VRC - Management Solutions Committee

2.7 Reserve Studies. In the event Association elects to have an outside firm perform a reserve study, Agent agrees to cooperate with said outside firm and to furnish any and all necessary forms and documents in Agent's possession, upon request.

3. PHYSICAL MANAGEMENT

3.1 Maintenance. Agent will assist the Board of Directors in its responsibilities for the upkeep, maintenance and management of Common Area and related equipment, pursuant to the Association's Governing Documents and within the scope of this Agreement.

3.2 Requests. Agent will receive maintenance requests and/or complaints concerning the Association's Common Areas and communicate same to appropriate Association contractors and vendors for correction, repairs and maintenance.

3.3 Emergencies. Agent will provide a 24-hours per day, 7 days per week call center to assist or refer emergencies in the Common Areas of the Association. Serious matters will be reported to the Association's Board of Directors with appropriate recommendations for the purpose of receiving further instructions from the Board on how to proceed. 3.4 Inspection. Agent will perform monthly general reviews of the Association Common Areas and facilities, and will submit findings, action taken and recommendations to the Board of Directors, to assist in preserving the aesthetics and functionality of the Common Areas. Agent shall also make additional periodic inspections of the Common Area as it deems necessary to satisfy its Services under the terms of this Agreement. The Agent shall not be required to review the Common Areas during its reviews from any other perspective than from ground level. Agent is authorized to initiate routine repairs to the Common Areas and facilities, so long as such repairs and maintenance are in compliance with the Board’s adopted management plan for the Association, or Section 2.4 herein.

3.5 Bids for Hiring, Supervising and Discharging Third Party Contractors.

a. Agent will, upon receipt of instructions from or upon resolution of the Board of Directors, request bids from insured vendors of Agent's and Board's selection, with a minimum of two (2) and a maximum of three (3) bids for the types of third party goods or services that Agent believes, in Agent’s sole discretion, are likely to cost $1,500.00 or more. Those items for which the Board requests bids that are in the Agent's sole discretion likely to less than $1,500.00 will not be let out for bid, and Agent shall be under no duty to solicit bids for those items. Should the Board wish for Agent to solicit bids for an item costing less than $1,500.00, Agent shall be entitled to an hourly fee in accordance with Section 9.1 of this Agreement. Specifications for all such items shall be included with the Board's request, and the Board shall be solely responsible for establishing the standards, specifications or criteria for work to be let out for bid. Agent will endeavor to make helpful suggestions; however, the Board shall have the final decision in establishing standards, specifications and criteria. b. Agent will, upon receipt of the Board's instructions or resolution, discharge Association contractors that the Board decides are not performing up to the standards, specifications or criteria established by the Board of Directors. Agent, on the basis of an operation schedule, job standards and compensation rates approved by the Association shall investigate, secure and pay third party contractors in order to maintain and operate the Association. Any contract for such third-party contractors will be a direct contract between the Association and the third party contractor, and Agent will act solely as the Agent of the Association in negotiations and maintenance of said contract, and not as a contracting party. Compensation for the services of all third-party contractors shall be paid by the Association. Under no circumstance does Agent make any representations or warranties for the work performed by any third-party contractor.

4. ADMINISTRATIVE MANAGEMENT AND CONSULTING

4.1 Records and Reports. Agent will organize the records and documents it receives from the Association or their prior manager or management company in accordance with Agent’s normal procedures. Within sixty (60) days from receipt of complete records, Agent shall render financial statements in their usual form showing the financial status of Association, or, if the records are inadequate to prepare such financial statements, Agent shall submit a written recommendation to Association. If such recommendation suggests a review or audit by a third party, or additional investigation and organization of information that will permit the publication of financial statements, Agent will provide estimated cost of performing such services.

Professional Management Agreement Village Racquet Club Association and Prime Association Services, Inc. Page 4 of 14

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