EXHIBIT 10.8
HOUSING MANAGEMENT AGREEMENT
This Agreement is made this 1st day of January 1987, between Chastleton
Apartments Associates (Owner) and Interstate General Company L.P. (Agent).
1. Appointment and Acceptance. The Owner appoints the Agent as exclusive
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agent for the management of the property described in Section 2 of
this Agreement, and the Agent accepts the appointment, subject to the
terms and conditions set forth in this Agreement.
2. Description of Project. The property to be managed by the Agent under
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this Agreement (the "Project") is a housing development, consisting
of the land, buildings, and other improvements which make up Project
No. 052-35452-PM. The Project is further described as follows:
Name: Chastleton Apartments
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Location: City: Washington
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State: District 20009
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Number of dwelling units: 300
3. Definitions. As used in this Agreement:
a. "HUD" means the United States Department of Housing and Urban
Development.
b. "Secretary" means the Secretary of the United States Department
of Housing and Urban Development.
c. "Mortgage" means that certain Deed of Trust between the Owner, as
mortgagor, and the mortgagee, with respect to the Project, which
mortgage is insured by the United States Department of Housing
and Urban Development.
d. "Mortagee" means any holder of the Mortgage.
e. "Principal Parties" means the Owner and the Agent.
f. "Consenting Parties" means the Secretary and the Mortgagee.
4. HUD Requirements. The Project is subject to a mortgage which will be
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or is insured by HUD under Section 221(d)4 of the National Housing
Act, and the Owner has or will accordingly enter into a Regulatory
Agreement with the Secretary, whereby the Owner is obligated to
provide for management of the project in a manner satisfactory to the
Secretary. The Owner has or will furnish the Agent with copies of the
Regulatory Agreement. In performing its duties under this Management
Agreement, the Agent will comply with all pertinent requirements of
the Regulatory Agreement and the directives
of the Secretary. In the event any instruction from the Owner is in
contravention of such requirements, the latter will prevail.
5. Management Plans Form HUD-9405. Attached hereto as an Exhibit and
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hereby incorporated herein, is a copy of the Management Plan for the
Project, which provides a comprehensive and detailed description of
the policies and procedures to be followed in the management of the
Project. In many of its provisions, this Agreement briefly defines the
nature of the Agent?s obligations, with the intention that reference
be made to the Management Plan for more detailed policies and
procedures. Accordingly, the Owner and the Agent will comply with all
applicable provisions of the Management Plan, regardless of whether
specific reference is made thereto in any particular provision of this
Agreement.
6. Management Input During HUD Processing. The Agent will advise and
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assist the Owner with respect to management input during the remaining
stages of HUD mortgage insurance processing. The Agent's specific
tasks will be as follows:
a. Preparation and submission to the Owner of a recommended
operating budget for the initial operating year of the Project;
b. Participation in the pre-occupancy conference with HUD officials;
c. Preparation and submission to the Owner (for the Owner's
signature and submission to HUD) of the monthly Statement of
Income and Expenses (Forms HUD-931479, HUD-93480, HUD 93481)
throughout the period from initial occupancy through the
achievement of sustaining (95%) occupancy;
d. Participation in the on-site inspection of the Project, required
by HUD approximately ninety (90) days subsequent to initial
occupancy; and
e. Continuing review of the Management Plan, for the purpose of
keeping the Owner advised of necessary or desirable changes.
7. Basic Information. As soon as possible, the Owner will furnish the
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Agent with a complete set of plans and specifications approved by the
Secretary and copies of all guarantees and warrantees pertinent to
construction, fixtures and equipment. With the aid of this
information and through inspection by competent personnel, the
Agent will thoroughly familiarize itself with the character, location,
construction, layout, plan and operation of the Project, and
especially the electrical, heating, plumbing, air-conditioning and
ventilating systems, and all other mechanical equipment.
8. Liaison with Architect and General Contractor. During the planning
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and construction phases, the Agent will maintain direct liaison with
the architect and general contractor, in order to coordinate
management concerns with the design and
construction of the Project, and to facilitate completion of any corrective
work and the Agent's responsibilities for arranging facilities and services
pursuant to Section 14 of this Agreement. The Agent will keep the Owner
advised of all significant matters in this connection.
9. Marketing. The Agent will carry out the marketing activities prescribed in
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the Management Plan, observing all requirements of the Affirmative
Marketing Plan. Subject to the Owner's prior approval, advertising expenses
will be paid out of the Rental Agency Account as Project expenses.
