Exhibit 99.25
EXECUTION COPY
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OTHER SERVICES AGREEMENT
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This OTHER SERVICES AGREEMENT (this "Agreement") is entered into as of
November 17, 2003 by and between Relcap Holding Company LLC ("Mirror Entity")
and CharterMac Capital Company, LLC, a Delaware limited liability company
("CCC").
W I T N E S S E T H:
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WHEREAS, this Agreement is made pursuant to, and as a condition
of, that certain Contribution Agreement, dated as of December 17, 2002, by and
among CCC and the Persons named therein comprising Contributor (the
"Contribution Agreement").
WHEREAS, the Services (as defined below) to be provided pursuant
to this Agreement shall be provided to Related Aegis LP, a Delaware limited
partnership ("Related Aegis"), RCC Property Advisers, a Florida general
partnership ("RCC Property Advisers"), Related Mortgage Corp., a Delaware
corporation ("Related Mortgage Corp."), and Mirror Entity (collectively, the
"Company")
NOW, THEREFORE, in consideration of the mutual covenants and
agreements hereinafter contained, and for other good and valuable consideration,
it is hereby agreed by and among the parties hereto as follows:
Section 1. Capitalized Terms. Capitalized terms used but not otherwise
defined herein shall have the meanings assigned to such terms in the
Contribution Agreement.
Section 2. Services.
(a) General. Subject to the terms and conditions of this Agreement, CCC
will provide (i) with respect to Related Aegis and RCC Property Advisers, the
services that personnel of Related Capital Company ("RCC") provided prior to the
Effective Date to Related Aegis and RCC Property Advisers, including management,
oversight, accounting and investor relations services, and (ii) with respect to
Mirror Entity, the services that personnel of RCC provided prior to the
Effective Date with respect to the Excluded Assets owned by Mirror Entity (each
a "Service," and collectively, the "Services"). The Services shall include
service by employees of CCC as officers and directors of Related Aegis and RCC
Property Advisers (subject to the Company continuing to provide directors and
officers insurance coverage, or other indemnity, satisfactory to CCC). The
parties agree that the Services shall be similar in scope to those provided by
RCC during the 24-month period preceding the Effective Date, subject to the
right to modify such Services as set forth herein (provided that CCC shall not
be required to expend more than 20 hours of personnel time per calendar month in
the performance of Services for the account of Mirror Entity). To the extent
reasonably practicable (but subject to CCC's discretion in the assignment and
reassignment of its personnel), the employees of CCC who prior to the
Effective Date performed the Services as employees of RCC will perform the
Services. If any of the employees who prior to the Effective Date provided
Services ceases to provide Services hereunder, then such Services shall be
provided by an employee of CCC selected by CCC who is reasonably satisfactory to
the Company. The parties acknowledge and agree that nothing contained herein
shall be deemed to prohibit CCC from employing such personnel for its own
operations or for any other purpose. The Services shall be provided in a manner
and at a level of quality and performance substantially consistent with past
practice and CCC's own operations. Notwithstanding the provision of Services
hereunder, CCC shall retain exclusive control over (i) its personnel and
employment practices and (ii) the manner in which it provides the Services. In
addition, CCC (i) may discontinue any of the Services if such Services are no
longer being provided by CCC for its own operations and (ii) may modify any of
the Services if and to the extent that such Services are modified for the
operations of CCC. CCC shall provide the Company with written notice at least 90
days prior to the termination or material modification of any of the Services.
(b) Status of Employees. Whenever an employee of CCC is utilized by CCC
to perform the Services for the Company under this Agreement ("Allocated
Employee"), such employee shall at all times remain CCC's employee and shall
remain subject to CCC's direction and control. Other than the Company's
obligation to pay a portion of the cost of the Allocated Employees as Fees (as
hereinafter defined), the Company shall have no liability to CCC or CCC's
employees for the CCC's employees' welfare, salaries, fringe benefits, workers'
compensation, legally required employer contributions and tax obligations by
virtue of the relationships established under this Agreement.
(c) Subject to the terms and conditions of this Agreement, CCC agrees
that it will provide to Related Mortgage Corp. services in connection with the
servicing of mortgage loans held by Related Mortgage Corp. at the date hereof,
which services shall be consistent with the services provided by RCC to Related
Mortgage Corp. during the 12 months preceding the date hereof. The services
provided pursuant to this Section 2(c) shall be included as "Services" pursuant
to this Agreement.
Section 3. Recordkeeping; Audits and Inspections.
