SCHWEITZER PROPERTY MANAGEMENT Owner / Property Information OWNER: Address: CO-OWNER: Address: Cell Phone: Work Phone: Home Phone: Birthday: E-mail address: SS# or EIN: Cell Phone: Work Phone: Home Phone: Birthday: E-mail address: SS# or EIN: AUTHORIZED REPRESENTATIVE(s): Cell Phone: Work Phone: E-mail address: SS# or EIN: MANAGER: Schweitzer Mountain Ski Operations, LLC dba Schweitzer Property Management Company 10000 Schweitzer Mountain Road Sandpoint, Idaho 83864 Phone: (208)255-3050 Fax: (208)263-7961 E-mail address: Ownerservices@schweitzer.com PROPERTY / UNIT: Address: Sandpoint, Idaho 83864 Telephone: Wifi Signal: Wifi Password: COMMENCEMENT DATE:, 20.
IN CONSIDERATION FOR the mutual covenants, conditions and agreements contained in this Agreement, Owner wishes to engage Manager as the Owner's exclusive agent for purposes of managing the Unit, as part of the Manager's rental program at Schweitzer Mountain Resort. 1. Designation of Exclusive Manager. Owner hereby appoints Manager as his/her exclusive agent for the purpose of renting, operating and managing the Unit. Owner hereby authorizes Manager to execute and deliver on Owner's behalf, oral or written rental agreements covering the Unit, and to receive and collect rental payments, upon such terms and to such persons ("Rental Guests") as Manager, in its reasonable discretion, may accept. All rental inquiries during the term of this Agreement shall be referred to Manager. Owner shall not lease or arrange for any short-term occupancy of the Unit other than by referral of prospective Rental Guests to Manager, except in the case of Owner's own reservation and use in accordance with section 6, below. 2. Term. The initial term of this Agreement shall be for one (_1 ) year(s), commencing on the Commencement Date set forth on page 1. Upon the expiration of the initial term, this Agreement shall automatically renew for additional one (1) year terms, until either party terminates by providing not less than sixty (60) days' written notice to the other party prior to the expiration of the then existing term. In the event of termination by the Owner, Owner agrees to either (1) honor all reservations taken and accepted by the Manager prior to Manager's receipt of the Owner's notice of termination, or (2) pay to the Manager, at the time of Owner's giving the notice of termination, the commissions that would have been earned had the reservations ultimately been fulfilled and used. 3. Manager's Responsibilities. Manager agrees to provide the following services: a. Rental Offers. The Unit will be offered for rental on any days not reserved by Owner pursuant to section 6 below. All rentals will be on a short-term basis, not more than thirty (30) days, unless otherwise provided by Addendum hereto or with Owner's prior written consent. b. Rates. Manager will establish a rate schedule at which the Unit will be offered for rental, which will, in Manager's business judgment, be fair, reasonable and competitive, having due regard for the Unit's class and atmosphere, the size and quality of the Unit, the Unit's proximity to recreation facilities and other amenities, and general market conditions. Manager may deviate from the scheduled rates, or the schedule may be changed from time to time, without notice to, or approval from, Owner. c. Complimentary and Promotional Stays. Manager may negotiate special packages, group, or convention rates for the Unit that may include promotional or free night packages. Manager may authorize up to seven (7) nights complimentary use of the Unit per year for the purpose of promoting the Unit or the project of which it is a part to travel industry professionals, travel writers and editors, writers, sponsors, travel agents, corporate and ski industry VIP's, as trade for advertising, or any use deemed appropriate. Complimentary use of the Unit will not take place over holidays or prime rental periods. d. Refunds and Deductions. Manager may offer a refund of rent paid by any Rental Guest due to weather conditions or circumstances beyond Manager's control, if Manager deems reasonably necessary to maintain guest relationships and satisfaction. Such refunds shall be a deduction from Gross Rental Revenue, as described in Section f., below. e. Selection of Rental Guests. Owner acknowledges and recognizes that Manager represents numerous properties at Schweitzer Mountain Resort. The rental of the Unit will first be based upon the requirements or requests of the Rental Guests. Thereafter, Manager will attempt to rent the Unit on an equal basis with units of similar size, type or location. 1 of 7