10. Rentals. The Agent will offer for rent and will rent the dwelling units,
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parking spaces, commercial space and other rental facilities and
concessions in the Project. Incident thereto, the following provisions will
apply:
a. The Agent will make preparation for initial rent-up, as described in
the Management Plan.
b. The Agent will follow the tenant selection policy described in the
Management Plan, giving preference to families who have certificates
of eligibility as displaced persons.
c. The Agent will show the premises to prospective tenants.
d. The Agent will take and process applications for rentals. If an
application is rejected, the applicant will be told the reason for
rejection, and the rejected application, with reason for rejection
noted thereon, will be kept on file for one (1) year. A current list
of prospective tenants will be maintained.
e. The Agent will prepare all dwelling leases and parking permits, and
will execute the same in its name, identified thereon as Agent for the
Owner. The terms of all leases will comply with the pertinent
provisions of the Regulatory Agreement and the directives of the
Secretary. Dwelling leases will be in a form approved by the Owner and
the Secretary, but individual dwelling leases and parking permits need
not be submitted for the approval of the Owner or the Secretary.
f. The Owner will furnish the Agent with rent schedules showing fair
market rents for dwelling units and other charges for facilities and
services. In no event will such fair market rents and other charges be
exceeded. Eligibility for dwelling rents that are less than such fair
market rents, and the amount of such lesser rents, will be determined
in accordance with the Regulatory Agreement and the directives of the
Secretary.
g. The Agent will negotiate commercial leases and concession agreements,
and will execute the same in its name, identified thereon as agent for
the Owner, subject to the Owner's prior approval of all terms and
conditions. Commercial rents will not be less than the minimums from
time to time approved by the Secretary.
h. The Agent will collect, deposit, and disburse security deposits,
if required, in accordance with the terms of each tenant's lease.
The amount of each security deposit will be as specified in the
Management Plan. Security deposits will be deposited by the Agent
in an interest-bearing account, separate from all other accounts
and funds, with a bank or other financial institution whose
deposits are insured by an agency of the United States
Government. This account will be carried in the Agent's name
and designated of record as "Security Deposit Account for New
Forest".
11. Collection of Rents and Other Receipts. The Agent will collect when
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due all rents, charges, and other amounts receivable on the Owner's
account in connection with the management and operation of the
Project. Such receipts (except for tenant's security deposits, which
will be handled as specified in Subsection 10 h above) will be
deposited in an account, separate from all other accounts and funds,
with a bank whose deposits are insured by the Federal Deposit
Insurance Corporation. This account will be carried in the Agent's
name and designated of record as "Rental Agency Account for New
Forest".
12. Enforcement of Leases. The Agent will secure full compliance by each
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tenant with the terms of his lease. Subject to the pertinent
procedures prescribed in the Management Plan, the Agent may lawfully
terminate any tenancy when, if in the Agent's judgment, sufficient
cause (including but not limited to nonpayment of rent) for such
termination occurs under the terms of the tenant's lease. For this
purpose, the Agent is authorized to consult with legal counsel to be
designated by the Owner, to bring actions for eviction and to execute
notices to vacate and judicial pleadings incident to such actions;
provided, however, the Agent keeps the Owner informed of such actions
and follows such instructions as the Owner may prescribe for the
conduct of any such action. Subject to the Owner's approval, attorney
fees and other necessary costs incurred in connection with such
actions will be paid out of the Rental Agency Account as Project
expenses.
13. Maintenance and Repair. The Agent will cause the Project to be
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maintained and repaired in accordance with the Management Plan and
local codes, and in a condition at all times acceptable to the Owner
and the Secretary, including but not limited to cleaning, painting,
decorating, plumbing, carpentry, grounds care, and such other
maintenance and repair work as may be necessary, subject to any
limitations imposed by the Owner in addition to those contained
herein:
Incident thereto, the following provisions will apply:
a. Special attention will be given to preventive maintenance and, to
the greatest extent feasible, the services of regular maintenance
employees will be used.
b. Subject to the Owner's prior approval, the Agent will contract
with qualified independent contractors for the maintenance and
repair of air-conditioning systems and for extraordinary repairs
beyond the capability of regular maintenance employees.
