This Authorization & Fee Agreement ("Agreement") is entered into by and between the undersigned Client (“Tenant”) and Auditly, LLC ("Consultant") as of the Effective Date listed below.
1. Authorization: Client hereby authorizes Consultant to act on their behalf to contact the landlord or its representatives; request, collect, and review all documents, records, and correspondence related to the Client’s lease including but not limited to: CAM charges, operating expenses, taxes, insurance, or any other landlord pass-through costs and related charges applicable under Client’s lease agreement; negotiate with the Landlord regarding any overcharges or discrepancies identified.
2. Scope of Services: Consultant will review the lease and any relevant billing documents to identify potential overcharges. If overcharges are identified, Consultant will provide a written summary of findings and may assist Client in communicating with the landlord to recover identified savings. Consultant does not guarantee the outcome of any audit, negotiation, or communication with the landlord and shall not be held responsible for the actions, omissions, or decisions of any third party, including the landlord.
3. Compensation: Client agrees to pay a success fee equal to 50% of any savings, refunds, credits, or cost reductions (“Savings”) identified through the lease audit. If no Savings are achieved, Client owes nothing. "Savings" includes both one-time refunds and reductions in future recurring charges indefinitely, unless otherwise agreed in writing.
If the landlord refunds money or issues rent credits to the Client, the Client agrees to pay Consultant 50% of the total savings received, whether received as cash, rent credits, or other forms. If the landlord issues a rent credit or other form of savings in lieu of a cash refund, Client agrees to pay Consultant's share in cash (e.g., via check, ACH transfer, Cryptocurrency, or other mutually agreed-upon method). Payment is due within 15 days of Savings being realized or receiving notice of credit.
4. Term: This agreement shall be valid for a period of nine (9) months from the date signed by Client.
5. Limitation of Liability: Consultant shall not be liable for any indirect, incidental, consequential, or punitive damages arising out of or relating to the services provided under this Agreement. Client acknowledges that Consultant’s services are based solely on the information made available by Client and/or the landlord.
6. No Legal or Accounting Advice: Client acknowledges that Consultant is not a law firm, accounting firm, or licensed financial advisor, and does not provide legal, tax, or accounting advice. All services are provided in a non-legal and non-accounting capacity.
7. Severability: If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
8. Binding Agreement: This Agreement is binding upon Client, their successors, assigns, and affiliated entities. Client represents they have full authority to enter into this Agreement. This document is intended to be legally enforceable in court under applicable law.
9. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of [Insert State], without regard to its conflict of laws principles.
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By signing below, Client acknowledges they have read, understood, and agreed to all terms herein.