminimum amounts: ( a) worker' s compensation - statutory amount; ( b) employer' s liability ( if required) - 1,000,000; and (c) comprehensivegeneralliabilityinsurance, includingcomprehensiveauto liabilityinsurancecoveringtheuseofallowned, non-ownedandhiredautomobiles, withbodily injury andpropertydamagelimits of$ 1,000,000peroccurrenceconsistentwith theprovisionsof Section3.2 above. PropertyManagershallobtainandkeepon file a certificateof insurance which shows that each contractor and subcontractor is so insured.
3. 8 Waiver of Subrogation. To the extent available at commercially reasonablerates, all insurancepoliciesrequiredhereunderby contractorsandsub-contractors shallcontainlanguagewherebytheinsurancecarrierthereunderwaivesanyrightof subrogation it mayhavewith respectto Owneror PropertyManager.
8 4. FINANCIAL REPORTING AND RECORD KEEPING.
4. 1. Books of Accounts. Property Manager shall maintain adequate and separatebooksandrecordsfor the Propertywith the entriessupportedby sufficient documentationtoascertaintheiraccuracywithrespecttotheProperty. Suchbooksandrecords shall contain a separate accounting of all items of income and all items of expenses for the Property. OwneragreestoprovidetoPropertyManageranyinformationreasonablyrequestedby PropertyManagerto carryout its serviceshereunder. PropertyManagershallmaintainsuch booksandrecordsatPropertyManager'sofficesetforthinSection12.1. PropertyManagershall ensuresuchcontroloveraccountingandfinancialtransactionsasis necessaryto protectOwner's assets from theft, error or fraudulent activity by Property Manager' s employees. Property Manager shall bear losses arising from such instances, including, without limitation, the following: ( a) theft of assetsby PropertyManager's employees, principals, or officers or those individuals associated or affiliated with Property Manager; ( b) overpayment or duplicate paymentofinvoicesarisingfromeitherfraudorgrossnegligence, unlesscreditissubsequently received by Owner; ( c) overpayment of labor costs arising from either fraud or gross negligence, unless credit is subsequently received by Owner; ( d) overpaymentresultingfrom paymentfrom suppliersto PropertyManager's employeesor associatesarisingfromthepurchaseof goodsor servicesfortheProperty; and (e) unauthorizeduseoffacilitiesbyPropertyManagerorProperty Manager' s employees or associates.
4. 2. Financial Reports. On or before the 15th day after the end of each calendarmonth, PropertyManagershallfurnishtoOwnerareportofalltransactionsoccurring during such prior month. These reports shall show all leases, collections, delinquencies, uncollectibleitems, vacanciesandothermatterspertainingto themanagement, operation, and maintenanceof thePropertyor asotherwiserequestedby Ownerduringthequarter. Property Manageralsoshalldeliverto Ownerwithin 60daysof( a) thecloseof a calendaryearand/or (b) theterminationof thisAgreement, abalancesheetfortheProperty. Thestatementof incomeand expenses, thebalancesheet, andall otherfinancialstatementsandreportsshallbepreparedon an accrualbasisandincompliancewithallreportingrequirementsrelatingtotheoperatingofthe PropertyandrequiredunderanydeedoftrustormortgageaffectingtheProperty.
4. 3. Supporting Documentation. Property Manager shall maintain and make available at Property Manager' s office, as set forth in Section 12. 1, or at one of Property Manager' s centralized accounting locations, copies of the following: ( a) all bank statements, bank deposit slips, bank debit and credit memos, canceled checks, and bank reconciliations; ( b) detailed cash receipts and disbursement records; ( c) detailed trial balance for receivables and payables and billed and unbilled revenue items; ( d) rent roll of tenants; ( e) paid invoices ( or copies thereof); (
f) summariesof adjustingjournalentriesaspartof theannualaccounting process; ( g) supportingdocumentationfor payroll, payroll taxes and employeebenefits for Property Manager' s employees; (
h) appropriatedetailsofaccruedexpensesandpropertyrecords; i) informationregardingtheoperationofthePropertynecessaryforOwner'srecords; and (j) market study of competition ( quarterly only). In addition, Property Manager shall deliver to Owner with the monthly financial statement copies of the documents described in ( a) ( statements and reconciliations only), ( b), ( c), ( d), and ( h) above. 9 5. RIGHT TO AUDIT. Ownerandits representativesmay, uponreasonablenotice to PropertyManager, during normal businesshours, and at Owner's sole cost and expense, examineallbooks, recordsandfilesmaintainedforOwnerbyPropertyManager. Ownermay performanyauditor investigationsrelatingto PropertyManager's activitiesat anyoffice of PropertyManagerif suchauditor investigationrelatesto PropertyManager's activitiesfor Owner. ShouldOwnerdiscoverdefectsininternalcontrolorerrorsinrecordkeeping, Property Managershallundertakewithallduediligenceto correctsuchdiscrepanciesupondiscovery.