c. The Agent will systematically and promptly receive and investigate all
service requests from tenants, take such action thereon as may be
justified, and will keep records of the same. Emergency requests will
be received and serviced on a twenty-four (24) hour basis. Complaints
of a serious nature will be reported to the Owner after investigation.
d. The Agent is authorized to purchase all materials, equipment, tools,
appliances, supplies, and services necessary to proper maintenance and
repair.
e. Notwithstanding any of the foregoing provisions, the prior approval of
the Owner will be required for any expenditure which exceeds One
Thousand Dollars ($1,000.00) in any one instance for labor, materials,
or otherwise in connection with the maintenance and repair of the
Project, except for recurring expenses within the limits of the
operating budget or emergency repairs involving manifest danger to
persons or property, or required to avoid suspension of any necessary
service to the Project. In the latter event, the Agent will inform the
Owner of the facts as promptly as possible.
14. Utilities and Services. In accordance with the Management Plan and the
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operating budget, the Agent will make arrangements for water, electricity,
gas, fuel oil, sewage and trash disposal, vermin extermination, decorating,
laundry facilities, and telephone services. Subject to the Owner's prior
approval, the Agent will make such contracts as may be necessary to secure
such utilities and services.
15. Employees. The Management Plan prescribes the number, qualifications and
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duties of the personnel to be regularly employed in the management of the
Project, including a Leasing Agent, a Resident Relations Agent, a
Maintenance Man, bookkeeping, clerical, and other managerial employees. All
such personnel will be employees of the Project and not the Agent and will
be paid directly by the Project out of the Rental Agency Account, but will
be hired, supervised and discharged through the Agent, subject to the
following conditions:
a. As more particularly described in the Management Plan, the Leasing
Agent will have duties of the type usually associated with that
position, and the Resident Relations Agent will be responsible for the
daily operations of the Project. Each will be directly responsible to
the Agent's Project Manager or other officer, and neither will have
authority to supervise or discharge the other. Nevertheless, they will
coordinate their activities in the interest of good overall
management.
b. Unless otherwise specified in the Management Plan, the compensation
(including fringe benefits) of all personnel will be within the
Agent's sole discretion, provided minimum wage standards are met.
c. The Owner will reimburse the Agent for any compensation (including
fringe benefits) paid to the Project
management and maintenance employees, as prescribed in the Management
Plan, not otherwise paid directly by the Project, and for all local,
state, and Federal taxes and assessments (including but not limited to
Social Security taxes, unemployment insurance, and ▇▇▇▇▇▇▇'▇
compensation insurance) incident to the employment of such personnel.
Such reimbursements will be paid out of the Rental Agency Account and
will be treated as Project expenses.
d. Compensation (including fringe benefits) payable to the Project staff
and other assessments incident to the employment of such personnel,
will be borne solely by the Project, and will not be paid out of the
Agent's fee.
e. The Agent will establish and follow an employment policy that affords
residents of the Project maximum opportunities for employment in the
management and operation of the Project and, to the extent consistent
with that consideration, employment opportunities to lower-income
persons in the area. While personnel will be employed primarily on the
basis of ability, the Agent will make conscientious efforts to provide
special assistance and training for Project residents and members of
minority groups who are not initially qualified.
f. Notwithstanding any of the foregoing provisions, direct payments may
be made to all employees and personnel and for expenses of the Project
in accordance with HUD Handbook 4381.5 and this Section 15 shall be
construed in conformity with and shall be controlled by the provisions
of such Handbook as amended or administratively interpreted by the
Secretary.
16. Disbursements from Rental Agency Account.
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a. From the funds collected and deposited by the Agent in the Rental
Agency Account pursuant to Section 11 above, the Agent will make
the following disbursements promptly when payable:
1. Compensation payable to Employees in accordance with Section
15 above, including reimbursement to the Agent for
compensation paid to employees in accordance with Subsection
15c above, and for the taxes and assessments payable to
local, state, and Federal governments in connection with the
employment of such personnel.
2. The total aggregate payment required to be made monthly, by
the Owner to the Mortgagee,including the amounts due under
the mortgage for principal amortization, interest, mortgage
insurance premium, ground rents, taxes and assessments, fire
and other hazards insurance premiums, and the amount
specified in the Regulatory Agreement for allocation to the
Reserve for Replacements.
