PROPERTY MANAGEMENT AGREEMENT

(State of Utah)

TABLE OF CONTENTS

1. Document Header
2. Definitions
3. Appointment & Scope of Agency
4. Manager Duties & Standard of Care
5. Owner Duties
6. Compensation & Accounting
7. Trust Account Compliance (Utah‐Specific)
8. Term; Renewal; Termination
9. Representations & Warranties
10. Covenants & Restrictions
11. Defaults; Notice; Remedies
12. Risk Allocation
13. Dispute Resolution
14. General Provisions
15. Execution Block

1. DOCUMENT HEADER

THIS PROPERTY MANAGEMENT AGREEMENT (this “Agreement”) is entered into and made effective as of [EFFECTIVE DATE] (the “Effective Date”) by and between:

[OWNER LEGAL NAME], a [Entity Type & State of Formation] (“Owner”), whose principal business address is [ADDRESS]; and

[MANAGER LEGAL NAME], a [Entity Type & State of Formation] duly licensed to conduct real estate property management in the State of Utah under Utah License/Registration No. [LICENSE NO.] (“Manager”), whose principal business address is [ADDRESS].

RECITALS
A. Owner holds legal title to the real property commonly known as [PROPERTY DESCRIPTION/ADDRESS] (the “Property”).
B. Owner desires to retain Manager, and Manager desires to accept such engagement, to manage, operate, control, rent, and lease the Property, all upon the terms and subject to the conditions set forth herein.

NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

2. DEFINITIONS

The following capitalized terms shall have the meanings set forth below and shall apply equally to the singular and plural forms. Any term not defined herein shall have its ordinarily accepted meaning in the real estate industry within the State of Utah.

“Affiliate” – Any entity or person that directly or indirectly controls, is controlled by, or is under common control with the referenced party.

“Applicable Law” – All present and future federal, state, and local statutes, regulations, ordinances, and judicial or administrative orders governing property management in Utah, including without limitation the Utah Real Estate Licensing and Practices Act and related administrative rules.

“Gross Receipts” – All rents and other income actually collected from the Property, exclusive of security deposits (until properly applied) and proceeds from sale or refinancing.

“Management Fee” – The compensation payable to Manager pursuant to Section 6.1.

“Operating Account” – A bank account established by Manager under Section 6.3 for the deposit and disbursement of Property funds other than trust funds.

“Trust Account” – A separate, FDIC-insured, Utah-located bank account titled in the name of Manager as trustee for Owner, established and maintained in strict compliance with Section 7 and Applicable Law.

3. APPOINTMENT & SCOPE OF AGENCY

3.1 Exclusive Appointment. Owner hereby appoints Manager as the exclusive agent and attorney-in-fact to manage, operate, control, rent, and lease the Property for the Term (defined in Section 8). Manager hereby accepts such appointment and undertakes to perform the services described herein.

3.2 Authority Granted. Subject to the limitations expressly stated in this Agreement, Manager shall have full power and authority on behalf of Owner to:
a. advertise the Property and procure tenants;
b. negotiate, execute, and renew leases of up to [MAX LEASE TERM, e.g., “one (1) year”];
c. collect rents and other charges;
d. institute eviction or collection proceedings in Owner’s name;
e. enter into service contracts not exceeding [DOLLAR LIMIT] per contract;
f. purchase supplies and make repairs not exceeding [DOLLAR LIMIT] per occurrence, except in emergencies;
g. hire, supervise, and discharge on-site personnel; and
h. perform all other acts reasonably necessary or desirable for the prudent management of the Property.

3.3 Limitations. Manager shall not, without Owner’s prior written consent, (i) sell or encumber the Property, (ii) make capital improvements exceeding [CAPITAL EXPENSE LIMIT], or (iii) enter into any lease exceeding the term or monetary limits set forth in Section 3.2(b).

4. MANAGER DUTIES & STANDARD OF CARE

4.1 Professional Standard. Manager shall perform its duties in accordance with (i) the standard of care customarily observed by prudent professional property managers in Utah, and (ii) all Applicable Law, including maintaining all required licenses and complying with fair housing, lead paint, and other disclosure laws.