(a) CCC shall be responsible for preparing and maintaining full and
accurate records of all Services provided by CCC to the Company hereunder,
including all data relating to the Company's business generated in the course of
CCC's performance of the Services (the "Data"). CCC shall keep, and make
available, the Data, during regular business hours at its place of business, or
at such other location as required by applicable laws, rules or regulations of
any governmental entity, for audit or inspection by the Company or its
authorized representatives and agents. The Company shall have the right, at its
cost, to review the books and records (including the Data) of CCC, or any of its
Affiliates providing any of the Services hereunder, that relate to the Services
provided under this Agreement. Any such review shall be conducted in a manner so
as not to interfere unreasonably with the normal business operations of CCC. CCC
agrees to provide reasonable cooperation in connection with any such review and
to make its records (including computer systems), personnel and facilities
reasonable available so as to facilitate and minimize the cost of any such
review.
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(b) Ownership of Data.
(i) The parties acknowledge and agree that, as between CCC and
the Company, the Company shall own all right, title and interest in and to the
Data. CCC shall use commercially reasonable efforts, consistent with that which
it does to maintain the confidentiality of similar information of its own, to
maintain the Data and all other documents, expertise and technical, data
processing, client and other information of and relating to the Company or its
Affiliates furnished, disclosed or otherwise obtained by CCC hereunder ("Company
Information") in confidence and shall not use Company Information other than for
the purpose of performing its obligations hereunder. CCC shall restrict
dissemination of Company Information to only those Persons in its organization
who are reasonably required to have access to such information in order to
perform CCC's obligations under this Agreement.
(ii) This obligation of confidentiality with respect to Company
Information shall not apply to or (as the case maybe) shall cease to apply to
information that: (A) is generally known to the public prior to the date it was
disclosed, or becomes generally known to the public subsequent to such
disclosure, through no fault of CCC, (B) was properly received by CCC after the
Effective Date free of any obligation of confidentiality, (C) was received
subsequent to the disclosure hereunder from a third party who had a lawful right
to disclose such information, (D) was required to be disclosed by the law or any
governmental order, provided that the party required to make such disclosure
shall, so far as is reasonably practicable to do so, provide prior written
notice of such proposed disclosure to the Company, or (E) was independently
developed by CCC.
(c) CCC's Information.
(i) The Company acknowledges and agrees that all documents,
expertise and technical, data processing, client and other information of and
relating to CCC and furnished, disclosed or otherwise obtained by the Company
hereunder ("CCC Information") shall be proprietary to CCC, and the Company shall
use commercially reasonable efforts, consistent with that which it does to
maintain the confidentiality of similar information of its own, to maintain CCC
Information in confidence and shall not use CCC Information for any purpose
except as required hereby. The Company shall restrict dissemination of CCC
Information to only those Persons in its organization who are reasonably
required to have access to such information in order to perform the Company's
obligations under this Agreement.
(ii) This obligation of confidentiality with respect to CCC
Information shall not apply to or (as the case maybe) shall cease to apply to
information that: (A) is generally known to the public prior to the date it was
disclosed, or becomes generally known to the public subsequent to such
disclosure through no fault of the Company, (B) was properly received by the
Company after the Effective Date free of any obligation of confidentiality, (C)
was received subsequent to the disclosure hereunder from a third party who had a
lawful right to disclose such information, (E) was required to be disclosed by
the law or any governmental order, provided that the party required to make such
disclosure shall, so far as is reasonably practicable to do so, provide prior
written notice of such proposed disclosure to CCC, or (E) was independently
developed by the Company.
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Section 4. Fees.
(a) Calculation. The Company will pay to CCC the cost of the Services
(other than the Services provided with respect to Related Mortgage Corp.)
provided by CCC or its Affiliates hereunder in accordance with this Section 4
and the costs or cost formulas set forth on Exhibit A hereto (the "Fees"). The
Fees for all of the Services will be calculated based upon an hourly charge for
Allocated Employees (who shall track their time for work performed under this
Agreement), determined in accordance with the current methodology used to
allocate the costs (which is based on salary and fringe benefits of each
employee and an allocation of overhead) of such Services, as set forth in
Exhibit A. The Company will pay to CCC for the Services related to Related
Mortgage Corp., all of Related Mortgage Corp.'s net income attributable to the
mortgage loans serviced by the Company for Related Mortgage Corp., which shall
be calculated in accordance with GAAP consistent with past practice in effect
during the 12 months preceding the date hereof.