3. All sums otherwise due and payable by the Owner as expenses
of the Project authorized to be incurred by the Agent under
the terms of this Agreement, including compensation payable
to the Agent, pursuant to Section 26 below, for its service
hereunder.
b. Except for the disbursements mentioned in the Subsection 16a
above, funds will be disbursed or transferred from the Rental
Agency Account only as the Owner may from time to time direct in
writing.
c. In the event that the balance in the Rental Agency Account is at
any time insufficient to pay disbursements due and payable under
Subsection 16a above, the Agent will inform the Owner of that
fact and the Owner will then remit to the Agent sufficient funds
to cover the deficiency. In no event will the Agent be required
to use its own funds to pay such disbursements.
17. Budgets. Annual operating budgets for the Project will be as approved
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by the Owner. Except as permitted under Subsection 13e above, annual
disbursements for each type of operating expense itemized in the
budget will not exceed the amount authorized by the approved budget.
In addition to preparation and submission of a recommended operating
budget for the initial fiscal year (as provided in Subsection 6a
above), the Agent will prepare a recommended operating budget for each
subsequent fiscal year beginning during the term of this Agreement,
and will submit the same to the Owner at least thirty (30) days before
the beginning of the fiscal year. The Owner will promptly inform the
Agent of any changes incorporated in the approved budget, and the
Agent will keep the Owner informed of any anticipated deviation from
the receipts or disbursements stated in the approved budget.
18. Records and Reports. In addition to the requirements specified in the
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Management Plan or in other provisions of this Agreement, the Agent
will have the following responsibilities with respect to records and
reports:
a. The Agent will establish and maintain a comprehensive system of
records, books, and accounts in a manner conforming to the
directives of the Secretary, and otherwise satisfactory to the
Owner and the Consenting Parties. All records, books, and
accounts will be subject to examination at reasonable hours by
any authorized representative of the Owner or either of the
Consenting Parties.
b. With respect to each fiscal year ending during the term of this
Agreement, the Agent will have an annual financial report
prepared by a Certified Public Accountant or other person
acceptable to the Owner and Secretary, based upon the preparer's
examination of the books and records of the Owner and the Agent.
The report will be prepared in accordance with the directives of
the Secretary, will be certified by the preparer and the Agent,
and will be submitted to the
Owner within sixty (60) days after the end of the fiscal year, for the
Owner's further certification and submission to the Secretary and the
Mortgagee. Compensation for the preparer's services will be paid out
of the Rental Agency Account as an expense of the Project.
c. The Agent will prepare a monthly report comparing actual and
budgeted figures for receipts and disbursements, and will submit
each such report to the Owner within fifteen (15) days after the
end of the month covered.
d. The Agent will furnish such information (including occupancy
reports) as may be requested by the Owner or the Secretary from
time to time with respect to the financial, physical, or
operational condition of the Project.
e. By the fifteenth (15th) day of each month, the Agent will furnish
the Owner with an itemized list of all delinquent accounts,
including rental accounts, as of the tenth (10th) day of the same
month.
f. During rent-up (the period it takes a project to reach 95%
occupancy) the Agent will furnish by the tenth (10th) day of each
month, the Owner and HUD with a statement of receipts and
disbursements during the previous month, and with a schedule of
accounts receivable and payable, and reconciled bank statements
for the Rental Agency Account and Deposit Account as of the end
of the previous month.
g. If, after the Project reaches sustaining (95%) occupancy, the
rental collections fall below operating expenses for a subtained
period of sixty (60) days, the Agent will immediately send
written notification of the same to the appropriate HUD
Area/Insuring Office.
h. Except as otherwise provided in the Agreement, all indirect
bookkeeping, clerical, and other management overhead expenses
(including but not limited to costs of office supplies and
equipment, data processing services, postage, transportation for
managerial personnel, and telephone services) will be borne by
the Agent out of his own funds and will not be treated as Project
expenses.
19. Fidelity Bond. The Agent will furnish at its own expense, a fidelity
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bond in the principal sum of $431,340, which is at least equal to the
gross potential income for two months and is conditioned to protect
the Owner and the Consenting Parties against misappropriation of
Project funds by the Agent and Agent's employees and on-site employees
expressed in Section 15. The terms and conditions of the bond, and
the surety thereon, will be subject to the approval of the Owner and
the Consenting Parties.
