holidays from 9 a.m. to 5 p.m. daily. Agent shall be entitled to charge and receive copying and document research costs, as set forth in Exhibit A, from anyone requesting copies of records or documents, before making such copies. Agent shall be entitled to notice, as prescribed by law, prior to such inspection or copying of records. 6.2 Homeowners Lists. Agent shall maintain a current list of homeowners in the Association in accordance with the information supplied to Agent by the Association and/or other third parties. Reasonable efforts will be made by Agent to keep this list accurate, but it shall be the responsibility of the Association to advise Agent of address or ownership changes. Agent shall not be obligated to search official records for such transfers of ownership unless specifically requested to do so by the Board at hourly rates set forth in this Agreement. Notwithstanding the foregoing, when Agent is or should reasonably made aware of ownership or transfer changes by way of escrow or an owner, Agent shall be responsible for recording in the Association’s records such changes provided the necessary documentation is provided by escrow or an owner. 6.3 Correspondence. Agent will maintain documents and complete files for all current correspondence relating to Association, including without limitation incoming unit owner correspondence, violation and architectural control letters, contracts, purchase orders, filings with public agencies, insurance policies and information and other related documents required to be maintained by law or customary in the industry. 6.4 Ownership of Records. All records and correspondence regarding Association are and will remain the sole property of Association. Agent agrees to return any and all such records and correspondence to the Association, or to an entity or person designated by the Board of Directors upon termination of this Agreement. Such records will be available for pick up at Agent's office or such other designated location as may be agreed upon. Electronic storage media, such as computer tape, discs, and general electronically stored data bases, but not the information contained therein, are the sole property of the Agent and any duplication or transference of information shall be at no cost to the Association. Upon termination, the Parties shall account to each other with respect to all matters outstanding as of the date of termination, and Association shall furnish Agent security, satisfactory to Agent, against any outstanding obligations or liabilities which Agent may have incurred hereunder. Agent shall make available for Association all Association records within seven (7) days of termination of this Agreement. Agent shall continue to perform all duties and responsibilities under this Agreement after notice of termination until the termination date. Agent and Association agree to cooperate fully with one another to transfer Association property, to execute whatever documents, and to take whatever other action may be necessary prior to termination to cause an orderly transition from the Agent to a new agent. Agent shall make available to the Association all financial records maintained by the Agent on behalf of the Association within seven (7) days after termination of this Agreement, which includes an accounting ledger, accounts receivable and accounts payable on computer and hard copy, through the month of termination.
6.5 Storage. Agent agrees to maintain storage of Association records and correspondence at Association sole cost and expense per Exhibit A.
7. INSURANCE AND INDEMNIFICATION
7.1 Agent’s Insurance. Ag ent will, throughout the term of this Agreement, and at Agent's expense, maintain the following insurance coverage:
a. Fidelity Bond with coverage for all Agent's employees, when applicable, to protect Association funds, if any, in the amount of One Million and 00/100 Dollars ($1,000,000).
b. Agent's liability insurance and comprehensive general liability coverage, including automobile liability, completed operations, blanket contractual and personal injury coverage, with combined single limits of One Million and 00/100 Dollars ($1,000,000) property damage and liability.
c. Workers Compensation Insurance equal to or greater than the statutory amount, covering any of Agent's employees.
d. Errors and Omissions coverage with limits of One Million and 00/100 Dollars ($1,000,000). This policy must include coverage of all funds held in trust for the benefit of the Association.
Professional Management Agreement Village Racquet Club Association and Prime Association Services, Inc. Page 7 of 14
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