DREAM HOME TOUR PARTICIPATING BUILDER AGREEMENT

Size: px

Start display at page:

Download "DREAM HOME TOUR PARTICIPATING BUILDER AGREEMENT"

Olivia Cora Barnett
5 years ago
Views:

1 DREAM HOME TOUR PARTICIPATING BUILDER AGREEMENT This Dream Home Tour Developer Agreement ( Agreement ) is between Home Builders Association of the Sioux Empire ( Association ) and ( Builder ). Recitals A. Association is the sponsor of the 2015 Dream Home Tour which will showcase new single family houses constructed by builders who participate in the Tour ( Tour ). Association will hold the Tour on two consecutive weekends. The first weekend will begin on Thursday, July 23, 2015 and end on Sunday, July 26, 2015 and the second weekend will begin on Thursday, July 30, 2015 and end on Sunday, August 2, 2015 ( Tour Dates ). Before the Tour dates, Association may also hold an opening reception in the Tour Area. B. Association has entered into an agreement with The Grand Prairie ( Developer ) to hold the Tour. Developer has agreed to offer certain lots in the Development for sale to builders who participate in the Tour ( Reserved Lots ). C. Builder desires to participate in the Tour in accordance with this Agreement s terms and conditions. Terms and Conditions In consideration of the mutual covenants contained in this Agreement, the parties agree as follows: 1. Participation Fee and Deposit. Builder will pay Association a $1,000 fee for the right to participate in the Tour ( Participation Fee ). Builder will also pay Association a $1,000 deposit as security for Builder s performance of its obligations under this Agreement ( Deposit ). The Participation Fee and the Deposit are payable on signing this Agreement. The Participation Fee is nonrefundable unless Association terminates this Agreement as provided in section 16. The Deposit will be refunded, without interest, within 30 days after the Tour Dates unless Builder terminates this Agreement as provided in section 16 or defaults on its obligations under this Agreement. 2. Association Membership. Builder will be a member in good standing of Association during the term of this Agreement. 3. Purchase of Reserved Lot. Builder will purchase a Reserved Lot from Developer for purposes of constructing a new single family house ( House ) to show in the Tour. Lots will be available from the Developer on a first come, first serve basis. Association will not be a party to the purchase agreement between Builder and Developer. Page 1 of 5

2 4. Building Plan. Builder will submit all building plans and specifications for the House, including landscaping, to Developer and Association. Developer and Association will review the plans and specifications to determine whether the House complies with the requirements of this Agreement and any applicable restrictive covenant or easement affecting the Reserved Lot. Builder may not begin construction of the House until Association has approved the building plans and specifications in writing. 5. Building Permit. Builder will obtain all permits or approvals required by any governmental authority for purposes of constructing the House. 6. Construction Completion Deadline. Builder will substantially complete construction of the House on or before July 21, 2015 ( Construction Completion Deadline ). For purposes of this Agreement, substantially complete means that (a) the house is fully constructed and all the fixtures are installed in accordance with the plans and specifications, (b) all the exterior walls are painted or otherwise finished, (c) all the interior walls are painted or covered with wall paper, except the garage and mechanical room and any special paint finishes or final touch-up on painted surfaces, (d) all the floor coverings are installed, except any final finish on hardwood floors, (e) the entire yard is covered with sod and other landscape materials, and (f) and the lot is free of construction debris and materials. 7. Post Construction Inspection. After the Construction Completion Deadline, Association will inspect the House to determine whether it is substantially complete. If Association finds that the House is not substantially complete, Association may terminate this Agreement and retain the Deposit as provided in section 15. If Association terminates this Agreement, Builder will not show the House or otherwise open it for public viewing during the Tour Dates. This covenant will survive the termination of this Agreement. 8. Pre-Tour Showing and Sale Restrictions. Builder will not show the House to the public until after the Tour Dates, except by special appointment. Builder will not enter the house in Association s Parade of Homes tour or any similar exhibition until after the Tour Dates. Builder may sell the House before the Tour Dates, but Builder may not give the buyer possession of the house or allow occupancy of it until after the Tour Dates. 9. Planning, Promoting and Operating Tour. Association will plan, promote and operate the Tour. Builder will give Association access to the House for these purposes. Association will have the exclusive right to: levy and collect fees for the Tour, including entry fees, admission fees and concession fees; set the hours during which the Tour will be open to the public; procure sponsors for the Tour; create marketing materials and signage for the Tour; and advertise and issue press releases for the Tour. 10. Signs and Marketing Materials. Association will provide Builder with signs and marketing materials for the Tour. Association may display any sign or other marketing material outside the House and may charge a fee to any vendor for the display. Builder may not display any sign or other marketing material outside the house unless it is approved by Association. Builder may display inside the House any sign or other marketing material for any product or service used in financing, constructing, furnishing or decorating the house, but Builder may Page 2 of 5