20. Bids and Purchase Discounts, Rebates or Commissions. The Project
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Owner and Management Agent agree to obtain contract materials,
supplies and services at the lowest possible cost
and on the terms most advantageous to the project and to secure and credit
to the project all discounts, rebates or commissions obtainable with
respect to purchases, service contracts and other transactions on behalf of
the project. The Project Owner and the Management Agent agree that all
goods and services purchased from individuals or companies having an
identity-of-interest with the Agent, Project Owner or Management Agent
shall be purchased at costs not in excess of those that would be incurred
in making arms-length purchases on the open market.
The Management Agent shall solicit written cost estimates (i.e., bids)
from at least three contractors or suppliers for any work item which
the Project Owner or the Secretary estimates will cost $5,000 or more
and for any contract or ongoing supply or service arrangement which is
estimated to exceed $5,000 per year. The Management Agent agrees to
accept the bid which represents the lowest price taking into
consideration the bidder's reputation for quality of workmanship or
materials and timely performance, and the time frame within which the
service or goods are needed. For any contract or ongoing supply or
service arrangement obtainable from more than one source and estimated
to cost less than $5,000, the Management Agent shall solicit verbal or
written cost estimates, as necessary to assure that the project is
obtaining services, supplies and purchases at the lowest possible
cost. The Management Agent must make a written record of any verbal
estimate obtained. Copies of all required bids and documentation of
all other written or verbal cost comparisons made by the Management
Agent shall be made part of the project's records and shall be
retained for three years from the date the work was completed. This
documentation shall be subject to inspection by the Secretary or
his/her designee and the Management Agent agrees to submit such
documentation upon request.
The Management Agent further agrees to include the following clause in
any contract entered into with an identity-of-interest firm for
provision of goods or services to the project, the cost of which
services are to be paid from project funds: "Upon request by the
(Project Owner or Management Agent) or the Secretary, (name of
contractor or supplier) will make available to the Secretary at a
reasonable time and place; (name of contractor or supplier) records
which relate to goods or services provided to the project." The
Management Agent agrees to request such records from the contractor or
supplier within seven days of receipt of a written request from the
Secretary or his/her designee.
The Management Agent agrees to make available to the Secretary all
records of the Agent's management company and its identify-of-interest
company(s), if any, which relate to the provision of goods or services
to the project whenever project funds have been used to pay for such
goods and/or services (other than management services).
In the event charges levied by an identity-of-interest firm exceed
charges which were or would have been levied by non-identity-of-
interest firms for similar services or
materials, the Project Owner, at the request of the Department shall refund
any excessive amounts which were paid from the project funds. If the
Project Owner and Field Office cannot agree as to the amount of refund due,
the Loan Management Branch Chief shall request the Office of the Inspector
General to review the Management Agent's or identity-of-interest firm's
records related to the transactions under review. The Inspector General
shall provide the Loan Management Branch Chief with an estimate of the
amount of refund due. The Deputy Director of Housing Management and the
Chief shall notify the Project Owner of the amount of refund due. Within 20
days of the receipt of the Field Office's letter, the Project Owner shall
refund any amounts found to be excessive.
21. Tenant-Management Relations. The Agent will encourage and assist
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residents of the Project in forming and maintaining representative
organizations to promote their common interests, and will maintain
good faith communication with such organizations to the end that
problems affecting the Project and its residents may be
avoided or solved on the basis of mutual self-interest.
22. On-site Management Facilities. Subject to the further agreement of
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the Owner and Agent as to more specific terms, the Agent will maintain
a management office within the project.
23. Insurance. The Owner will inform the Agent of insurance to be
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carried with respect to the Project and its operations, and the Agent
will cause such insurance to be placed and kept in effect at all
times. The Agent will pay premiums out of the Rental Agency Account,
and premiums will be treated as a Project expense. All insurance will
be placed with such companies, on such conditions, in such amounts and
with such beneficial interests appearing thereon as shall be
acceptable to the Owner and Consenting Parties, and shall be
otherwise in conformity with the mortgage; provided that the name will
include public liability coverage, with the Agent designated as one of
the insured, in amounts acceptable to the Agent as well as the Owner
and the Consenting Parties. The Agent will investigate and furnish
the Owner with full reports as to all accidents, claims, and potential
claims for damage relating to the Project, and will cooperate with the
Owner's insurers in connection therewith.
24. Compliance with Government Orders. The Agent will take such actions
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as may be necessary to comply promptly with any and all governmental
orders or other requirements affecting the Project, whether imposed by
Federal, state, county or municipal authority, subject, however to the
limitation stated in Subsection 13e with respect to repairs.