PropertyManagershallinformOwnerin writingof the actiontakento correctanyaudit discrepancies.
6. BANK ACCOUNTS.
6. 1. Bank Account. Property Manager shall establish and maintain, in reputablebanksor financialinstitutionsdesignatedby PropertyManagerandapprovedby Owner, separate bank accounts in trust for, or in the name of, Owner ( the " Bank Accounts").
SubjecttoanyapplicableLoanDocuments, allmoneyscollectedfrom, orin connectionwith, the PropertyshallbedepositedintheBankAccounts. Anybankaccountsmaintainedbyathirdparty propertymanagershall be designatedasa real estatetrust accountor shall be in trust for, or in the name of, Owner.
6. 2. Operating Account. Property Manager shall be permitted to deposit and makewithdrawalsfroma masterBankAccount (suchmasteraccounttogetherwith andany interest earned thereon, shall hereinafter be referred to as the " Operating Account"). Property ManagershallmaintaintheOperatingAccountsothatanamountat leastasgreatasthebudgeted expensesforsuchmonthis intheOperatingAccountasof thefirstof eachmonth. Property ManagershallpayfromtheOperatingAccounttheoperatingexpensesofthePropertyandany other paymentsrelating to the Property asrequired by this Agreement and in accordancewith the Budget. If morethanonebankaccountisnecessaryto operatetheProperty, eachaccountshall have a unique name.
6. 3. Security Deposit Account. If requestedby Owner or if required by applicablelaw, PropertyManagerwill open a separateaccountat a reputablebank or other financial institution. Property Manager shall maintain such account in accordance with applicablelaw. PropertyManagershallusetheaccountonlyto maintainsecuritydepositson behalf of Owner. PropertyManagershall inform the bank or financial institution to hold the fundsin trustfor Owner. PropertyManagershallmaintaindetailedrecordsof all security depositsdeposited, andallowOwneroritsdesignee(s) accesstosuchrecords. PropertyManager mayreturnsuchdepositsto anytenantin the ordinarycourseof businessin accordancewith the termsoftheapplicableleaseandapplicablelaw, andasdeterminedanddirectedbyOwner.
6. 4. Accessto Account. As authorizedby signaturecards, representativesof PropertyManagershallhaveaccessto andmaydrawuponall fundsin theaccountsdescribedin Sections6.1, 6.2 and6.3 withouttheapprovalof Owner, butin accordancewith theBudgetand this Agreement.
7. PAYMENTS OF EXPENSES.
10 7. 1
CostsEligiblefor Paymentfrom OperatingAccount. PropertyManager shallpay, in accordancewith the Budget, all expensesof the operation, maintenanceandrepair ofthePropertydirectlyfromtheOperatingAccountorshallbereimbursedbyOwner, subjectto the conditions set forth in Section 2. 5 and 2. 8 including the following: ( a) cost to correct the violation of any governmental requirement relating to the leasing, use, repair and maintenanceof theProperty, orrelatingtotherules, if suchcostisnottheresultof PropertyManager's gross negligence or willful misconduct; ( b) actual and reasonable cost of making all repairs, decorationsandalterationsif suchcostisnottheresultof PropertyManager'sgrossnegligence or willful misconduct; ( c) cost incurred by Property Manager in connection with all service agreements; ( d)
cost of collectionof delinquentrentscollectedby a collectionagencyor attorney; ( e) unlawful detainer fees of attorneys; ( f) cost of capital expenditures subject to the restrictions in Section 2. 9 and in this Section; ( g) cost of printed checks for each account required for the Property and Owner; ( h) cost of utilities; ( i) cost of printed forms and supplies required for use at the Property; (j) management compensation set forth in Section 9; ( k) the cost of tenant improvements to the Property; ( 1) broker' s commissions; ( m) debt service; ( n) the cost of utilities, services, contractors and insurance; ( o) reimbursement of Property Manager' s out- of- pocket costs and expensesto the extent not prohibited by Section 8 below and as further setforth in Exhibit B hereto, incorporated herein by reference; ( p) cost of forms, papers, ledgers, and other supplies and equipment used in connection with the Property for the preparation of reports, informationandreturnstobepreparedby PropertyManagerunderthetermsof thisAgreement; q) costof servicesprovidedby PropertyManagerto overseeand/or managecapitalexpenditure projects; and (r) allothercostsincurredonsiteanddirectlyrelatedtotheProperty, including, but not limited to, communication costs ( telephone, postage, etc.), computer rentals or time, supplies paper, envelopes, business forms, checks, payroll forms and record cards, forms for governmental reports, etc.), printing, insurance, fidelity bonds, taxes and license fees, and general office expenses allocable to the Property.
