PROPERTY MANAGEMENT AGREEMENT

PROPERTY MANAGEMENT AGREEMENT

BETWEEN

SWL REALTY, LLC (“MANAGER”)

AND

____________________________________(“OWNER”)

__________________________________________________________________________________

THIS AGREEMENT is made on the …………..day of………….20……., (hereinafter, “Effective Date”) entered into by the Property Manager, hereinafter “Manager”  and the Property Owner, hereinafter “Owner” (Manager and Owner collectively referred to as the “Parties” or individually as the “Party”) and includes that Party’s successors and assigns.

WHEREAS:

1. The Manager is a company offering property management services (the “Services”)
2. The Owner is desirous of procuring the Manager’s services.
3. The Manager has the necessary skills, expertise, personnel, and equipment to provide the services at the Property Management Fee (a term defined below) per this Agreement and accepted industry standards.
4. The Owner now wishes to enter into this Agreement with the Manager, compensating it for its services.

In consideration of covenants and agreements contained in this Agreement, and other good and valuable consideration, the receipt of which is hereby acknowledged, Parties agree to the following terms and conditions and to be bound thereby:

1. COMMENCEMENT AND DURATION

This Agreement shall be valid from the Effective Date until termination.

2. SERVICES

The Manager shall be in charge of handling the Owner’s property located in _____________________________________ (“the property”) at the Property Management Fee defined below. The Owner shall use reasonable good faith efforts in providing the Services, perform the Services faithfully, diligently and to the reasonable satisfaction of the Client.

3. PROPERTY MANAGEMENT FEE

The Owner will pay the Manager ______% of the gross nightly rental price. They will send the remaining proceeds and an outlined “Deposit Receipt” via email after deducting and documenting their expenses (between the 1st-5th of the month).

4. DISCLAIMERS

• The Manager has a group license from Florida’s hotel and restaurant division. However, the Owner is responsible for the cost of the balcony inspection every three years for attainment of the said license.
• The Owner may use the Property at any time but must notify the Manager two weeks in advance to allow for planning.
• Any special trip to the Property by the Manager will cost $50 service call + $30 per hour.
• The Property unit is cleaned after each guest by a third-party subcontractor. The guest who pays a “cleaning fee” on their reservation covers this, which is listed as a deposit and expense on the deposit receipt.
• At the end of each month, the Owner will receive Deposit Receipts through an email showing their revenue, expenses, and net income.
• Amounts for additional deposits will be added to the next rental payout under the additional deposit tab. Additional Deposits usually only happen if there is an insurance claim for a damaged or broken item and the insurance pays the Manager out.
• Expenses under $200 are considered normal expenses wherein items such as batteries, air filters, light bulbs, drain cleaner, deck cleaning, etc., will all be covered, attached to the monthly deposit slip as itemized expenses. If the total cost of an item exceeds $200, it counts as a large expense, and the Owner must approve it. The Manager will wait for the said approval if the Owner is unavailable. Still, If the situation is urgent and cannot be delayed, the Manager will take action e.g. in A/C emergencies, water leaks, plumbing, and appliance issues. 
• To track reservations and revenues/expenses in real-time, the Manager will share a Google calendar and Google sheets with the Owner. 
• Repairs needed will be notified to the Owner.

5. TAXES

As of February 1st, 2020, per Volusia County and Florida state tax codes, VRBO and Airbnb remit all taxes to the county and state on behalf of the owners VRBO and Airbnb remit all taxes to the county and state on behalf of the owners. If the reservation is made outside of a booking site that pays the property manager’s taxes, the Owner receives the funds and decides how to handle their own state/county taxes.

6. INSURANCE

VRBO and Airbnb have insurance to protect the Manager. The $1,000,000 host guarantee covers Airbnb guests. VRBO guests pay a small security deposit to cover minor things and $5000 in damage coverage. Each guest also pays $125 for travel insurance. As soon as the money is received, the Manager registers the guest with Safely Vacation Rental Insurance, which covers their stay for $100,000 bodily injury/ home structure and $10,000 contents. These claims will be handled quickly.

7. AUTONOMY

Except as otherwise provided in this Agreement, the Manager will have full control over working time, methods, and decision-making in relation to the provision of the Services per the Agreement. They will work autonomously and not at the direction of the Owner. However, they will be responsive to the reasonable needs and concerns of the Owner and comply with the Owner’s rules.