4.2 Licensing Compliance. Manager represents that it holds, and shall maintain throughout the Term, all licenses required by the Utah Division of Real Estate to provide the services contemplated herein. Manager shall immediately notify Owner of any suspension, revocation, or disciplinary action affecting Manager’s license.

4.3 Recordkeeping. Manager shall maintain complete books, records, and files regarding the Property in accordance with generally accepted accounting principles (“GAAP”) and Applicable Law, and shall make such records available to Owner during regular business hours upon [NUMBER] business days’ prior written notice.

4.4 Reporting. Manager shall deliver to Owner (i) monthly operating statements within [NUMBER] days after month-end; (ii) annual operating statements and a proposed budget for the next fiscal year at least [NUMBER] days before fiscal year-end; and (iii) such additional reports as Owner may reasonably request.

5. OWNER DUTIES

5.1 Funding Obligations. Owner shall timely fund the Operating Account with amounts sufficient to pay Property expenses in excess of Gross Receipts.

5.2 Information & Authority. Owner shall provide Manager with all documents, records, and authority necessary for Manager to perform its duties hereunder, including copies of existing leases, service contracts, warranties, and keys.

5.3 Insurance. Owner shall maintain property, casualty, and liability insurance in commercially reasonable amounts, naming Manager as an additional insured where permitted, and shall furnish certificates of insurance to Manager upon request.

6. COMPENSATION & ACCOUNTING

6.1 Management Fee. As sole compensation for the services rendered, Owner shall pay Manager a management fee equal to [PERCENTAGE]% of Gross Receipts / flat fee of [AMOUNT] per month (the “Management Fee”), payable monthly in arrears and disbursable by Manager from collected rents.

6.2 Leasing Commission. For each new lease or renewal procured by Manager, Owner shall pay a commission of [AMOUNT OR PERCENTAGE] payable from first collected rent.

6.3 Operating Account. Manager shall establish and maintain the Operating Account solely for the Property. Funds in the Operating Account shall not be commingled with Manager’s own funds and shall be used exclusively for Property expenses, including the Management Fee.

6.4 Security Deposits. All tenant security deposits shall be held in the Trust Account and administered in strict accordance with Applicable Law and the terms of the respective leases.

6.5 Final Accounting. Within [NUMBER] days after termination, Manager shall deliver to Owner a final accounting and remit all undistributed funds remaining in the Trust and Operating Accounts, subject to a reasonable reserve for contingent liabilities not yet paid or accrued.

7. TRUST ACCOUNT COMPLIANCE (UTAH-SPECIFIC)

7.1 Establishment. Manager shall maintain at least one Trust Account in a federally insured depository institution located in Utah, titled “[Manager Name], Trustee for [Owner Name] – Trust Account,” or similar.

7.2 Deposits. Manager shall deposit all rent collections, security deposits, and other trust funds received on behalf of Owner into the Trust Account no later than [TIMEFRAME, e.g., “three (3) banking days”] after receipt, as required by Applicable Law.

7.3 Disbursements. Trust funds shall be disbursed only for (i) Owner’s benefit in accordance with this Agreement, (ii) refunds to tenants as required by lease or law, or (iii) transfers to the Operating Account once collected funds are available.

7.4 Reconciliation. Manager shall reconcile the Trust Account monthly and retain records for not less than [NUMBER, e.g., “three (3)”] years or such longer period as may be required by Applicable Law.

[// GUIDANCE: Utah’s administrative rules require monthly three-way trust account reconciliation and retention of records for a minimum period. Verify current timeframes before use.]

8. TERM; RENEWAL; TERMINATION

8.1 Initial Term. The initial term of this Agreement (“Term”) shall commence on the Effective Date and continue until [END DATE], unless earlier terminated as provided herein.

8.2 Automatic Renewal. The Term shall automatically renew for successive [RENEWAL TERM, e.g., “one-year”] periods unless either party delivers written notice of non-renewal at least [NUMBER] days prior to the expiration of the then-current Term.

8.3 Termination for Cause. Either party may terminate this Agreement immediately upon written notice if the other party (i) materially breaches any provision hereof and fails to cure within [NUMBER] days after notice, (ii) is subject to bankruptcy or insolvency proceedings, or (iii) loses any license required to perform under this Agreement.