7. 2 All other amountsnot directly relatedto the Propertyor Ownershall be payablesolelyby PropertyManager, andshallnotbepaidoutof theOperatingAccountor reimbursedby Owner.
7. 3 OperatingAccount Deficiency. If there are not sufficient funds in the OperatingAccounttomakeanysuchpayment, PropertyManagershallnotifyOwner, if possible, atleastthirty (30) dayspriorto anydelinquencysothatOwnerhasanopportunityto deposit sufficient fundsin the OperatingAccountto allow for suchpaymentprior to the impositionof any penalty or late charge.
8. PROPERTY MANAGER' S COSTS NOT TO BE REIMBURSED.
8. 1.
Non-reimbursableCosts. Thefollowingexpensesor costsincurredby or onbehalfofPropertyManagerinconnectionwiththemanagementandleasingoftheProperty shallbeatthesolecostandexpenseofPropertyManagerandshallnotbereimbursedbyOwner:
a) costattributableto lossesarisingfrom grossnegligence, fraud or willful misconducton the part of Property Manager, Property Manager' s associates or employees; ( b) cost of insurance purchased by Property Manager for its own account; and ( c) Property Manager's cost of overhead, salariesandotheritemsexceptasexpresslyprovidedin Section7.1. 11 8. 2. Litigation. Property Managerwill be responsiblefor and hold Owner harmlessfrom, all fees, costs, expenses, anddamagesrelatingto disputeswith employeesfor worker' s compensation ( to the extent not covered by insurance), discrimination or wrongful termination, including legal fees and other expenses.
9. COMPENSATION/ PROPERTY MANAGEMENT FEE. Owner shall pay the PropertyManagementFeedescribedbelowmonthlyin arrears. PropertyManagershallreceive, for its servicesin managingthePropertyin accordancewith the termsof this Agreement, a monthly management fee ( the " Property Management Fee"), of FOUR THOUSANDTWO HUNDRED FIFTY DOLLARS ($ 4,250.00) per month for the first year, subsequentyears shall increase by three percent ( 3%) per year. The Property Management Fee shall be payable monthly, following calculationthereof, uponsubmissionof a monthlystatementfrom the OperatingAccountor from otherfundstimelyprovidedby Owner. Uponterminationof this Agreement, thepartieswill proratethePropertyManagementFeeonadailybasistotheeffective dateofsuchcancellationortermination. If PropertyManagerengageslocalpropertymanagersor otherpartiestoprovidepropertymanagementservicesin accordancewith Section2.14, Property Manager shall be obligated to pay such third parties,
it being intended that the Property
ManagementFeeshallbeinclusiveof suchthird partyfees.
9. 1. Project Management Fee. Property Manager, shall receive, for its project management services performed in accordance with the terms of this Agreement, a project managementfeewhich shallbeequalto thefollowing:
i) For projects having a total cost of less than $ 50, 000: five percent 5%) of the total cost of the project.
ii) For projects having a total cost of $ 50,000 or more: five percent 5%) of the total cost of the project equal to or less than $ 50, 000; plus ( if applicable) an amount to be agreed to, in advance, by Owner and Property Managerfor that portion of the total costof the project equalto or in excessof 50, 000.