8. EXCLUSIVITY (select one) 

Except as otherwise provided in this Agreement;

☐ This Agreement is exclusive, and the Owner may not retain the services of any number of other Property Managers to manage the Property.

☐ This Agreement is nonexclusive, and the Owner may retain the services of any number of other Property Managers to manage the Property.

9. DEBTS AND OBLIGATIONS OF THE PROPERTY OWNER

In the performance of its duties hereunder, the Manager and its affiliates shall act on behalf of the Owner solely in their capacity as the Owner’s agent. All debts and obligations to third parties incurred by the Manager or its affiliates, in relation to the Property, shall be the debts and obligations of the Owner, and neither the Manager nor its affiliates, shall be liable for and shall be indemnified by the Owner for any such debts, liabilities or obligations. The Manager and its affiliates shall have no obligation or responsibility to make payments with their own funds on any indebtedness incurred on behalf of the Owner or the Property, whether secured by the Property or any portion thereof. Furthermore, this Agreement shall not be terminated by the Owner until all existing debts, liabilities, and obligations arising out of any loan or the payment for goods or services on behalf of the Property are paid in full or assumed by a successor property manager; any guarantees entered into or made by the Manager, its affiliates, principles or officers on behalf of the Property are extinguished; and all fees owed to the Manager and its affiliates have been paid in full.

10. INDEMNIFICATION

The Owner shall indemnify, defend and hold the Manager and its shareholders, members, partners, officers, directors, managers, and employees harmless from all claims, demands, causes of action, losses, damages, fines, penalties, liabilities, costs, and expenses, including reasonable attorneys’ fees and court costs, sustained or incurred by or asserted against the Manager because of the operation, management, and maintenance of the Property and the performance by the Manager of their obligations under this Agreement, except those which arise from the Manager’s gross negligence, willful misconduct or fraud.

11. INDEPENDENT CONTRACTOR

The relationship of the Parties hereto is that of an independent contractor. Accordingly, the Parties hereto are not deemed agents, partners, or joint venturers of the others for any purpose due to this Agreement or the transactions contemplated thereby.  The Owner is not required to pay or make any contributions to any social security, local, state, or federal tax, unemployment compensation, workers compensation, insurance premium, profit-sharing, pension, or any other employee benefit for the Manager during the term. The Manager is responsible for paying and complying with reporting requirements for all local, state, and federal taxes related to payments made to the Manager under this Agreement. 

12. NON-ASSIGNMENT

Neither Party shall transfer or assign this Agreement without the other Party’s consent which consent shall not be unreasonably withheld or delayed.

13. DISPUTE RESOLUTION

Dispute resolution: Parties agree to settle disputes under this Agreement through (select one) 

☐Negotiation                                 ☐Mediation                                   ☐Arbitration                                      ☐Litigation

14. TERMINATION

• Either Party may terminate this Agreement at any time upon giving the other Party no less than thirty days’ notice in writing. If a Party wishes to terminate the Contract with less than these stated days, the other Party reserves the right to charge costs they have already paid in advance or incurred. 
• If the Owner wishes to terminate this Agreement, they shall pay the Manager _________% of the gross nightly rental price at the time of termination for each reservation already on the calendar in addition to serving the thirty days’ notice. The Manager will provide partial management services to ensure a smooth transition to the new management company. Once the transition is completed, the Owner / new management company will then be responsible for maintaining those reservations and coordinating the management of those reservations. The Property will be shut down, and a new bank account and routing number will be added to the Property under the Manager’s online booking account so that the deposits may flow into a new account of the Owner’s choosing.
• Upon termination, the Manager shall own the reservations.
• The termination of this Agreement shall not discharge the liabilities accumulated by either Party.
• Any Clauses intended by the Parties or this Agreement to survive the termination of this Agreement shall survive the termination of this Agreement by whatever cause.

15. COURT COSTS AND ATTORNEYS’ FEES

In any action under this Agreement, the prevailing Party shall be entitled to recover costs of court and reasonable attorneys’ fees from the other Party, which fees shall be in addition to any other relief that may be awarded.