8.4 Termination for Convenience. Owner may terminate this Agreement without cause upon [NUMBER] days’ prior written notice; provided, however, Owner shall pay Manager all accrued Management Fees and any Leasing Commission earned prior to the effective date of termination.

8.5 Duties on Termination. Upon termination, Manager shall (i) deliver possession of the Property and all Property records to Owner or Owner’s designee, (ii) transfer Trust and Operating Account balances as provided in Section 6.5, and (iii) assign or terminate service contracts as directed by Owner.

9. REPRESENTATIONS & WARRANTIES

9.1 Mutual. Each party represents and warrants that (i) it has full power and authority to enter into and perform this Agreement, and (ii) its execution and performance will not violate any other agreement or law.

9.2 Manager. Manager further represents and warrants that (i) it is, and shall remain, duly licensed as required by Section 4.2; (ii) it is not subject to any pending disciplinary action that would materially impair its ability to perform; and (iii) all information provided to Owner regarding Manager’s qualifications is true and correct in all material respects.

9.3 Owner. Owner represents and warrants that (i) it holds good and marketable title to the Property; (ii) the Property is not subject to any undisclosed code violations or hazardous conditions; and (iii) Owner has disclosed to Manager all known material facts affecting the Property or its management.

9.4 Survival. The representations and warranties in this Section 9 shall survive the expiration or earlier termination of this Agreement.

10. COVENANTS & RESTRICTIONS

10.1 Compliance. Each party shall comply with Applicable Law in the performance of its obligations.

10.2 Non-Interference. Owner shall not interfere with Manager’s day-to-day operation of the Property and shall route all tenant communications through Manager.

10.3 Notices to Governmental Authorities. Manager shall promptly notify Owner of any material notice, violation, citation, or lawsuit affecting the Property and shall, subject to Owner’s instructions and funding, take reasonable steps to cure any such violation.

10.4 Fair Housing & Discrimination. Manager shall implement leasing and tenant screening policies in conformity with all federal and state fair housing laws. Owner shall not direct Manager to take any action that violates such laws.

11. DEFAULTS; NOTICE; REMEDIES

11.1 Events of Default. The following constitute an “Event of Default”:
a. Failure to perform any monetary obligation when due;
b. Failure to perform any non-monetary obligation within [NUMBER] days after written notice;
c. Material misrepresentation or fraud;
d. Revocation or suspension of Manager’s license (as to Manager); or
e. Insolvency, receivership, or bankruptcy of either party.

11.2 Cure Period. If an Event of Default is capable of cure, the defaulting party shall have [NUMBER] days after written notice to cure, except that monetary defaults must be cured within [SHORTER NUMBER] days.

11.3 Remedies. Upon an uncured Event of Default, the non-defaulting party may (i) terminate this Agreement; (ii) pursue injunctive relief; (iii) recover actual damages, consequential damages (except as limited in Section 12), and reasonable attorneys’ fees; and/or (iv) pursue any other remedy available at law or equity.

[// GUIDANCE: Consider graduated remedies such as temporary suspension or stepped cure periods for less severe breaches.]

12. RISK ALLOCATION

12.1 Indemnification by Manager. Manager shall indemnify, defend, and hold harmless Owner and its Affiliates, and their respective managers, members, directors, officers, employees, and agents (collectively, “Owner Indemnitees”) from and against any and all claims, damages, liabilities, losses, fines, costs, and expenses, including reasonable attorneys’ fees (collectively, “Losses”), arising out of or related to (i) Manager’s gross negligence, willful misconduct, or breach of this Agreement, or (ii) Manager’s violation of Applicable Law.

12.2 Indemnification by Owner. Owner shall indemnify, defend, and hold harmless Manager and its Affiliates, and their respective managers, members, directors, officers, employees, and agents (“Manager Indemnitees”) from and against any and all Losses arising out of or related to (i) the condition or ownership of the Property (except to the extent caused by Manager’s gross negligence or willful misconduct), or (ii) Owner’s breach of this Agreement or Applicable Law.

12.3 Limitation of Liability. Except for (i) gross negligence or willful misconduct, (ii) fraud, (iii) amounts payable under Section 12.1, or (iv) breach of Section 7 (Trust Account), Manager’s aggregate liability under this Agreement shall not exceed the total Management Fees actually earned by Manager during the [TWELVE (12)] months immediately preceding the event giving rise to liability.