The Project Managementfee must be approvedby Owner in writing prior to commencement of any construction work by a contractor. For purposes of this Agreement, " cost of construction"
shall include: all labor and supervision costs; costs of materials and supplies; contractprice for all constructionwork performedby generalcontractorsand subcontractors; fees, taxes or other charges levied by governmental or quasi-governmental agencies in connectionwiththeissuanceof all authorizations, approvals, licensesandpermitsnecessaryto undertake construction of the project; costs of all equipment and fixtures provided for in drawingsandspecifications; concrete, weldingandothertestingexpenses; andall architectural and engineering feesor costs.
a) Duties as Project Manager ( Capital Improvements) Property Managershallact asprojectmanagerfor capitalimprovementsonly whenauthorizedby Ownerin writing in advanceof performanceof construction work andassetforth in the approvedBudgetor approvedby Ownerandall extraordinary repair and maintenance to the Property as approved by Owner in 12 advanceof the performance of the extraordinary repair and maintenancework. As project manager, Property Manager shall (i) review and recommend for approval or disapprovalby Owner all plans and specificationsfor any authorized construction ( which review shall include a determination of whether such plans and specifications comply with Owner' s building rules, regulations and standards); ( ii) if required by Owner, solicit competitive bids and review such bids with Owner; ( iii) if requested by Owner, enter into contracts on behalf of Owner, asOwner's agent, in form andcontentsatisfactoryto Owner, with the bidders approved by the Owner; ( iv) schedule and coordinate the performance of all authorized construction ( including oversight or administration of required inspections); ( v) ensure that adequate insurance coverage is maintained consistent with the requirements of Owner; ( vi) obtain, review and recommend for approval or disapprovalby Owner all draw requestsand lien waivers from the general contractor and all subcontractors; ( vii) obtain or cause to be obtained all permits requiredfor theconstructionandoccupancyof theProperty; and (viii) provide progressreportstoOwnerfromtimetotimeorasmayberequestedbyOwner. b) DutiesasProjectManager(TenantImprovements) Property Managershallactasprojectmanagerfor anytenantalterationsandimprovements to be performedby Owneronly whenauthorizedby Ownerin advanceof the performance of such work. Property Manager shall ( i) review and recommend for approvalor disapprovalby Ownerall plansandspecificationsfor anyauthorized tenant construction (which review shall include a determination of whether such plans and specifications comply with Owner' s building rules, regulations and standards); ( ii) solicit competitive bids; ( iii) if requested by Owner, enter into contractsonbehalfof OwnerasOwner'sAgent, in formandcontentsatisfactory to Owner, with the successful bidders; ( iv) schedule, coordinate and supervise the performance of such alterations and improvements from inception to completion including oversight or administration of required inspections); ( v) obtain and review all draw requestsand lien waiversfrom the generalcontractorsand all subcontractors; ( vi) obtain or cause to be obtained all permits required for the construction and occupancy of the Property; and ( vii) ensure that adequate insurancecoverageis provided consistentwith each tenant's lease prior to commencement of any such alterations or improvements. With respect to alterations and improvements not provided for in tenant leases, Manager is authorized to review and consent to such work provided that ( i) such alterations and improvementsare made at the tenant's expensein accordancewith all applicable laws and ordinances, ( ii) such alterations and improvements do not affect the structure of the Property and do not unreasonablyinterfere with building services to other tenants and ( iii) conform to the specifications and limitationsof theProperty.
c) For its project management services under either subsections (a) or (b) of Section9.1 above, PropertyManagershall receivethe Project ManagementFees. The Project ManagementFeesshall be paid upon 13 Owner'sreceiptof eachdrawrequestmadeby PropertyManagerbaseduponthe project costs subject to that draw request.
10. TERMINATION. Thepartiesshallhavetheright to terminatethis Agreementas provided below.
10. 1. Termination by Owner. Owner shall have the right to terminate this Agreementuponthirty (30) days' priorwrittennoticeto PropertyManagerfor anyreasonor cause.
10. 2. Terminationby PropertyManager. PropertyManagershall the right to terminatethis Agreementupononehundredeighty (180) days' prior written noticeto Ownerfor any reason or cause.
10. 3.
Terminationon Sale. ThisAgreementshallautomaticallyterminateupon thesaleof theentirePropertyoranyportionthereof(astosuchportiononly) withoutpaymentof any fee.