f. Reservation Services. Reservation services are provided by Schweitzer Mountain Resort, and include all necessary services to secure, effect and confirm reservations, in accordance with the reservation, deposit, cancellation and refund policies which Manager may establish from time to time. g. Housekeeping Services. Manager shall provide housekeeping services for Rental Guests, consisting of interior services necessary to make the Unit habitable and consistent with quality resort practices. An annual deep clean will be scheduled during either the spring or fall off-season. Housekeeping and deep cleaning services shall be charged to Owner in accordance with the rates set forth on Schedule 3.f. attached hereto and by this reference incorporated herein, as the same may be amended by Manager from time to time consistent with the actual cost of providing such services and then prevailing market rates, upon not less than thirty (30) days' notice to Owner. h. Maintenance and Repairs. Manager shall provide minor interior maintenance and repair of the Unit, in order to keep the Unit suitable for occupancy. Manager makes no representation that Manager is capable of providing repairs in all circumstances. Manager shall not be responsible for any loss of rental income while repairs are being affected. All maintenance work shall be done at the expense of the Owner, including but not limited to replacement of any lost, stolen, damaged or worn furniture, equipment or accessory items. Manager shall obtain Owner's consent for maintenance expenditures in excess of $350.00 per occurrence, provided Manager shall have the right to expend funds in excess of such amount for emergency repairs necessary to protect the Unit or adjoining Units from damage, or to maintain service to occupying Rental Guests. Maintenance and repair work performed by Manager shall be charged to Owner in accordance with the rates set forth on Schedule 3.g. attached hereto and by this reference incorporated herein, including an annual maintenance inspection as set forth in Schedule 3 g, as the same may be amended by Manager from time to time consistent with the actual cost of providing such services and then prevailing market rates, upon not less than thirty (30) days' notice to Owner. i. Accidents and Damages. Manager shall not be liable for the acts or omissions of Rental Guests, their guests or invitees, or any other occupant of the Unit, or for any damage to the Unit as a result thereof. All items damaged, stolen or removed from the Unit will be replaced at Owner's sole cost and expense. Manager will promptly investigate and make a full report as to all accidents or claims for damage or destruction to the Unit or its furnishings, fixtures or household goods, and will make or cooperate in the making of any and all loss or accident reports required by the Owner's insurance carrier. Manager will use reasonable efforts to collect any loss caused by the occupants or Rental Guests of the Unit, but shall not be liable if such efforts are unsuccessful. j. Inspection and Right of Entry. Manager shall have the right to enter the Unit for all purposes set forth in this Agreement, or as may be necessary or desirable to carry out the purpose of this Agreement, including the right to enter the Unit to conduct an inventory of all furnishings and equipment, and to inspect the general condition of the interior of the Unit, in order to maintain quality standards. When Manager deems necessary, Manager will provide Owner with a written statement as to the condition of the Unit and written recommendations for improvements or replacements. k. Employees. Manager shall hire, supervise, and discharge any and all employees required for the operation and maintenance of the Unit, and the performance of Manager's responsibilities under this Agreement. No employees shall be deemed to be the employee of Owner. l. Policies and Regulations. Manager may adopt and impose policies and regulations governing the use of the Unit, as Manager may deem reasonably necessary to enable Manager to effectively manage the Unit and the building or project of which it may be a part. Owner agrees to abide 2 of 7
by the same, and to instruct all guests using the Unit through the Owner that such policies and regulations are in full force, and affect all persons. m. Eviction. Manager shall have full power and authority to evict and remove any renters or their guests at any time, if such action is deemed by manager to be reasonably necessary. n. Discontinuation of Manager's Responsibilities. Manager shall not be obligated to provide the services described in this Agreement during any period for which the Unit is unfit for occupancy, whether due to un-repaired damages or otherwise, or in the event of unavailability of labor, shortage of materials or other causes by the control of Manager. Manager will promptly notify Owner in any such event. o. Insurance. Manager shall maintain a broad form of comprehensive public liability insurance covering Manager services in an amount not less than one million dollars ($1,000,000). A copy of such insurance will be maintained at Manager s office for inspection. Owner and Manager waive any right that each may have against the other for loss or damage to its property or property in which it may have an interest where such loss is caused by a peril covered by insurance held by Owner or Manager, as the case may be, or arising from any cause which the claiming party was obligated to insure against under this Agreement. 