Common use of Employment of Personnel Clause in Contracts

Employment of Personnel. On the basis of the Operating Plan, Manager shall investigate, hire, train, pay, supervise and discharge the personnel necessary to be employed in order to manage and lease the Project. Such personnel shall in every instance be deemed employees of Manager and not of Owner and Owner shall have no rights with respect to or responsibility for the supervision or direction of any such personnel. All employees of the Manager on the Property payroll shall work solely and specifically for the Property unless disclosed to and approved by Owner. The costs of gross salaries, leasing bonuses, and other incentive compensation payments or pro-rata share thereof, including payroll taxes, insurance, worker's compensation, and other employee benefits of the on-site manager and staff as approved by Owner in the Operating Budget shall be reimbursed to Manager to the extent expended by Manager and provided, Manager represents, warrants and agrees that it and its affiliates will pay and/or deduct from the compensation of employees all contributions, taxes and other payments or charges required to be paid and/or deducted by an employer under the provisions of all applicable state unemployment insurance, disability benefits and withholding tax laws, and will comply with all other local, state and federal laws, regulations and requirements applicable to employees or affecting their compensation or conditions of employment or applicable to the Manager for the performance of the services hereunder; subject, however, to Manger's right to reasonably contest the enforcement thereof. If requested by Owner, Manager shall promptly furnish, from time to time, reasonably satisfactory proof of (or allow Owner to inspect the Manager's records to confirm) compliance with any of the foregoing, to the extent such proof is available. Except for on-going, on-site training (the scope of which has been provided to Owner showing the training's relationship with the Property), any and all expenses associated with the education and/or training of Manager's employees shall not be the financial responsibility of the Owner unless approved in the Operating Budget by Owner. The cost of the Worker's Compensation Insurance shall be deducted from the Monthly Gross Collections as an operating expense and included in the monthly reports. Manager understands and agrees that its relationship to Owner is that of independent contractor and that it will not represent to anyone that its relationship to Owner is other than that of independent contractor.

Employment of Personnel. On the basis of the Operating Plan, Manager shall investigate, hire, train, pay, supervise and discharge the personnel necessary to be employed in order to manage and lease the Project. Such personnel shall in every instance be deemed employees of Manager and not of Owner and Owner shall have no rights with respect to or responsibility for the supervision or direction of any such personnel. All employees of the Manager on the Property payroll shall work solely and specifically for the Property unless disclosed to and approved by Owner. The costs of gross salaries, leasing bonuses, and other incentive compensation payments or pro-rata share thereof, including payroll taxes, insurance, worker's compensation, and other employee benefits of the on-site manager and staff as approved by Owner in the Operating Budget shall be reimbursed to Manager to the extent expended by Manager and provided, Manager represents, warrants and agrees that it and its affiliates will pay and/or deduct from the compensation of employees all contributions, taxes and other payments or charges required to be paid and/or deducted by an employer under the provisions of all applicable state unemployment PROPERTY MANAGEMENT AND LEASING AGREEMENT/WABASH APARTMENTS Page 4 insurance, disability benefits and withholding tax laws, and will comply with all other local, state and federal laws, regulations and requirements applicable to employees or affecting their compensation or conditions of employment or applicable to the Manager for the performance of the services hereunder; subject, however, to Manger's right to reasonably contest the enforcement thereof. If requested by Owner, Manager shall promptly furnish, from time to time, reasonably satisfactory proof of (or allow Owner to inspect the Manager's records to confirm) compliance with any of the foregoing, to the extent such proof is available. Except for on-going, on-site training (the scope of which has been provided to Owner showing the training's relationship with the Property), any and all expenses associated with the education and/or training of Manager's employees shall not be the financial responsibility of the Owner unless approved in the Operating Budget by Owner. The cost of the Worker's Compensation Insurance shall be deducted from the Monthly Gross Collections as an operating expense and included in the monthly reports. Manager understands and agrees that its relationship to Owner is that of independent contractor and that it will not represent to anyone that its relationship to Owner is other than that of independent contractor.