10. 4. Final Accounting. Within forty- five ( 45) days after the expiration or earlierterminationof this Agreementfor any reason, PropertyManagershall deliver to Owner the following: ( a) a final accounting, settingforth the balanceof incomeand expenseson the Property as of the date of termination; ( b) anybalanceor moniesof Owneror tenantsecurity deposits held by Property Manager with respect to the Property; and ( c) all materials and supplies, keys, booksandrecords, contracts, leases, receiptsfor deposits, unpaidbills andother papers or documents which pertain to the Property, whether stored as computer files, in electronicform, on paperor otherwise. For a period of thirty (30) daysafter suchexpirationor cancellationfor any reasonother than Owner's default, PropertyManagershall be available, throughitsseniorexecutivesfamiliarwiththeProperty, toconsultwithandadviseOwnerorany personor entity succeedingto Ownerasownerof the Propertyor suchotherpersonor persons selectedby Ownerregardingtheoperationandmaintenanceof the Property. In addition, PropertyManagershallcooperatewith Ownerin notifyingall tenantsof thePropertyof the expiration or termination of this Agreement, and shall use reasonable efforts to cooperate with Ownerto accomplishanorderlytransferof theoperationandmanagementof thePropertyto a partydesignatedby Owner. PropertyManagershallreceiveits monthlyPropertyManagement Feeforsuchservices. PropertyManagershall, atitscostandexpense, promptlyremoveallsigns whereverlocatedindicatingthatit isthePropertyManagerandreplaceandrepairanydamage resultingtherefrom. Terminationof thisAgreementshallnotreleaseeitherpartyfromliability for failure to perform any of the dutiesor obligationsas expressedherein andrequiredto be performed by such party for the period prior to the termination.
11. CONFLICTS. Property Manager shall not deal with or engage, or purchase goodsor servicesfrom, anysubsidiaryor affiliatedcompanyof PropertyManagerin connection with the managementof the Property for amountsabovemarket rates.
12. NOTICES.
12. 1. Notices. All notices, demands, consents, approvals, reports and other communicationsprovidedfor in thisAgreementshallbein writingandshallbegivento Owner 14 orPropertyManagerattheaddresssetforthbeloworatsuchotheraddressastheymayspecify hereafterin writing:
Owner: City of Riverside
Attn: David Welch, RealPropertyServicesManager
3900 Main Street, 5th Floor
Riverside, CA 92522
Property Manager: Inland Pacific Advisors, Inc.
3538 Central Ave, Suite 200
Riverside, CA 92506
Attn: Kristen Soliz
Suchnoticeorothercommunicationmaybedeliveredbyarecognizedovernightdelivery serviceproviding a receipt, facsimile transmissionor mailed by United Statesregisteredor certified mail, return receipt requested, postage prepaid if deposited in a United States Post Officeor depositoryfor thereceiptof mailregularlymaintainedby thepostoffice. Noticessent byovernightcouriershallbedeemedgivenone (1) businessdayaftermailing; noticessentby registeredor certifiedmail shallbe deemedgiventwo (2) businessdaysaftermailing; and noticessentby facsimiletransmissionshallbe deemedgivenasof thedatesent (if sentprior to 5: 00 p. m. (
Easterntime) andif receipthasbeenacknowledgedbytheoperatorofthereceiving machine).
13. MISCELLANEOUS.
13. 1. Assignment. PropertyManagermaynot assignthis Agreementwithout the prior written consent of Owner, which consent may be withheld in Owner' s sole and absolute discretion.
13. 2. Gender. Each gender shall include each other gender. The singular shall include the plural and vice- versa.
13. 3. Amendments. Eachconsent, waiver, amendment, additionor deletionto thisAgreementshallnotbeeffectiveunlessapprovedbythepartiesheretoinwriting.
13. 4. Governing Law; Venue; Attorneys' Fees. This Agreement shall be governedby andconstruedin accordancewith theinternallawsof the Stateof Californiawithout regardto anychoiceof law rules. Any actionrelatingto or arisingout of this Agreementshallbe tried in Riverside County. In theeventeitherpartyheretoshallbringsuitto enforceanytermof thisAgreementor to recoveranydamagesfor andonaccountof thebreachof anytermor conditionofthisAgreement, it ismutuallyagreedthateachpartywillbeartheirownattorney'sfees and costs.
13. 5. Headings. All headingsareonly for convenienceandeaseof referenceand areirrelevanttotheconstructionorinterpretationof anyprovisionofthisAgreement.