4. Compensation. a. As compensation for Manager's services provided under this Agreement, Manager shall retain forty six percent (46%) of all Gross Rental Revenue. b. "Gross Rental Revenue", for purposes of this Agreement, means any income received for the rental of the Unit to Rental Guests, less distributions for specific services and amenities included in rates and packages such as ski tickets, food and beverage, and other services which Manager may provide in addition to the rental of the Unit; after deducting any promotional discounts, refunds or credits, refunds referred to in Section 3.c., above, all applicable taxes, and any expenses paid or incurred on Owner's behalf. c. Manager will provide a monthly statement of rental income and charges, and remit to the Owner the net rental income within twenty days following the end of the previous month. In the event that the monthly accounting shows a deficit to the Owner, Owner shall promptly reimburse the same to Manager. Any sums not paid, by Manager or Owner, when due (with the monthly accounting in the case of Manager, or within fifteen days of receipt of the monthly accounting in the case of Owner) shall bear interest at the rate of twelve percent (12%) per annum until paid. d. In the event Owner receives rents directly, regardless of whether Owner secured the renter without assistance from Manager, Owner shall immediately remit all such rents to Manager, to be held and disbursed under this Agreement in the same manner as rents received directly by Manager. 5. Owner's Responsibilities. a. Recurring Expenses. Owner shall pay on a timely basis all real estate taxes, assessments and homeowner association fees, to ensure that the Unit is rentable at all times. If Owner fails to timely pay such amounts, Manager may, but shall not be obligated to, pay such amounts and offset such payments against payments due to Owner under Section 4. In addition, a $25.00 fee per occurrence shall be charged to Owner by Manager for any recurring expenses paid by Manager on behalf of Owner. 3 of 7
b. Animals and Pets. Owner shall pay for any additional cleaning costs and charges incurred due to the presence of Owner's companion animals occupying the Unit during Owner's occupancy. c. Furnishing Requirements. Owner, at Owner's sole expense, shall obtain and maintain at all times in the Unit, furniture, furnishings and fixtures sufficient in number, type and quality in accordance with the minimum standards recommended by Manager. All furniture, furnishings and fixtures shall remain Owner's separate property. Manager shall not in any way be liable for the loss, theft, damage or destruction of such property. Wear and tear on personal property is one of the rental costs incurred by Owner. Manager reserves the right to remove the Unit from the rental program if the condition, quality and quantity of the Unit furnishings, furniture, and fixtures do not meet the minimum standards recommended by Manager. To maintain linen par, Owner will be charged an annual linen replacement fee as outlined in Schedule 3 f. d. Utilities. Owner shall contract for the delivery of electricity, fuel, water, sewer, access road and driveway snow removal, garbage service, telephone, cable television and other services, as Manager shall deem advisable, at Owner's expense. If Owner fails to timely pay for such services, Manager may, but shall not be obligated to, pay the same, and offset such payments against payments due to Owner under Section 4. In addition, a $25.00 fee per occurrence shall be charged to Owner by Manager for any charges for utility services paid by Manager on behalf of Owner. e. Internet. Owner agrees to provide an Internet connection in the Unit. Owner is encouraged to make connection wireless. Owner shall be responsible for all expenses associated with internet service to the Unit. f. Insurance. Owner shall maintain broad form comprehensive public liability insurance covering the Unit in an amount not less than five hundred thousand dollars ($500,000). Owner shall provide Manager with a certificate of insurance naming Manager as an Additional Insured and indicating that Owner s policy is primary over other valid and collectible insurance. Additionally, Manager recommends that Owner maintain personal property insurance covering the contents of the Unit. Owner waives any right that Owner may have against Manager for loss or damage to Owner's