Asset Management Asset Declaration

Asset Management Asset Declaration

Parties

Recitals

WHEREAS, Declarant is engaged in the business of asset management, inventory control and custodial services and represents that Declarant has the professional capacity and authority to manage and report on tangible and intangible assets; and

WHEREAS, Owner has custody or legal interest in certain assets and desires to have those assets declared, catalogued and managed by Declarant under the terms set forth in this Declaration effective as of (Effective Date).

WHEREAS, the parties desire to record an asset declaration describing those assets, the condition and encumbrances affecting them, and the responsibilities of the parties with respect to custody, maintenance, insurance and disposition.

Asset Declaration

The Declarant hereby declares and records the following assets which are the subject of asset management services under this Declaration. Additional assets may be added by written attachment signed by both parties.

Asset Item 1

Asset Item 2

Scope of Work

Declarant shall perform asset management services limited to the assets declared above, including inventorying, periodic inspection, maintenance coordination, custody and reporting. Specific tasks, reporting intervals, and deliverables are described below.

Payment Terms

Owner shall pay Declarant for asset management services as set forth below. Fees payable under this Declaration are independent of any insurance recoveries, sale proceeds or third-party payments unless otherwise agreed in writing.

Term and Termination

This Declaration commences on and continues until unless earlier terminated in accordance with this Section.

Either party may terminate this Declaration for material breach if such breach is not cured within the notice period set forth above. Termination does not relieve Owner of any payment obligations accrued prior to termination nor relieve Declarant of any post-termination duties to deliver final reports and transfer custody as set forth in this Declaration.

Confidentiality

Each party shall keep confidential all non-public information and documentation obtained in connection with this Declaration, including but not limited to asset lists, valuations, maintenance records and proprietary methodologies. Confidential information shall not include information that is (i) rightfully known to the receiving party prior to disclosure, (ii) publicly known other than by breach of this Declaration, or (iii) required to be disclosed pursuant to applicable law, court order or regulatory authority, provided that the receiving party gives the disclosing party prompt written notice of such requirement and cooperates in seeking protective measures.

Representations, Warranties and Indemnity

Owner represents and warrants that it has authority to declare the assets listed and to permit Declarant to take custody or control as necessary to perform services. Declarant represents that it will perform services in a professional manner consistent with industry standards. Each party agrees to indemnify and hold harmless the other from claims arising from the indemnifying party's negligence, willful misconduct or breach of this Declaration, subject to applicable limitations of liability stated in any separate services agreement between the parties.

Insurance and Risk Allocation

Owner shall maintain all-risk property insurance for the declared assets unless otherwise agreed, and shall name Declarant as an additional insured only where Declarant is exercising custodial control subject to written agreement. Responsibility for loss or damage shall follow the terms of any insurance policies and applicable law; Declarant shall maintain commercial general liability and professional liability insurance appropriate to the services performed.

Governing Law

This Declaration shall be governed by and construed in accordance with the laws of the jurisdiction specified below without regard to conflict of law principles.

Entire Agreement

This Declaration, together with any attachments and schedules executed by the parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior oral or written agreements. No amendment, waiver or modification shall be effective unless in writing and signed by both parties.

Certifications

By signing below, each signatory certifies that they are authorized to execute this Declaration on behalf of the named party, that the information provided in this declaration is true and accurate to the best of their knowledge, and that they will comply with the obligations set forth herein.

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