Residential Apartments Template

Residential Apartments Services Agreement

This Residential Apartments Services Agreement ("Agreement") is entered into as of by and between:

WHEREAS

WHEREAS, Owner owns or controls one or more residential apartment properties located at the addresses listed in Appendix A and desires to engage Service Provider to perform property management, maintenance, repair, and ancillary services in connection with such residential apartments; and

WHEREAS, Service Provider represents that it possesses the experience, personnel, equipment and licenses necessary to perform the services described in this Agreement in a professional manner and in compliance with applicable law; and

NOW, THEREFORE, in consideration of the mutual covenants set forth herein, Owner and Service Provider agree as follows:

1. SCOPE OF WORK

Service Provider shall provide property management, maintenance and repair services for the residential apartment properties as set forth below. Specific duties shall include routine maintenance, emergency repairs, tenant coordination, vendor management, inspection services, and monthly reporting.

2. PAYMENT TERMS

As consideration for the services rendered by Service Provider, Owner shall pay Service Provider in accordance with the terms set forth in this Section. All amounts are exclusive of applicable sales, use, or similar taxes which shall be paid by Owner when required by law.

Late Payment: Any invoice not paid within days of the invoice date shall incur a late fee of % per month (or the maximum permissible under applicable law), plus a one-time administrative fee of .

3. TERM AND TERMINATION

This Agreement shall commence on and shall continue until unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for convenience upon providing the other party with no less than days' prior written notice. Either party may terminate for material breach if the breaching party fails to cure such breach within thirty (30) days after receipt of written notice specifying the breach. Termination shall not relieve either party of obligations accrued prior to the effective date of termination.

4. CONFIDENTIALITY

For purposes of this Agreement, "Confidential Information" means all non-public information of a party disclosed to the other party in any form that reasonably should be understood to be confidential, including tenant information, financial data, repair and maintenance records, and pricing. Each party shall: (a) hold Confidential Information in confidence using at least the same degree of care it uses to protect its own confidential information but no less than reasonable care; (b) not disclose Confidential Information to any third party except to those employees, agents, or subcontractors who have a need to know and who are bound by confidentiality obligations; and (c) use Confidential Information solely for the performance of this Agreement.

Confidential Information does not include information that: (i) is or becomes generally known to the public other than by breach of this Agreement; (ii) was in the receiving party's possession prior to receipt from the disclosing party; (iii) is rightfully received from a third party without restriction; or (iv) is independently developed by the receiving party without use of the disclosing party's Confidential Information. A receiving party may disclose Confidential Information to the extent required by law, provided it gives prompt written notice to the disclosing party to allow for protective measures.

5. INSURANCE; INDEMNIFICATION

Service Provider shall maintain, at its own expense, commercial general liability insurance, workers' compensation insurance as required by law, and professional or contractor insurance appropriate to the services provided. Upon request, Service Provider shall provide certificates of insurance evidencing coverage.

Each party shall indemnify, defend and hold harmless the other party and its officers, directors, agents and employees from and against any claims, losses, liabilities, costs and expenses (including reasonable attorneys' fees) arising out of the indemnifying party's breach of this Agreement, negligence or willful misconduct in performing its obligations hereunder.

6. COMPLIANCE WITH LAW

Service Provider shall perform all services in compliance with all applicable federal, state and local laws, rules, regulations, codes and ordinances, including housing, health, safety and employment laws. Service Provider shall obtain and maintain all licenses, permits and registrations required to perform the services under this Agreement.

7. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to principles of conflicts of law.

8. ENTIRE AGREEMENT

This Agreement, including any appendices and written exhibits hereto, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, representations and communications, whether oral or written. Any modification of this Agreement shall be valid only if executed in writing by authorized representatives of both parties.

9. MISCELLANEOUS

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect. Neither party may assign this Agreement without the prior written consent of the other, except that Owner may assign to an affiliate or successor in interest in connection with a sale of the property. The parties acknowledge that they have had the opportunity to consult legal counsel and agree that this Agreement shall not be construed against either party as the drafter.

Notices under this Agreement shall be in writing and shall be delivered to the addresses set forth above or to such other address as a party designates by written notice to the other.

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