(b) Payment of Fees. CCC will invoice the Company on a monthly basis for
all Services, excluding those Services rendered to Related Mortgage Corp.,
rendered by CCC during the preceding month (the "Monthly Invoice") and the
Company will pay such Monthly Invoice within 15 business days following receipt
by the Company. The Services provided and the Fee for each Service shall be
individually itemized in reasonable detail. CCC will provide the Company with
reasonable supporting evidence for any invoice upon request. Within 30 days
after the end of each calendar semi-annual period, the Company will furnish to
CCC a statement showing in reasonable detail its net income in accordance with
GAAP for such six month period and the payment due to CCC for such six month
period. If requested by CCC, the Company will furnish to CCC any supporting data
reasonably requested by CCC . The parties shall cooperate in good faith to
resolve any dispute as to the amount due as soon as possible.
Section 5. Term of this Agreement. This Agreement shall be effective on
the date hereof (the "Effective Date") and unless earlier terminated as set
forth in Section 6 below, shall continue in full force and effect until the
first to occur of the following: (i) the date the Company is no longer an
Affiliate of Xxxxxxx X. Xxxx or (ii) the 5th anniversary of the Effective Date
(the "Term"); provided that, subject to Section 6 below, the Term for providing
the Services to Mirror Entity shall not be less than 24 months following the
Effective Date; provided further that for Related Mortgage Corp., the Term for
providing Services shall be the earlier of the date that the loans held by
Related Mortgage Corp. at the date hereof are no longer outstanding or the 5th
anniversary of the Effective Date.
Section 6. Termination; Effect of Termination.
(a) Early Termination. This Agreement may be terminated prior to the
expiration of the Term hereof as set forth below:
(i) In the event that the Company shall fail to pay any Fees
payable hereunder within 15 days following the date when due, then this
Agreement shall terminate 10 days following receipt of written notice from CCC
to the Company, unless the Company shall pay such amounts within such 10-day
period; provided, however, that the Company shall not be obliged to pay the
amount of any Fee (or portion thereof) as to which it
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has a good faith dispute, so long as the Company gives CCC prompt notice of such
dispute and a reasonably detailed statement of the basis for the dispute. The
parties shall cooperate in good faith to resolve any such dispute as soon as
possible and until so resolved CCC shall continue to provide the Services
hereunder in the normal course.
(ii) In the event that the Company, on the one hand, or CCC, on
the other hand, shall (A) authorize or agree to the commencement of a voluntary
case or other proceeding seeking liquidation, reorganization or other relief
with respect to itself or its debts under any bankruptcy, insolvency,
corporation, receivership or other similar law now or hereafter in effect, or
(B) have any involuntary case or other proceeding commenced against it seeking
liquidation, reorganization or other relief with respect to it or its debts
under any bankruptcy, insolvency or other similar law now or hereafter in
effect, and such involuntary case or other proceeding shall remain undismissed
and unstayed for a period of 60 days, then CCC, or the Company, as applicable,
shall have the right to terminate this Agreement, or terminate this Agreement
with respect to certain services provided hereunder, immediately upon its
delivery of written notice to the Company or CCC, as applicable.
(b) Accrued Fees on Termination. Upon the expiration of the Term or
other termination of this Agreement, the Company will pay all amounts due and
owing to CCC through the date of such termination.
(c) Return of Data. Upon the expiration of the Term or other termination
of this Agreement, CCC shall return to the Company within 30 days of the
expiration of the Term or the termination of this Agreement all Data in CCC's
possession or under CCC's control. CCC shall be permitted to retain copies of
all Data that it is required to retain pursuant to applicable laws, rules or
regulations of any governmental entity. Title to and risk of loss for all Data
will pass to the Company upon delivery of such Data to the Company.
(d) Election to Reduce Term or Scope of Services. Notwithstanding
anything to the contrary herein, (i) the Company shall have the right to
terminate this Agreement, or to terminate this Agreement with respect to any
Services provided hereunder, at any time upon 90 days prior written notice to
CCC and (ii) nothing in this Agreement shall restrict the Company or its
Affiliates from obtaining the Services or any similar or other services from any
Person other than CCC including, without limitation, through the Company or its
Affiliates arranging to have such services provided internally or through third
party arrangements.
Section 7. Limitation of Liability. IN NO EVENT WILL ANY PARTY BE LIABLE
TO THE OTHER PARTIES, IN CONTRACT, TORT OR OTHERWISE, FOR ANY INDIRECT,
CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THIS
AGREEMENT. CCC SHALL HAVE NO LIABILITY ARISING FROM OR RELATING TO THIS
AGREEMENT OR THE PROVISION OF SERVICES UNDER THIS AGREEMENT, EXCEPT TO THE
EXTENT ANY LOSS, LIABILITY OR DAMAGE RESULTS FROM ITS RECKLESSNESS, GROSS
NEGLIGENCE, OR WILLFUL OR INTENTIONAL MISCONDUCT.
