Lee & Associates Commercial Real Estate Services, LLC 12/28/2023

General Provisions - 3 whichever of (i) or (ii) is greater. The “Required Appraised Value” is equal to 90% of the appraised value of the Designated Property determined under EMC 3.84.040. The commission is the entire compensation payable by the City to Service Provider under this Agreement and is full compensation for Work performed or services rendered, including, but not limited to, all labor, materials, supplies, equipment and incidentals necessary to complete the Work The City shall have no liability to pay any costs or expenses incurred by Service Provider in marketing or advertising the Designated Property or in soliciting offers unless the City’s Project Manager has agreed to pay such costs in writing in advance of such costs being incurred. Service Provider is authorized to cooperate with other licensed real estate brokers, regardless of whether such brokers represent prospective purchasers or act as Service Provider’s subagents. In the event that any other real estate broker(s) are involved in a transaction, then the fee for such third party broker(s) shall be paid by the buyer or negotiated as part of the sale price of the transaction. The commission is due and payable at the closing of the escrow of the sale of the Designated Property and will be paid to Service Provider from the transaction escrow. For each Designated Property, the City will receive a credit towards the commission equal to the amount that the City has paid for Property Analysis Report(s) for that Designated Property. D. City Discretion. Any sale of any City real property, including all Designated Property, is subject to the absolute discretion of the City. The City has no obligation under this Agreement to accept any purchase offer for any Designated Property. E. Representations Regarding Designated Property. Service Provider shall not make any representations on behalf of the City relating to the environmental or any other physical condition of any Designated Property other than as expressly approved by the City in writing. 5. Other Services. At City’s sole discretion and subject to state law and the City’s Procurement Policy, the City may request additional commercial real estate transactional services from Service Provider that are not included in the Scope of Work of this Agreement. In such event, the parties may amend this Agreement to reflect the additional services and compensation. 6. Submission of Reports and Other Documents. Service Provider shall submit all reports and other documents as and when specified herein. This information shall be subject to review by the City, and if found to be unacceptable, Service Provider shall correct and deliver to the City any deficient Work at Service Provider’s expense with all practical dispatch. Service Provider shall abide by the City’s determinations concerning acceptability of Work. 7. Termination of Contract. City reserves the right to terminate this Agreement at any time by sending written notice of termination to Service Provider (“Notice”). The Notice shall specify a termination date (“Termination Date”) at least fourteen (14) days after the date the Notice is issued. The Notice shall be effective (“Notice Date”) upon the earlier of either actual receipt by Service Provider (whether by email, mail, delivery or other method reasonably calculated to be received by Service Provider in a reasonably prompt manner) or three calendar days after issuance of the Notice. Upon the Notice Date, Service Provider shall immediately commence to end the Work in a reasonable and orderly manner. Notices under this Section shall be sent by the United States Mail to Service Provider’s address provided herein, postage prepaid, or by delivery. In addition, Notices may also be sent by any other method reasonably believed to provide Service Provider actual notice in a timely manner, such as email. The City does not by this Section 7 waive, release or forego any legal remedy for any violation, breach or non-performance of any of the provision of this Agreement. At its sole option, City may reasonably deduct from the final payment due the Service Provider (a) any damages, expenses or costs arising out of any such violations, breaches, or non-performance and (b) any other backcharges or credits.