Employment of Personnel. On the basis of the Operating Plan, Manager shall investigate, hire, train, pay, supervise and discharge the personnel necessary to be employed in order to manage and lease the Project. Such personnel shall in every instance be deemed employees of Manager and not of Owner and Owner shall have no rights with respect to or responsibility for the supervision or direction of any such personnel. All employees of the Manager on the Property payroll shall work solely and specifically for the Property unless disclosed to and approved by Owner. The costs of gross salaries, leasing bonuses, and other incentive compensation payments or pro-rata share thereof, including payroll taxes, insurance, worker's compensation, and other employee benefits of the on-site manager and staff as approved by Owner in the Operating Budget shall be reimbursed to Manager to the extent expended by Manager and provided, Manager represents, warrants and agrees that it and its affiliates will pay and/or deduct from the compensation of employees all contributions, taxes and other payments or charges required to be paid and/or deducted by an employer under the provisions of all applicable state unemployment PROPERTY MANAGEMENT AND LEASING AGREEMENT/XXXXXXXX APARTMENTS Page 4 insurance, disability benefits and withholding tax laws, and will comply with all other local, state and federal laws, regulations and requirements applicable to employees or affecting their compensation or conditions of employment or applicable to the Manager for the performance of the services hereunder; subject, however, to Manger's right to reasonably contest the enforcement thereof. If requested by Owner, Manager shall promptly furnish, from time to time, reasonably satisfactory proof of (or allow Owner to inspect the Manager's records to confirm) compliance with any of the foregoing, to the extent such proof is available. Except for on-going, on-site training (the scope of which has been provided to Owner showing the training's relationship with the Property), any and all expenses associated with the education and/or training of Manager's employees shall not be the financial responsibility of the Owner unless approved in the Operating Budget by Owner. The cost of the Worker's Compensation Insurance shall be deducted from the Monthly Gross Collections as an operating expense and included in the monthly reports. Manager understands and agrees that its relationship to Owner is that of independent contractor and that it will not represent to anyone that its relationship to Owner is other than that of independent contractor.

Employment of Personnel. On the basis of the Operating Plan(a) Except for personnel employed by independent contractors engaged by Manager pursuant to Section 2.03 below, Manager shall investigate, hireselect, train, hire, employ, pay, supervise supervise, direct and discharge the all full-time personnel necessary to be employed in order to manage and lease the Projectproperly perform Manager’s obligations under this Agreement. Such full-time personnel shall in every instance be deemed employees of Manager (and shall not of Owner and Owner shall have no rights with respect to or responsibility for the supervision or direction of any such personnel. All be employees of Owner) and shall be employed by Manager at Manager’s expense; provided, however, that such expenses shall be subject to reimbursement by Owner to the Manager on extent set forth in the Property payroll shall work solely and specifically for the Property unless disclosed to and approved by OwnerApproved Budget (hereinafter defined) then in effect. The costs of gross salariessuch full-time employees, leasing bonuses, and other incentive compensation payments or pro-rata share thereof, including payroll taxes, insurance, worker's compensation, and other employee benefits of to the on-site manager and staff as approved by Owner extent set forth in the Operating Approved Budget then in effect, shall be reimbursed to Manager by Owner weekly, bi-weekly or monthly, as incurred. The cost of any full-time, on-site building employee shall include (to the extent expended set forth in the Approved Budget then in effect), but not be limited to: (i) all wages and other compensation; (ii) fringe benefits; (iii) contributions and severance pay required by any applicable collective bargaining agreement; (iv) uniforms; (v) applicable income and sales taxes; (vi) insurance; (vii) training/educational reimbursement; and (viii) any and all liabilities, costs and expenses (including, but not limited to, reasonable attorneys’ fees) incurred by Manager on claims made by or against such on-site building personnel regarding the performance of their duties at the building or arising out of Manager’s operation and providedmanagement of the building, whether such claim is against Owner or Manager or both. Manager shall employ at all times a sufficient number of competent employees to enable it to properly and efficiently perform its duties hereunder or, subject to the Approved Budget, Manager representsshall engage such independent contractors as Manager deems necessary to complement Manager’s employees and properly and officially perform its duties under this Agreement. (b) All matters pertaining to the employment, warrants supervision, compensation, promotion and agrees that it discharge of Manager’s employees and its affiliates will pay and/or deduct from others engaged by Manager for the compensation operation and maintenance of employees all contributions, taxes and other payments or charges required to be paid and/or deducted by an employer under the provisions Project are the exclusive responsibility of Manager. Manager shall fully comply with all applicable state laws and regulations having to do with worker’s compensation, social security, unemployment insurance, disability benefits hours of labor, wages, pension plans, working conditions, employment discrimination, handicapped accessibility and withholding tax laws, and will comply other employer-employee related subjects in connection with all other local, state and federal laws, regulations and requirements applicable the Project. In the event solicitation of labor union representation in addition to employees or affecting their compensation or conditions of employment or applicable to that currently in existence at the Manager for Project is made at the performance of the services hereunder; subject, however, to Manger's right to reasonably contest the enforcement thereof. If requested by OwnerProject, Manager shall promptly furnish, from time to time, reasonably satisfactory proof of (or allow give Owner to inspect the Manager's records to confirm) compliance with any of the foregoing, to the extent such proof is available. Except for on-going, on-site training (the scope of which has been provided to Owner showing the training's relationship with the Property), any and all expenses associated with the education and/or training of Manager's employees shall not be the financial responsibility of the Owner unless approved in the Operating Budget by Owner. The cost of the Worker's Compensation Insurance shall be deducted from the Monthly Gross Collections as an operating expense and included in the monthly reports. Manager understands and agrees that its relationship to Owner is that of independent contractor and that it will not represent to anyone that its relationship to Owner is other than that of independent contractornotice thereof.