16. CONFIDENTIALITY

All non-public, confidential, or proprietary information of a Party (Disclosing Party), whether disclosed orally or disclosed or accessed in written, electronic or other form or media, and whether or not marked, designated or otherwise identified as “confidential” in connection with this Contract is confidential, solely for the use of performing this Contract and may not be disclosed or copied unless authorized in advance by the Disclosing Party in writing. Upon the Disclosing Party’s request, the other Party (Recipient Party) shall promptly return all documents and other confidential materials received from Disclosing Party. Disclosing Party shall be entitled to injunctive relief for any violation of this Section. This Section does not apply to information that is: (a) in the public domain; (b) known to Recipient Party at the time of disclosure, or (c) rightfully obtained by Recipient Party on a non-confidential basis from a third party. In addition, this Agreement is confidential and cannot be divulged to third parties by a Party, unless as provided by law, without the written consent of the other Party.

17. FURTHER ASSURANCES

Each Party hereto agrees to perform any further acts and to execute and deliver any further documents that may be reasonably necessary to carry out the provisions of this Agreement.

18. FORCE MAJEURE

For this Agreement, “Force Majeure” means an event which a diligent party could not have reasonably avoided in the circumstances, which is beyond the control of a party and includes, but is not limited to, war, riots, civil disorder, earthquake, storm, flood or adverse weather conditions, strikes, lockouts or other industrial action, terrorist acts, confiscation or any other action by government agencies. A Party’s failure to fulfill its obligations due to Force Majeure shall not be considered a breach of this Agreement, provided that the Party has taken all reasonable precautions, due care, reasonable alternative measures, and minimal delay all to carry out the terms of this Agreement.

19. CHANGES TO THE AGREEMENT

Either Party may request changes to the Agreement, but they will only be effective if agreed in writing, signed by all Parties, and recorded. If any ambiguity is found in the Agreement or various documents forming this Agreement, the Parties shall issue any necessary clarification or instruction.

20. NO WAIVER

Failure by either Party to enforce any of the terms or conditions of this Agreement shall not be a waiver of their right to enforce the terms and conditions of this Agreement. No waiver by either Party of any breach of, or of compliance with, any condition or provision of this Agreement by the other Party shall be considered a waiver of any other condition or provision or of the same condition or provision at another time.

21. SEVERABILITY

The provisions of this Agreement are severable. If any provision is held to be invalid or unenforceable, it shall not affect the validity or enforceability of any other provision.

22. COUNTERPARTS

This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which taken together shall constitute one instrument.

23. ENTIRE AGREEMENT

This Agreement constitutes the entire Agreement between the parties. It supersedes all prior oral or written agreements or understandings between the Parties concerning the subject matter of this Agreement. All documents annexed to this Agreement shall be subject to the terms under this Agreement, provided that the Parties append their signatures on the documents. The Parties will exercise utmost good faith in this Agreement.

24. HEADINGS

The article and section headings in this Agreement are for convenience; they form in no part of this Agreement and shall not affect its interpretation.

25. PRONOUNS

All pronouns and any variations thereof shall be deemed to refer to the masculine, feminine, neuter, singular, or plural, as the identity of the person or entity may require. As used in this Agreement: words of the masculine gender shall mean and include corresponding neuter words or words of the feminine gender, and words in the singular shall mean and include the plural and vice versa.

26. NOTICES

Any notice required to be given between the Parties pursuant to the provisions of this Agreement shall be in writing and shall be deemed to have been given at the time when actually received as a consequence of any effective method of delivery at the following addresses (including email) or such changed address as the Party shall have specified by written notice, provided that any notice of change of address shall be effective only upon actual receipt.

Manager: ___________________________________________________________________

Owner: ____________________________________________________________________

27. PARTIES’ ACKNOWLEDGMENTS

The Parties acknowledge that they have been provided with the opportunity to negotiate this Agreement and to seek legal counsel before signing this Agreement. In addition, they acknowledge that they have the capacity to contract and enter into this Agreement and that further, they have entered into this Agreement freely and voluntarily.

28. GOVERNING LAW

This Agreement shall be governed in all respects by the laws of the State of Florida and its Courts without regard to its conflict of law provisions.

IN WITNESS WHEREOF, each of the Parties has executed this Agreement, as of the day and year set forth below.

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