Section 8. Indemnification. CCC, on the one hand, and the Company, on
the other hand, will defend, indemnify, save and hold harmless the Company or
CCC, as applicable,
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and its officers, directors, employees and agents from any and all demands,
liabilities, costs or expenses, including reasonable attorney's fees and
disbursements, arising out of or resulting from a third party claim primarily
resulting from gross negligence, recklessness or willful or intentional
misconduct of such party or its employees or agents.
Section 9. Force Majeure. No party shall be liable to the other parties
for its inability to perform under this Agreement if such inability is due to
strike or other labor dispute, fire, war, insurrection, Act of God, governmental
intervention, terrorism or any other event that is otherwise unavoidable with
reasonable diligence and is caused by any event not within such party's
reasonable control and without its fault or negligence (each a "Force Majeure
Event"). Any party claiming the benefit of this Section 9 shall promptly notify
the other parties in writing upon learning of the occurrence of any Force
Majeure Event and upon such notice the affected provisions and/or other
requirements of this Agreement shall be suspended or reduced by an amount
consistent with reductions made to the other operations of such party during the
period of such disability. Upon the cessation of such Force Majeure Event, CCC
will use its commercially reasonable efforts to resume its performance of the
Services hereunder as soon thereafter as reasonably practicable. If the Force
Majeure Event continues to have effect for a period of more than 30 days, the
party not claiming relief under this section shall have the right to terminate
this Agreement immediately upon written notice of such termination to the other
party.
Section 10. Miscellaneous Provisions.
(a) Notices. All notices and other communications given or made pursuant
hereto shall be in writing and delivered by hand or sent by registered or
certified mail (postage prepaid, return receipt requested) or by nationally
recognized overnight air courier service and shall be deemed to have been duly
given or made as of the date delivered if delivered personally, or if mailed, on
the third business day after mailing (on the first business day after mailing in
the case of a nationally recognized overnight air courier service) to the
parties at the following addresses:
If to Related Aegis, Related Mortgage Corp. or RCC Property Advisers,
to:
Related Aegis LP
000 Xxxxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxxxx Xxxxxxx
If to Mirror Entity, to:
c/o The Related Companies, L.P.
000 Xxxxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxxxx Xxxxxxx
with a copy, in each case, to:
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Xxxxxxx Xxxxxxx
000 Xxxxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
and
Proskauer Rose LLP
0000 Xxxxxxxx
Xxx Xxxx, Xxx Xxxx 00000-0000
Attention: Xxxxxx X. Xxxxxxx, Esq.
If to CCC, to:
CharterMac Capital Company, LLC
000 Xxxxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxx X. Xxxxxx
with a copy to:
Paul, Hastings, Xxxxxxxx &Walker LLP
00 Xxxx 00xx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxx Xxxxxxxxxxx, Esq.
Any party may by notice given in accordance with this Section
10(a) to the other parties designate another address or Person for receipt of
notices hereunder.
(b) Amendment and Modification. This Agreement may be modified, amended
or supplemented only by an instrument in writing signed by or on behalf of all
of the parties hereto; provided, however, that any such modification, amendment
or supplement shall require the approval of not less than a majority of the
independent trustees of CharterMac, a Delaware statutory trust ("CharterMac").
(c) Waiver of Compliance; Consents. Except as otherwise provided in this
Agreement, any failure of any of the parties to comply with any obligation,
covenant, agreement or condition herein may be waived by the party or parties
entitled to the benefits thereof only by a written instrument signed by the
party granting such waiver (which, in the case of a waiver by CCC, shall require
the approval of not less than a majority of the independent trustees of
CharterMac), but such a waiver or failure to insist upon strict compliance with
respect to such obligation, covenant, agreement or condition shall not operate
as a waiver of, or estoppel with respect to, any subsequent other failure.
Whenever this Agreement requires or permits Consent by or on behalf of any party
hereto, such Consent shall be given in writing in a manner consistent with the
requirements for a waiver of compliance as set forth in this Section 10(c).
(d) Governing Law. This Agreement shall be governed by the laws of the
State of New York without regard to the conflict of laws principles thereof.