3 not receive any compensation for the display. Neither party will use any trade name or trademark of the other except as specifically provided in writing by the owner of the name or mark. 11. Duties during Tour. During the Tour Dates: a. Builder will furnish and decorate all the living areas of the House and will maintain all those items in the House until after the Tour Dates. b. Builder will keep the House, including the garage and yard, clean and free of trash and other debris and the grass trimmed. c. Neither Builder nor its representatives will park any vehicles or equipment on the premises of the House or on any other property in the Development during the open hours of the Tour without Association s approval. d. Builder, or its representatives, will keep the House open for public viewing during the open hours of the Tour and will remain on the premises to show the House to visitors. 12. Insurance. Builder will purchase and maintain during the Tour Dates a commercial generalliability policy that covers premises operations, broad-form property damage, personal-injury hazards, and contractual liability. The liability limits under the policy will be $1 million per occurrence, with a combined single limit for bodily-injury and property-damage liability. Before the Tour Dates, Builder will give Association a certificate of insurance attesting to the existence of the coverage and providing that the policy cannot be cancelled without 30 days notice to Association. The policy will name Association as an additional insured and be issued by a carrier with an A.M. Best rating of A or better. Builder may obtain coverage under a blanket insurance policy. 13. Indemnity. Builder will fully indemnify, hold harmless and defend Association and its directors, officers, employees, and agents (collectively, Indemnified Parties) from and against all claims, actions, suits, demands, damages, liabilities, obligations, losses, settlements, judgments, costs and expenses (including without limitation reasonable attorney s fees and costs), whether or not involving a third party claim, which arise out of, relate to or result from (a) any breach of any representation or warranty of Builder contained in this Agreement, (b) any breach of any covenant or other obligation or duty of Builder under this Agreement or under applicable law, (c) any personal injury, including death, and property damage, including fire, theft or vandalism, occurring on the premises of the House and incurred in connection with the Tour, in each case whether or not the relevant claim has merit, except to the extent that the claim results from the sole active negligence of the Indemnified Party. 14. Representations and Warranties. Builder represents and warrants that the following statements are true: Page 3 of 5

4 a. Builder has full power and authority to enter into this Agreement and to perform its obligations under this Agreement, and the signatory below has been authorized to sign this Agreement; b. Builder is not a debtor in any bankruptcy proceeding; foreclosure action, or deed-in-lieuof-foreclosure transaction; c. Builder is not in default on any mortgage or encumbrance on any of its properties; and d. Builder complies in all material respects with all applicable laws, including any licensing requirements. 15. Default and Remedies. Builder will be in default under this Agreement upon the occurrence of any of the following events: a. Builder fails to meet or perform any material term, provision, covenant, agreement, or obligation contained in this Agreement; b. Builder becomes a debtor in a bankruptcy proceeding or similar action; or c. Builder becomes insolvent. In the event of a default, Association may do all of the following: a. terminate this Agreement by giving 5 days written notice to Builder; and b. retain the deposit as liquidated damage or seek any other available legal or equitable remedy. 16. Early Termination. a. In addition to Association s right of termination under section 15, Association may terminate this Agreement if (a) on or before October 1, 2014 if fewer than four houses have been entered in the Tour or have been substantially completed, or (b) Association reasonably determines that holding the Tour in the Development has become infeasible because of a change in applicable law or regulation, a natural disaster, such as a tornado, earthquake, flood, fire or explosion, or any other reason, and (c) Association gives Builder 30 days written notice. If Association terminates the Agreement under this section, Association will refund, without interest, the Participation Fee and the Deposit. b. Within 30 days of the date of this Agreement, Builder may terminate this Agreement for any reason by written notice to Association. If Builder terminates the Agreement under this section, Association will refund, without interest, the Deposit, and Builder will refrain from constructing or maintaining any building on the Reserved Lot until after the Tour Dates. This covenant will survive the termination of this Agreement. 17. Assignment. Builder may not assign its rights or obligations under this Agreement without Associations written consent. 18. Entire Agreement; Modification. This Agreement contains all the terms and conditions agreed on by the parties. Any previous agreements between the parties are replaced by this Page 4 of 5

5 Agreement. This Agreement can be modified or changed only by a written instrument signed by both parties. 19. Waiver. A party s waiver of enforcement of any of this Agreement s terms or conditions will be effective only if in writing. A party s specific waiver will not constitute a waiver by that party of any earlier, concurrent, or later breach or default. 20. Severability. If any part of this Agreement is held indefinite, invalid, or otherwise unenforceable, the rest of the Agreement will continue in full force. 21. Choice of Law. This Agreement is governed by and must be interpreted under South Dakota law, without regard to its choice-of-law provisions. 22. Notices. Notices provided for by this Agreement may be delivered in person, by reputable express courier, or by registered or certified mail (postage prepaid) to a party s address stated below. Notice sent by U.S. mail is deemed delivered three days after deposit with the U.S. Postal Service. Notice sent by a reputable express carrier is deemed received on the day receipted for by the party or its agent. Either party may change its address as listed below by giving written notice to the other party. Dated: ASSOCIATION: HOME BUILDERS ASSOCIATION OF THE SIOUX EMPIRE, a South Dakota nonprofit corporation. Address: 6904 South Lyncrest Place Sioux Falls, SD BUILDER:, a. Address: By: Its: By: Its: Page 5 of 5

2018 Spring Parade of Homes REGISTRATION FORM

2018 Spring Parade of Homes REGISTRATION FORM REGISTRATION FORM I WISH TO ENTER THE FOLLOWING HOME Registration fee is enclosed $550 for one home and/or Builder s personal home $ 450 for the second and subsequent homes $ 850 for multiple unit home(s)