Employment of Personnel. On the basis of the Operating Plan, (a) Manager shall investigate, have the duty to hire, train, pay, supervise and discharge the personnel necessary to be employed perform its obligations hereunder in order the manner in which it has generally devoted to manage and lease leasing activities for the ProjectPremises in the past. Such personnel shall in every instance be deemed employees of Manager and not of Owner Pure Cycle. Manager shall be responsible for the compensation and Owner shall have no rights fringe benefits for such employees and for all payroll taxes, F.I.C.A. and similar items with respect to such employees. Manager shall obtain and maintain throughout the term of this Agreement worker’s compensation insurance covering all employees of Manager to provide statutory benefits as required by law. Manager shall directly control the time and manner of the work and services to be performed by the employees of Manager and Manager shall comply with all applicable federal, state and local laws, ordinances and regulations applicable to such employees. Manager shall make all necessary payroll deductions for disability and unemployment insurance, social security, withholding taxes and other applicable taxes, and prepare, maintain and file all necessary reports with respect to such taxes or responsibility for deductions, and all other necessary statements and reports pertaining to its employees. (b) Notwithstanding the supervision or direction of foregoing, Manager shall have the right to engage independent contractors and/or agents to perform the services required hereunder. If Manager elects to engage any such personnel. All employees of the third parties, Manager on the Property payroll shall work solely and specifically for the Property unless disclosed cause such third parties to and approved by Owner. The costs of gross salaries, leasing bonuses, and other incentive compensation payments or pro-rata share thereof, including payroll taxes, insurance, worker's compensation, and other employee benefits of the on-site manager and staff as approved by Owner in the Operating Budget shall be reimbursed to Manager comply with this Section 4.4 to the extent expended applicable. (c) During the Primary Period, no general administrative or overhead costs of Manager’s office shall be charged to Pure Cycle. (d) During the Extended Period, no general, administrative or overhead costs of Manager’s office shall be charged to Pure Cycle other than (i) a proportionate amount of office charges as provided herein and (ii) the direct cost (including the costs under Section 4.4(a) and (b)) of personnel and contractors utilized to conduct the activities of Manager hereunder. Costs of Manager’s general liability insurance and income taxes shall not be charged to Pure Cycle. Costs of special insurance (including premiums) required by Manager and provided, Manager represents, warrants and agrees that it and its affiliates will pay and/or deduct from Pure Cycle attributable to Manager’s activities hereunder shall be charged to Pure Cycle. Salaries of Manager’s personnel (proportionalized to the compensation amount of employees all contributions, taxes and other payments or charges required to be paid and/or deducted by an employer under the provisions of all applicable state unemployment insurance, disability benefits and withholding tax lawswork performed hereunder), and will comply with direct out of pocket expenses for all other localactivities hereunder, state and federal laws, regulations and requirements applicable shall be passed through to employees or affecting their compensation or conditions of employment or applicable to the Manager for the performance of the services hereunder; subjectPure Cycle. Provided, however, that in no case may Manager make any claim against Pure Cycle out of any funds of Pure Cycle other than the Operating Account and Other Account except for: (i) claims under the indemnification provisions hereof and (ii) claims in an amount equal to Manger's right to reasonably contest the enforcement thereof. If requested any amounts withdrawn at any time by Owner, Manager shall promptly furnish, from time to time, reasonably satisfactory proof of (or allow Owner to inspect the Manager's records to confirm) compliance with any Pure Cycle in violation of the foregoing, to the extent such proof is available. Except for on-going, on-site training (the scope terms of which has been provided to Owner showing the training's relationship with the Property), any and all expenses associated with the education and/or training of Manager's employees shall not be the financial responsibility of the Owner unless approved in this Agreement from the Operating Budget by Owner. The cost of Account or the Worker's Compensation Insurance shall be deducted from the Monthly Gross Collections as an operating expense and included in the monthly reports. Manager understands and agrees that its relationship to Owner is that of independent contractor and that it will not represent to anyone that its relationship to Owner is other than that of independent contractorOther Account.