12.4 Insurance. Manager shall maintain in force at all times during the Term (i) commercial general liability insurance with minimum limits of [AMOUNT] per occurrence and [AMOUNT] aggregate and (ii) errors and omissions insurance with limits of not less than [AMOUNT] per claim.

12.5 Force Majeure. Neither party shall be liable for delays or failures in performance (other than monetary obligations) resulting from acts beyond its reasonable control, including acts of God, war, terrorism, epidemics, governmental orders, or natural disasters, provided that the affected party gives prompt notice and resumes performance as soon as reasonably practicable.

13. DISPUTE RESOLUTION

13.1 Governing Law. This Agreement shall be governed by and construed in accordance with the internal laws of the State of Utah, without regard to conflicts-of-law principles.

13.2 Forum Selection. The parties irrevocably submit to the exclusive jurisdiction of the state courts located in [COUNTY], Utah for any suit, action, or proceeding arising out of or relating to this Agreement.

13.3 Arbitration (Optional). [If the parties elect to arbitrate disputes, insert detailed arbitration clause referencing the Commercial Arbitration Rules of the American Arbitration Association, seat in Utah, and procedures for selection of arbitrators.]

13.4 Jury Waiver (Optional). [EACH PARTY HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY RIGHT TO TRIAL BY JURY IN ANY ACTION OR PROCEEDING ARISING OUT OF THIS AGREEMENT.]

13.5 Injunctive Relief. Notwithstanding the foregoing, either party may seek temporary, preliminary, or permanent injunctive relief or specific performance in any court of competent jurisdiction to preserve the status quo or protect its interests pending resolution of the dispute.

13.6 Attorneys’ Fees. The prevailing party in any dispute arising out of or relating to this Agreement shall be entitled to recover its reasonable attorneys’ fees, court costs, and expenses from the non-prevailing party.

14. GENERAL PROVISIONS

14.1 Amendment & Waiver. No amendment or waiver of any provision of this Agreement shall be effective unless in writing and signed by both parties. A waiver of any breach shall not be deemed a waiver of any subsequent breach.

14.2 Assignment. Neither party may assign or delegate its rights or obligations under this Agreement without the prior written consent of the other party, except that Manager may subcontract services in the ordinary course of business, provided Manager remains fully responsible for the acts and omissions of subcontractors.

14.3 Successors & Assigns. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns.

14.4 Severability. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect, and the invalid or unenforceable provision shall be replaced by a valid provision that most closely reflects the parties’ original intent.

14.5 Entire Agreement. This Agreement (including all exhibits and schedules) constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous understandings, whether oral or written.

14.6 Counterparts; Electronic Signatures. This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together constitute one and the same instrument. The parties agree that electronic signatures shall be deemed to have the same legal effect as original signatures.

14.7 Notices. All notices under this Agreement shall be in writing and delivered (i) by hand delivery, (ii) by nationally recognized overnight courier, or (iii) by certified U.S. mail, return receipt requested, to the addresses set forth in the preamble (or such other address as a party may designate by notice). Notices shall be deemed given on the date of delivery, refusal, or attempted delivery.

15. EXECUTION BLOCK

IN WITNESS WHEREOF, the parties hereto have executed this Property Management Agreement as of the Effective Date.

NOTARY ACKNOWLEDGMENT (if required)
State of Utah )
: ss.
County of [____] )

On this ___ day of _, 20_, before me, [NOTARY NAME], a Notary Public in and for said State, personally appeared __, known to me to be the person(s) who executed the foregoing instrument and acknowledged that he/she executed the same for the purposes therein contained.

Notary Public
My Commission Expires: ____

[// GUIDANCE: Utah does not uniformly require notarization of property management agreements, but notarization may enhance enforceability for recording ancillary documents or establishing authority with third parties.]

THIS TEMPLATE IS PROVIDED FOR GENERAL INFORMATIONAL PURPOSES ONLY AND DOES NOT CONSTITUTE LEGAL ADVICE. REVIEW BY QUALIFIED UTAH COUNSEL IS STRONGLY RECOMMENDED BEFORE USE.