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(e) Jurisdiction. Any action or proceeding arising under or in
connection with this Agreement shall be instituted in the United States District
Court for the Southern District of New York or the courts of the State of New
York sitting in the County of New York, and the parties hereto irrevocably
submit to the exclusive jurisdiction of such courts in any such action or
proceedings and irrevocably waive the defense of an inconvenient forum to the
maintenance of such action or proceeding. The parties hereto Consent to service
of process upon them in the manner set forth in Section 10(a) hereof.
(f) Severability. The invalidity or unenforceability of any provisions
of this Agreement in any such jurisdiction shall not affect the validity,
legality or enforceability of the remainder of this Agreement in such
jurisdiction or the validity, legality or enforceability of this Agreement,
including any such provision, in any other jurisdiction, it being intended that
all rights and obligations of the parties hereunder shall be enforceable to the
fullest extent permitted by law. Upon such determination that any provision is
invalid, illegal or incapable of being enforced, the parties hereto will
negotiate in good faith to modify this Agreement so as to effect the original
intent of the parties as closely as possible in an acceptable manner to the end
that the transactions contemplated hereby and thereby are fulfilled to the
extent possible.
(g) Assignment. No party may assign any of its rights or delegate any of
its duties under this Agreement without the prior written Consent of the other
parties; provided that CCC may elect to have any of its obligations hereunder
performed by an Affiliate (provided, further, however that no such assignment
shall release CCC from any such obligations).
(h) Counterparts. This Agreement may be executed in two or more
counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument.
(i) Section Headings. The section headings contained in this Agreement
are solely for the purpose of reference, are not part of the agreement of the
parties and shall not in any way affect the meaning or interpretation of this
Agreement. All references in this Agreement to Sections are to sections of this
Agreement, unless otherwise indicated.
(j) Entire Agreement. This Agreement, together with the Contribution
Agreement and the other Collateral Agreements, embodies the entire agreement and
understanding of the parties hereto in respect of the transactions contemplated
by this Agreement. There are no restrictions, promises, inducements,
representations, warranties, covenants or undertakings, other than those
expressly set forth or referred to herein or therein. This Agreement, the
Contribution Agreement and the other Collateral Agreements supersede all prior
written or oral agreements and understandings between the parties with respect
to the transactions.
(k) Survival. Upon the termination or expiration of this Agreement, the
following Sections shall survive: 2(b), 3, 6, 7, 8, 9 and 10.
(l) No Third Party Beneficiaries. This Agreement shall be binding upon
and inure to the benefit of each party thereto and their respective
representatives, heirs, successors and permitted assigns. Nothing in this
Agreement, express or implied, is intended to or shall
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confer upon any other Person any right, benefit, claim or remedy of any nature
whatsoever under or by reason of this Agreement.
(m) Interpretation.
(i) The parties hereto have participated jointly in the
negotiation and drafting of this Agreement. If any ambiguity or question of
intent or interpretation arises, this Agreement will be construed as if drafted
jointly by the parties and no presumptions or burden of proof will arise
favoring or disfavoring any party by virtue of authorship of any provisions of
this Agreement.
(ii) All pronouns and any variations thereof refer to the
masculine, feminine or neuter, singular or plural, as the context may require.
(iii) The words "include," "includes" and "including" shall be
deemed to be followed by the phrase "without limitation."
(n) Further Assurances. Each of the parties shall use reasonable efforts
to execute and deliver to any other party such additional documents and take
such other action, as any other party may reasonably request to carry out the
intent of this Agreement and the transactions contemplated hereby.
(o) Mirror Entity Liability. Mirror Entity is primarily liable for all
payment and performance obligations of all entities comprising Company, all of
which are enforceable directly against Mirror Entity.
[Signature Page Follows]
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IN WITNESS WHEREOF, this Agreement is hereby executed as of the day and
year first above written.
RELCAP HOLDING COMPANY LLC
By APH Associates L.P., its member
By APH Associates, Inc., its general partner
By: /s/ Xxxx X. Xxxxxx
Name: Xxxx X. Xxxxxx
Title: President
CHARTERMAC CAPITAL COMPANY, LLC,
a Delaware limited liability company
By: CHARTERMAC CORPORATION,
its sole member
By: /s/ Xxxx X. Xxxxxx
Name: Xxxx X. Xxxxxx
Title: Chief Operating Officer
By its signature below, The Related Companies, L.P., a New York limited
partnership ("TRCLP"), guarantees to CCC the payment and performance of the
Company's obligations pursuant to Sections 4, 6(b) and 8 of this Agreement, and
TRCLP hereby waives the benefits of diligence, presentment, demand of payment,
any requirement that CCC exhaust any right or take any action against the
Company or any other Person, the filing of claims with a court in the event of
insolvency or bankruptcy of the Company, any right to require a proceeding first
against the Company, protest or notice with respect to such guaranteed
obligations and all demands whatsoever.