13. 6. Representations. PropertyManagerrepresentsand warrantsthat it is or shallbepriorto enteringintoanytransactionfully qualifiedandlicensed, to theextentrequired 15 bylaw, to manageandleaserealestateandperformallobligationsassumedbyProperty Managerhereunder. PropertyManagershallusereasonableeffortstocomplywithallsuchlaws now or hereafter in effect.
13. 7.
IndemnificationbyPropertyManager. PropertyManagershallindemnify, defendandholdOwnerandits shareholders, officers, directors, andemployeesharmlessfrom anyandall claims, demands, causesof action, losses, damages, fines, penalties, liabilities, costs andexpenses, includingreasonableattorneys' feesandcourtcosts, sustainedorincurredby or assertedagainstOwner which ariseout of its grossnegligence, fraud or willful misconductof PropertyManager, its agentsor employeesor PropertyManager's breachof this Agreement, exceptthosewhicharisefromOwner's grossnegligence, fraudor willful misconduct. If any person or entity makes a claim or institutes a suit against Owner on a matter for which Owner claimthebenefitof theforegoingindemnification, then (a) OwnershallgivePropertyManager prompt notice thereof in writing; ( b) PropertyManagermaydefendsuchclaimor actionby counsel of its own choosing provided such counsel is reasonably satisfactory to Owner; ( c) neitherOwnernor PropertyManagershall settleany claim without the other's written consent and (d) thissubsectionshallnotbeconstruedtoreleaseOwnerorPropertyManagerfromany liabilityto theotherfor abreachof anyof thecovenantsagreedtobeperformedundertheterms of this Agreement.
13. 8. Limitation of Liability. As used in this Agreement, " Property Manager" means only Inland Pacific Advisors, Inc. No principal, manager, member, officer, director, employee, or partner (generalor limited) of PropertyManagershallhaveanypersonalliability underanyprovisionof thisAgreement. If PropertyManagerdefaultsin theperformanceof any of its obligationsunderthisAgreementor otherwise, Ownershalllooksolelyto Property Manager's assets, andnot to theassets, interest, or rightsof anyprincipal, manager, member, officer, director, employee, orpartner(generalorlimited) ofPropertyManagerfor satisfactionof Owner'sremedies. In anyevent, PropertyManager'stotalliabilityhereunder, regardlessof the nature of the claim made against Property Manager shall not exceed the greater of( i) the total annual Property Management Fee actually paid to Property Manager, or ( ii) the available proceedsof anyapplicableinsurancepolicy or policiesPropertyManageris requiredto maintain under this Agreement.
13. 9. Complete Agreement. This Agreement shall supersedeand take the place of any and all previous agreements entered into between the parties with respect to the management of the Property.
13.10. Severability. If anyprovisionsof thisAgreementor applicationto any party or circumstancesshallbe determinedby anycourt of competentjurisdiction to be invalid and unenforceable to any extent, the remainder of this Agreement, where the application of such provisions or circumstances other than those as to which it is determined to be invalid or unenforceableshallnot beaffectedthereby, andeachprovisionhereofshallbevalid andshallbe enforcedto thefullestextentpermittedby law.
13. 11. No Waiver. The failure by anyparty to insistuponthe strictperformance of, ortoseekremedyof, anyoneofthetermsorconditionsofthisAgreementortoexerciseany right, remedy, or electionsetforth hereinor permittedby law shallnot constituteor beconstrued 16 asawaiveror relinquishmentfor thefutureof suchterm, condition, right, remedyor election, but suchitemshallcontinueandremainin full forceandeffect. All rightsor remediesof the partiesspecifiedin thisAgreementandall otherrightsorremediesthattheymayhaveatlaw, in equity or otherwise shall be distinct, separateand cumulative rights or remedies, and no one of them, whetherexercisedornot, shallbedeemedtobeinexclusionofanyotherrightorremedy of the parties.
13.12. BindingEffect. ThisAgreementshallbebindingandinureto thebenefit of the parties and their respective successors and assigns.
13. 13 Enforcement of Property Manager' s Rights. In the enforcement of its rightsunderthisAgreement, PropertyManagershallnotseekorobtainamoneyjudgmentorany other right or remedy against any shareholders or disclosed or undisclosed principals of Owner.
PropertyManagershallenforceits rightsandremediessolelyagainsttheestateof Ownerin the Propertyor theproceedsof anysaleof all or anyportion of Owner'sinteresttherein.