Nevertheless, the Agent shall take no such action so long as the owner
is contesting, or has affirmed its intention to contest, any such
order or requirement. The Agent will notify the Owner in writing of
all notices of such orders or other requirements, within seventy-two
(72) hours from the time of their receipts.
25. Nondiscrimination. In the performance of its obligations under this
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Agreement, the Agent will comply with the provisions of any Federal,
state or local law prohibiting discrimination in housing on the
grounds of race, color, sex creed or national origin, including Title
VI of the Civil Rights Act of 1964 (Public Law 88-352, 78 Stat. 241),
all requirements imposed by or pursuant to the Regulations of the
Secretary (24 CFR: Subtitle A, Part 1) issued pursuant to that Title;
regulations issued pursuant to Executive Order 11063, and Title VIII
of the 1968 Civil Rights Act.
26. Agent's Compensation.
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a. The Agent will be compensated for its services under this
Agreement by monthly fees, to be paid out of the Rental Agency
Account and treated as Project expenses. Such fees will be
payable on the 1st day of each month. Each such monthly fee will
be an amount equal to 4.0 percent of gross collections received
during the preceding month. Gross collections include rental
income and income from other sources such as coin-operated
laundry equipment.
27. Term of Agreement. This Agreement shall be in effect for a period of
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two years beginning on the date of initial closing and shall
automatically renew for one year periods, subject, however to the
following conditions:
a. This Agreement will not be binding upon the Principal Parties
until endorsed by the Consenting Parties.
b. This Agreement may be terminated by the mutual consent of the
Principal Parties as of the end of any calendar month, provided
at least thirty (30) days advance written notice thereof is given
to each of the Consenting Parties.
c. In the event a petition in bankruptcy is filed by or against
either of the Principal Parties, or in the event either makes an
assignment for the benefit of creditors or takes advantage of
any insolvency act, the other party may terminate this Agreement
without notice to the other, provided prompt written notice of
such termination is given to each of the Consenting Parties.
d. It is expressly understood and agreed by and between the
Principal Parties that the Secretary or the Mortgagee shall have
the right to terminate this Agreement at the end of any calendar
month, with or without cause, on thirty (30) days advance written
notice to each of the Principal Parties, except that in the event
of a default by the Owner under its Articles of Incorporation
under the obligation of the mortgage, the Secretary or the
Mortgagee may terminate this Agreement immediately upon the
issuance of a notice of cancellation to each of the Principal
Parties. It is further understood and agreed that no liability
will attach to either of the Principal parties in the event of
such termination.
e. Upon termination, the Agent will submit to the Owner any
financial statements required by the Secretary and, after the
Principal Parties have accounted to each other with respect to
all matters outstanding as of the date of termination, the Owner
will furnish the Agent security, in form and principal amount
satisfactory to the Agent, against any obligations or liabilities
the Agent may properly have incurred on behalf of the Owner
hereunder.
28. Interpretative Provisions.
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a. At all time, this Agreement will be subject and subordinate to
all rights of the Secretary, and will inure to the benefit of and
constitute a binding obligation upon the Principal Parties and
their respective successors and assigns. To the extent that
this Agreement confers rights upon the Consenting Parties, it
will be deemed to inure to their benefit, but without liability
to either, in the same manner and with the same effect as though
the Consenting Parties were primary parties to the Agreement.
b. This Agreement constitutes the entire agreement between the Owner
and the Agent with respect to the management and operation of the
Project, and no change will be valid unless made by supplemental
written agreement, executed and approved by the consenting
Parties as well as the Principal Parties.
c. This Agreement has been executed in four (4) counterparts, each
of which shall constitute a complete original Agreement, which
may be introduced in evidence or used for any other purpose
without production of any other counterparts.
d. The provision of this Agreement shall be subject to and construed
in conformity with the provision of HUD Handbook 4381.5 as
amended or administratively interpreted by the Secretary. In
the event of a conflict between the provisions of this Agreement
and the said handbook, the provisions of the Handbook shall
control.
IN WITNESS WHEREOF, the Principal Parties (by their authorized officers)
have executed this Agreement on the date first above written.
INTERSTATE GENERAL CORPORATION, General Partner
for Chastleton Apartments Associates
OWNER: Interstate General Corporation
BY: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇
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▇▇▇▇▇ ▇. ▇▇▇▇▇
MANAGING AGENT: Interstate General Company L.P
BY: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
MORTGAGEE: National Bank of Washington
HOUSING MANAGEMENT AGREEMENT AMENDMENT
As of January 1, 1987, the Management Agreement for Chastleton Associates,
currently under submission to and being reviewed by the Department of
Housing and Urban Development (as of 9-30-86), is to be amended as follows:
1. Delete Interstate General Properties Limited Partnership as Managing
Agent.
