Poll for KBV Owners - How would you vote on upcoming management contract?

[bjreichel]

What would be insightful is knowing what option the BoD candidates are in favor of.

I'm compelled to give the lawyer answer: until I have more facts, I'm decidedly undecided.

I'm trying to gather more information about the history of the IOA's relationship with the prior manager, the performance of our current and prior manager (especially at it relates to our governing documents and Hawaii law), and the circumstances surrounding the Board's termination of the prior management agreement. Hearsay and innuendo seem to have dominated much of the past public "discussions" regarding these issues, but I'd like all of us to be able to operate from the same set of indisputable FACTS. I hope to be able to have researched facts to share with all owners soon (hopefully by the end of next week's annual meeting), but right now I'm not prepared to do so publicly.

One question I think we should all consider in the meantime: If the Board's termination of the prior management agreement was for cause (as the Declaration language I quoted earlier on this thread appears to allow the Board to do without owner vote), should Wyndham even be considered a candidate for a new agreement?

 

[ecwinch]

One question I think we should all consider in the meantime: If the Board's termination of the prior management agreement was for cause (as the Declaration language I quoted earlier on this thread appears to allow the Board to do without owner vote), should Wyndham even be considered a candidate for a new agreement?

Brian - does it stand to reason that on Feb 23, 2016 the BoD voted to terminate the contract with Wyndham for cause, but allowed the contract to continue until it's expiration date on Dec 31, 2016 - another 10 months? When in that same meeting - and apparently without any contract negotiation - the BoD subsequently approved the contract with GPR?

 

[bjreichel]

Brian - does it stand to reason that on Feb 23, 2016 the BoD to terminate the contract with Wyndham for cause, but allowed the contract to continue until it's expiration date on Dec 31, 2016 - another 10 months? When in that same meeting - and apparently without any contract negotiation - the BoD approved the contract with GPR?

Possibly (another lawyer answer). Believe me, I've seen stranger things in my legal career. I'm working on uncovering the answer...please stay tuned.

 

[ecwinch]

Brian - when a contract is terminated for cause, isn't that action subject to due process - i.e. proper notice, reasonable time to cure, etc, etc

I understand the answer might also be "possibly".... but have you ever seen a contract that can be unilaterally terminated for cause without notice of default, ability to cure, etc.

 

[bjreichel]

Yes.

 

[Aurelius]

The association that I serve as President of adopted a policy of posting all contracts, minutes, competitive bid/RFP responses, etc. to an owner portal for all to see. Prior to this policy everything was a big secret and you had to jump through flaming hoops to get copies of anything, and even then, many records were “missing”. Transparency is the best policy.

 

[bjreichel]

but have you ever seen a contract that can be unilaterally terminated for cause without notice of default, ability to cure, etc.

Eric, I meant to say yes to this part of your question. I've actually seen courts enforce commercial contract terms that were scribbled on a cocktail napkin.

As to the first part of your question, there is no "due process" right unless so provided in the contract terms or by statute. Obviously, if those contract terms do exist but the terminated party never seeks to enforce them, and instead accepts the termination notwithstanding such terms, then the whole issue is moot.