13. 14 Nondiscrimination. During Property Manger' s performance of this Agreement, PropertyManagershallnot discriminateon the groundsof race, religiouscreed, color, national origin, ancestry, age, physical disability, mental disability, medical condition including the medical condition of Acquired Immune Deficiency Syndrome ( AIDS) or any conditionrelatedthereto, maritalstatus, geneticinformation, gender, genderidentity, gender expression, sex or sexual orientation, in the selection and retention of employees and subcontractors and the procurement of materials and equipment, except as provided in Section 12940 of the California Government Code. Further, Property Manager agrees to conform to the requirements of the Americans with Disabilities Act in the performance of this Agreement.
13. 15 Business Tax. Property Manager understands that the work performed underthisAgreementconstitutesdoingbusinessin theCityofRiverside, andPropertyManager agreesthat it will registerfor andpay a businesstax pursuantto Chapter5.04 of the Riverside MunicipalCodeandkeepsuchtaxcertificatecurrentduringthetermofthisAgreement.
13.16 Counterparts. This Agreementmay be executedin counterparts, eachof which, when taken together, shall be deemedone fully executedoriginal. 17 IN WITNESSWHEREOF, thepartiesheretohaveexecutedthisManagementAgreement the date and year first above written.
PROPERTY MANAGER:
INLAND PACIFIC ADVISORS, INC., a
California co s. ; ' on
V
c
ennis Morgan
Its: President
By: 11/ Eri7_6
sten Soliz
Its: Secretary
OWNER:
CITY OF RIVERSIDE, a CaliforniacharterCity
and municipal co .. ation
By: ‘, 11,...
Title: City an ger—
ATTESTED TO:
By: C ti " 1 -' C:
Title: City Clerk)
CERTIFIED . S • - , • AVAILABILITY:
BY:
i APPROVED AS TO FORM:
Ch I
iiii o i er/C tyTreasurer
By: St.4. 4„ evi- l- Ce--6-141:471--'
Title: AssistantCity Attorney
CA 17- 0186 sw 05/ 08/ 2017
Rc- citylawprod\ Cycom\ wP Docs\ D008\ P023\ 00333909 doc EXHIBIT " A"
LEGAL DESCRIPTION
Address: 3737 Main Street
A. P. N.: 213- 262- 006
Thatcertainrealpropertylocatedin theCityof Riverside, Countyof Riverside, Stateof California, described as follows:
ThatportionofBlock7, Range7, oftheTownof Riverside, asshownbymaponfilein Book7, Page17of Maps, Recordsof San Bernardino, California, describedas follows:
BEGINNING at the Northeast corner of said Block 7;
ThenceSoutherly, alongthe Westerlylineof MainStreetto the Southeastcornerof said Block 7;
Thence Westerly along the Northerly line of Eight Street ( currently University Avenue), a distanceof 150feetto the Easterlylineof an Alley;
ThenceNortherlyalongthe Easterlylineof saidAlleyto the Southerlylineof Seventh Street (currently Mission Inn Avenue);
ThenceEasterlyalongthe Southerlyline of said SeventhStreet, a distanceof 150feet to the POINT OF BEGINNING.
LAND
SG
This description was prepared by me or under my direction in C.
SrFA
A
conformance with the requirements of the Land Surveyors Act. f 5 o
eto"*"-•
U r
G . 0///// 1 Prep.
Curtis C. Stephens, L. S. 7519 Date s L. S. 7519 \-
or
CA41F
Exhibit B
1. Collectionof revenuesdue, other than normal billing, late noticesand collectioncalls.
Timeexpendedfor three-daynotices, unlawfuldetainers, workingwith attorneys, and private investigations.
2. Lien release management and coordination.
3. Accounting related to capital or construction projects.
4. Reclassificationof operating expenses.
5. Time incurred regarding alleged or actual latent defects, capital expenditures.
6. Time expendedin working with lenders, financecompanies, documentationand work related to refinancing of all or a part of the property, preparation and/or review of estoppels, subordination, non- disturbance, or other legal documents, and potential buyers ( include their representatives).
7. Timeexpendedasaresultofpropertyownernotmaintainingtheminimumcashreserves establishedorfailureto meetdemandsfor additionalcapitalto thepropertyaccount.
8. Leasing or documentation preparation ( if not being provided under a separate agreement).