property or property in which Owner may have an interest where such loss is caused by a peril covered by insurance held by Owner or arising from any cause which Owner was obligated to insure against under this Agreement. g. Indemnification. Owner shall indemnify and hold harmless Manager, its employees or agents, from and against all claims, suits, damages, costs, losses or expenses arising in connection with the use, occupancy, or ownership of the Unit except to the extent covered by the gross negligence or intentional misconduct of Manager. The indemnification obligations of Owner shall survive the expiration or termination of this Agreement for any reason. h. Access by Owner. Owner may not enter the Unit, or permit any person whether family member, repair person, Owner's guests, sales agents or otherwise, to enter the Unit, other than during confirmed periods of Owner's occupancy, without prior notification to, approval of and coordination with Manager. Owner and Owner's guests will abide by Manager's standard check-in and checkout procedure. 6. Reservation and Use By Owner a. Owner Usage. Owner may reserve the Unit for Owner's personal use (including Owner's family and Owner's non-rental guests) at any time during the term of this Agreement. Owner's reservations must be made by accessing the Owner Portal on-line, emailing or mailing Manager. Guaranteed Owner 4 of 7
reservations must be made no later than August 1st for winter season occupancy; April 1st for summer season occupancy. Owner should confirm Owner stays do not materially interfere with previously scheduled repair or cleaning of the Unit. Dates not reserved by the deadlines shall be presumed to be available for occupancy by Rental Guests. Manager will attempt to accommodate Owner requests for reservations, or changes to existing Owner reservations, after the deadlines, but cannot guaranty the availability of the Unit for such reservations or changes. Manager is not obligated to notify Owner of any changes in availability based on cancellations, no-shows, changes in dates, reduced group reservation blocks, or any other similar circumstances, nor shall Manager be required to move a confirmed Rental Guest to accommodate an Owner reservation after the deadlines. b. Usage requirements. Personal use by Owner, Owner's family and/or Owner's non-rental guests will reduce the availability of the Unit and negatively affect potential rentals, especially on weekends and holidays throughout the year. Therefore, Owner, Owner's family and Owner's non-rental guests will comply with any applicable arrival/departure requirements established by Manager for use of the Unit during weekends, holidays, special events, and peak occupancy periods; comply with any established check-in and check-out procedures and times (11:00 check out/ 4:00 check in) and pay for any maintenance, cleaning or housekeeping services that are performed as if it had been a paid occupancy. In the event of an Owner no show, a 25.00 fee will be charged to the Owner account. c. Amenities and Parking. For White Pine and Selkirk Lodge Units, Owners have full access to the parking, pool, hot tubs, workout rooms and other guest amenities only during their occupancy of the Unit, and not otherwise. d. Room Charging Privileges. Owner may charge incidental costs and fees for on-site purchases or services to Owner's account maintained by Manger, including but not limited to lift tickets, housekeeping fees, room service, food and beverage and other services. These charges will be charged to Owner, shown on the Monthly account statement, and deducted from any net rental revenue otherwise payable to Owner. Owner may not apply funds loaded on Affinity or Season Pass to balances on Owner Account. e. Personal Property. Personal property should be removed from the unit or locked in Owner's closet. Perishable foods, condiments, medications should not be left in the Unit except during Owner's occupancy. Manager shall not be responsible for personal items left in the Unit. f. Sale of Unit. i. Owner shall notify manager, in writing, any time the Unit is listed for sale during the term of this Agreement. The Unit may be shown only when not occupied by Rental Guests. Manager shall not be responsible for any loss suffered by Owner as a result of issuance of Unit keys to listing agents, salespersons, or prospective purchasers. ii. Upon the closing of a sale of the Unit by Owner, this Agreement shall terminate, subject to advance bookings up to sixty (60) days following the closing of the sale. Within sixty (60) days following the closing, the parties shall settle their respective accounts, and all sums due or owing shall be paid to the party entitled thereto. 7. Termination. a. Termination for Cause. Manager or Owner may terminate this Agreement upon ten (10) days prior written notice if Owner or Manager fails to comply with any provision of this Agreement or 5 of 7