THE RELATED COMPANIES, L.P.,
By: THE RELATED REALTY GROUP, INC.,
its general partner
By: /s/ Xxxx X. Xxxx
Name: Xxxx X. Xxxx
Title: President
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EXHIBIT A
Fees and Fee Allocations
Related Partners Overhead Allocations
2002
Rent Allocation:
Allocated based on the percentage of the total square footage occupied by each
department less common spaces (i.e. hallways, bathrooms, cafeterias etc.). A
standard square footage is assigned to each employee based on the type of space,
which they occupy (i.e. single or double cubicle, small or large office). A
manual review of each floor is conducted during each year's budget process to
verify the seating chart of each department. Changes are also made as
departments are added, expand or contract during the year.
Human Resources Allocation:
Allocated based on the headcount of the companies and departments that benefit
from the services of the Human Resources Department. Includes entities outside
the New York office. The headcount list is supplied by the Payroll Department
and is updated monthly.
Office Services Allocation:
Allocated based on the headcount of the companies and departments that benefit
from the services of the Office Services Department. Only those departments
located at 625 Madison and 00xx Xxxxxx share in the Office Services allocation.
Since the Human Resources Allocation is completed prior to the Office Services
allocation, the H/R Department headcount is excluded from the O/S calculation.
The headcount list is supplied by the Payroll Department and is updated monthly.
IT Department Allocation:
Three allocations make up the IT Department's allocation. Infrastructure
expenses are allocated based on the headcount of the companies and departments
which the IT Department has the responsibility of supporting. The headcount list
is supplied by the Payroll Department and is updated monthly.
Help Desk expenses are allocated based on the number of calls to the Help Desk
every month. A monthly call summary is supplied by the IT Department.
Programming Expenses are allocated based on the monthly timesheets that the
programmers in the IT Department complete. The Payroll Department supplies a
monthly timesheet summary report for their time. Since the H/R and O/S
allocations are completed prior to the IT Department allocation, they are not
included in the calculation of the IT Department's allocation.
Payroll Department Allocation:
Allocated based on the headcount of the companies and departments that have
their payroll processed by Related's Payroll Department. Includes entities
outside the New York office. The headcount list is supplied by the Payroll
Department and is updated monthly. Since the H/R, O/S and IT allocations are
completed prior to the Payroll Department allocation, their headcount is not
included in the calculation of the Payroll Department's allocation.
Development Accounting Department Allocation:
Allocated based on the monthly timesheets filled out by the Development
Accounting Department. The Payroll Department supplies a monthly timesheet
summary report for their time. Time charged to the Development Accounting
Department is deducted from the summary and the allocation is calculated on the
time remaining. Since the H/R, O/S, IT & Payroll Department allocations are
completed prior to the Development Accounting Department allocation, any time
charged to those departments is also not included in the calculation of the
Development Accounting Department allocation.
Corporate Accounting Department Allocation:
Allocated based on the monthly timesheets filled out by the Corporate Accounting
Department. The Payroll Department supplies a monthly timesheet summary report
for their time. Time charged to the Corporate Accounting Department is deducted
from the summary and the allocation is calculated on the time remaining. Since
the H/R, O/S, IT & Payroll Department allocations are completed prior to the
Corporate Accounting Department allocation, any time charged to those
departments is also excluded from the calculation of the Corporate Accounting
Department allocation.
Treasury Department Allocation:
Allocated based on the monthly timesheets filled out by the Treasury Department.
The Payroll Department supplies a monthly timesheet summary report for their
time.
Tax Accounting Department Allocation:
Allocated based on the monthly timesheets filled out by the Tax Accounting
Department. The Payroll Department supplies a monthly timesheet summary report
for their time. Time charged to the Tax Accounting Department is deducted from
the summary and the allocation is calculated on the time remaining.
Executive Department Allocation:
Allocated based on the headcount of the companies and departments that benefit
from the services of the Executive Department. Entities outside of the NY office
are included. The Executive Allocation is the final Related Partners allocation
completed each month and, as such, the headcount for the other Related Partners
departments is excluded from the calculation of the Executive Department
allocation. The headcount list is supplied by the Payroll Department and is
updated monthly.
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