2. Add Interstate General Company L.P. as Managing Agent.
IN WITNESS WHEREOF, the Principal Parties (by their duly authorized
Officers) have executed this Amendment to the Agreement on the 12th day of
December, 1986.
WITNESS: INTERSTATE GENERAL PROPERTIES
LIMITED PARTNERSHIP
/s/ ^^ILLEGIBLE?? SPONSOR:
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By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
---------------------------------
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Vice President
WITNESS: MANAGING AGENT: INTERSTATE GENERAL
COMPANY L.P.
/s/ ^^ILLEGIBLE??
------------------------ By: INTERSTATE GENERAL CORPORATION,
General Partner
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇
----------------------------------
▇▇▇▇▇ ▇. ▇▇▇▇▇, ▇▇. Vice President
HOUSING MANAGEMENT AGREEMENT AMENDMENT
As of January 1, 1987, the Management Agreement for Chastleton Associates,
currently under submission to and being reviewed by the Department of
Housing and Urban Development (as of 9-30-86), is to be amended as follows:
1. Effective January 1, 1987, the term of the Management Agreement shall
be annual (January 1 through December 31) with automatic yearly renewals.
The agreement may be cancelled at any time after thirty (30) days written
notice by either party.
2. Effective January 1, 1987, the Agent's compensation, as outlined under
Section 26(a), shall be computed at 5.0% of gross collections.
IN WITNESS WHEREOF, the Principal Parties (by their duly authorized
Officers) have executed this Amendment to the Agreement on the 26th day of
February, 1987.
WITNESS: INTERSTATE GENERAL COMPANY L.P.
SPONSOR:
/s/ ▇▇▇▇▇▇ Morosek
---------------------------- By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
---------------------------------
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Vice President
WITNESS: MANAGING AGENT: INTERSTATE GENERAL
COMPANY L.P.
/s/ ▇▇▇▇▇▇ Morosek By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇
---------------------------- ----------------------------------
▇▇▇▇▇ ▇. ▇▇▇▇▇, ▇▇. Vice President
HOUSING MANAGEMENT AGREEMENT AMENDMENT
As of January 1, 1993, the Management Agreement for Chastleton Associates,
dated January 1, 1987, is to be amended as follows:
Effective January 1, 1993, the Agent's compensation, as outlined under
Section 26(a), shall be computed at 2.5% of gross collections.
IN WITNESS WHEREOF, the Principal Parties (by their duly authorized
Officers) have executed this Amendment to the Agreement on the 11th day of
March 1993.
WITNESS: CHASTLETON ASSOCIATES
BY: INTERSTATE BUSINESS CORPORATION
GENERAL PARTNER
SPONSOR:
/s/ ▇▇▇▇▇ ▇▇▇▇▇ By: /s/ J. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇
-------------------------- ------------------------------
J. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Vice President
WITNESS: MANAGING AGENT: INTERSTATE GENERAL
COMPANY L.P.
/s/ ▇▇▇▇▇ ▇▇▇▇▇ By: /s/ ▇▇▇▇ ▇▇▇▇▇▇
--------------------------- -------------------------------
▇▇▇▇ ▇▇▇▇▇▇
Senior Vice President
HOUSING MANAGEMENT AGREEMENT AMENDMENT
As of January 1, 1998, the Management Agreement for Chastleton Apartments
Associates dated January 1, 1987, is to be amended as follows:
1. Delete Interstate General Company L.P. as Managing Agent.
2. Add American Rental Management Company as Managing Agent.
IN WITNESS WHEREOF, the Principal Parties (by their duly authorized
Officers) have executed this Amendment to the Agreement on the 1st day of
December, 1997.
WITNESS: INTERSTATE GENERAL COMPANY L.P.
SPONSOR:
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇
----------------------- --------------------------
▇▇▇▇▇ ▇. ▇▇▇▇▇, President
WITNESS: MANAGING AGENT: AMERICAN RENTAL
MANAGEMENT COMPANY
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
------------------------ By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇
---------------------------
▇▇▇▇▇ ▇. ▇▇▇▇▇, President