any term or condition of any rules or regulations Manager may adopt applicable to the Unit. Manager's determination of non-compliance shall be final and binding on Manager and Owner. b. Confirmed and Existing Reservations. If this Agreement is terminated for any reason, Manager may honor all tentative and confirmed Unit reservations held by Manager as of the effective date of the termination. Upon the effective date of such termination, Manager shall not accept any reservations for the Unit and Manager shall use reasonable efforts to relocate Rental Guests' reservations from the Unit to other units under the rental management of Manager. c. Force Majeure. If either the Building or Unit is so damaged by fire, catastrophe, acts of God, civil commotion, war or other casualty as to render the Unit unfit for rental purposes, as determined by Manager, then all Unit reservations that cannot be fulfilled due to the condition of the building or Unit may be cancelled, and the obligations of the parties hereunder shall be temporarily abated until the building and/or Unit is restored to a first-class condition suitable for renting. 8. Miscellaneous. a. Notices. Any notice to be given by any party to the other in connection with this Agreement shall be in writing, and shall be deemed received when either (1) personally served, (2) deposited by registered or certified mail, postage prepaid, return receipt requested, or (3) delivered by commercial overnight courier that guarantees next day delivery and provides a receipt. Such notice shall be directed to the party to be served at the address of the party set forth on the first page of this Agreement. Any change of address shall be delivered in writing, and deemed received when delivered by any of the foregoing described methods, or when receipt is acknowledged in writing by the recipient. b. Governing Law. This Agreement shall be construed in accordance with and governed by the substantive and procedural laws of the State of Idaho. Venue for any action brought hereunder shall lie in the District Court for the First Judicial District of the State of Idaho, in Bonner County. c. Attorney Fees. In the event that it becomes necessary for either party to seek the services of an attorney to enforce their respective rights or remedies under this Agreement, the prevailing party shall be entitled to recover its reasonable costs and attorney fees incurred in that process. In the event of an award in arbitration, the amount of such attorney fees and costs shall be fixed by the arbitrator before whom the matter is tried, heard or decided. d. Dispute Resolution. If a dispute arises out of or relates to this Agreement or its breach, the parties agree to meet and confer, and endeavor to settle the dispute first through direct discussions. If the dispute cannot be settled through direct discussions, the parties shall endeavor to settle by mediation, prior to recourse to arbitration. Any controversy or claim arising out of or relating to this Agreement not resolved by mediation, except for claims which have been waived by the making or acceptance of final payment, shall be decided by arbitration in accordance with the Uniform Arbitration Act adopted by the state of Idaho (Idaho Code 7-901, et. seq.), as the same may be amended from time to time. A written demand for arbitration shall be filed within a reasonable time after the dispute or claim has arisen and mediation has proven unsuccessful, but in no event after the applicable statute of limitations for a legal or equitable proceeding would have run. The arbitration award shall be final. Judgment upon the award may be confirmed in any court having jurisdiction. e. Entire Agreement. This Agreement, including any schedules attached hereto, contains the entire agreement between the parties, and supersedes all prior agreements, understandings, correspondence, and communications, both verbal and written. No alterations, modifications or additions to this Agreement shall be binding unless reduced to writing and signed by Owner and Manager. If for 6 of 7
any reason whatsoever, any term, obligation or condition of this Agreement, or the application thereof to any person or circumstance, is to any extent held or rendered invalid, unenforceable or illegal, then such term, obligation or condition shall be deemed to be independent of the remainder of this Agreement and severable and divisible therefrom, and its invalidity, unenforceability, or illegality shall not affect, impair or invalidate the remainder of this Agreement or any part hereof. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day of, 20. MANAGER: Schweitzer Mountain Ski Operations, LLC dba Schweitzer Property Management Company OWNER / CO-OWNER: Julie Kelly Owner Services Liaison 7 of 7