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Lance w uer ,MAI CUSH MAN &
:n FIELD,
Cushman&Wakefield of California,Inc.
175
t�0 Fiiit A,ar,;ae,
San Diego,Caji ornia 9210!
619.744.4640 Tel
679.744.4041 Fax
July 18, 2006 lanceAore@xc CUShwak,com
City of Redlands
c/o Jonathan Walker
Resource Land Partners, Inc.
100 Drakes Landing Road, Suite 155,
Greenbrae, California 949043120
And
C/o JoAnn Ross
The Dangermond Group
2400 0 Street
Sacramento, California 95516
Re. Private Properties, City of Redlands
San Bernardino, California
Dear Mr. Walker and Ms. Ross:
Thank you for requesting our proposal for appraisal services. This proposal letter will become, upon your
acceptance, our letter of engagement to provide the services outlined herein.
TERMS OF ENGAGEMENT
The Parties To This Agreement. Cushman & Wakefield of California, Inc, and the City of
Redlands(herein at times referred to as"Client")
Scope Of Work; Complete Appraisal/Summary format, which will be prepared by
Cushman & Wakefield of California, Inc. or its designated
affiliate(herein at times"C&W").
The appraisal shall be performed consistent with the Uniform
Appraisal Standards for Federal Land Acquisition current edition
("Yellow Book") and, as applicable, in conformance with the
Uniform Standards of Professional Appraisal Practice, current
edition, prepared by the Appraisal Standards Board ("USPAP"),
In the event of conflict between the two standards, the Yellow
Book shall govern unless the appraiser is instructed otherwise.w
Appraiser shall indicate in his/her report any departures from
Yellow Book standards,and the reason for such departures.
The Appraiser shall analyze and take into consideration all
reservations of interests, easements and rights of way shown as
exceptions to title noted on the titre report.
Rights Appraised: Market Rental value of the Fee Simple Interest.
Gate Of Value: • Current—Date of Inspection
G
July 18, 2006
Page 2
Property Appraised: The property to be appraised is vacant land consisting of 23.04
acres(Lingren Trust)and 29.24 acres(English Trust).
Intended Users: The appraisal will be prepared for the City of Redlands, TDG,
(The Dangermond Group) RLP (Resource Land Partners, Inc.).
and the property owner. It may not be distributed to or relied
upon by other persons or entities without written permission of
Cushman&Wakefield of California, Inc.
Intended Use: The City of Redlands are interested in acquiring or utilizing
multiple properties in order to complete an environmental
restoration project along San Timoteo Creek with funding
assistance from the United States Environmental Protection
Agency ("EPA"). The efforts of the cities are being coordinated
through The Dangermond Group ("TDG"), the master-planning
contractor for the Project. TDG has engaged Resource Land
Partners to assist with the procurement of appraisal services.
Intended Use: Market Value of the fee simple estate with all other appurtenant
property rights. The appraiser will consider all reasonable
highest and best use conclusions for valuation of the Property.
Anticipated Primary Methodology: • Sales Comparison
Fee: $6„900
Additional Expenses: Fee quoted is inclusive of expenses related to the preparation of
the report.
Retainer: A retainer of 50% of the fee is required for this assignment in
order to commence work. The balance is due upon submission a
of final report.
Report Copies: The appraiser shall prepare two summary reports on the market
value of the Property (one report for the Lingren Trust property
and one report for the English Trust owned property). The
results of the appraisal shall be in the form of a written appraisal
report, as further specified by the appraisal standards below.
The appraiser will provide a draft report for review and comment
prior to completion of the final report to RLP. The Appraiser'
agrees to deliver a total of six (6) copies of each of the final
Appraisal Reports. The Appraisal Reports shall specifically
include, without limitation, all underlying comparable sales data
and adjustments, charts, maps, documents and other facts
relied upon by the appraiser in preparing the Appraisal Report.
Start Date: The appraisal process will initiate upon receipt of signed
agreement and the receipt of the property specific data.
Acceptance Date: This proposal is subject to withdrawal if the engagement letter is
not executed within four(4)business days.
Report Delivery: Within six (6) weeks of receipt of your written authorization to
proceed, assuming prompt receipt of necessary property
information,
: HM N,
WAKEFIELD-
July 18, 2006
Page 3
Further Conditions of Engagement The Conditions of Engagement attached hereto are incorporated
herein and are part of this letter of engagement. The report
referred to herein is at times herein also referred to as the
appraisal".
Thank you for calling on us to render these services and we look forward to working with you.
Sincerely,
CUSHMAN&WAKEFIELD OF CALIFORNIA, INC.
-Lance—W-- bo`r6—,—MA-17—�
Managing Director
AGREED:
CLIENT:
By: Date,
July 18, 2006
Q,-n arris n, City of Redlands
Title:
avor
E-mail Address/Phone& Fax Nos.: cltycouncil@citVofredlands or
(9091 798-7535
Attest:
Lof he Poyzer, �Ci rk
'0111,j WAKEFIECUSHMAN
4,1LDe,
Information Needed to Complete The Assignment
We understand that you will provide the following information for our review, if available.
•
On site contact-- name and phone number
UHMN
WAKEFIELD,
. .
CONDITIONS OF ENGAGEMENT '
1> The Client mhcmN considerthe appraisal as only one factor together with its independent investment considerations and
underwriting criteria mits overall mvestmmnuecsmn, Unless o*vvconsents|nwriting,the appraisal cannot beused by
any party or for any purpose other than the Client for the purpose specified in this engagement letter.
2) Federal banking regulations require banks and savings and ben associations Vuemploy appraisers where F|RREA
compliant appraisal most be used in connection with mortgage loans r other transactions involving federally regulated
lending institutions, including bankers/brokers.bankers/brokers. Because of that requirement, this appraisal, iyordered
independent afa financial institution or agent, may not be accepted by a federally regulated financial institution. This
appraisal will be preparedinaccordance with the Uniform Standards ofProfessional Appraisal PnacticaofTheAppreiya/
Foundation,the Standards ofProfessional Practice and the Code of Ethics ofthe Appraisal Institute.
3) The appraisal report will be subject to our standard Assumptions and Limiting Conditions,which will be incorporated into
the appraisal. All users of the appraisal report Aoacautioned tounderstand any Extraordinary Assumptions
and Hypothetical Conditions which may beemployed bythe appraiser and incorporated into the appraisal.
4) The appraisal report or our name may not be used in any offering memoranda or other investment material withoutthe
prior written consent ofC&VV. which may be given e¢the sole discretion ofC&W. Any such consent, ifgiven, shall be
conditioned upon our receipt ofanindemnification agreement 0nm a partysatisfactory Vousand inaform satisfactory hn
un. Furthermore, Client agrees topay the fees ofC&Wslegal counsel for the review ufthe material which iothe subject
of the requested consent. If the appraisal is referred to or included in any offering material or prospectus,the appraisal
shall bmdeemed referred to or included for informational purposes only and C&W, its employees and the appraiser have
no liability to such recipients. C&YV disclaims any and all liability to any party other than the party which retained C&VV
tuprepare the appraisal,
5) In the event the []iem\ provides u copy of this appraisal to, or cennbs reliance thereon by, any mcm or entity not
authorized by C&VVin writing to use orrely thereon, Client hereby agrees 0oindemnify and bcHd C&VV. its affiliates and
the respective mhapehcddem, directors, nffimes and employees, bann!eum from and against all damegos, e*penaeo,
claims and costs, including attorney's fees, incurred in investigating and defending any claim arising from or in any way
connected to the use of,or reliance upon,the appraisal by any such unauthorized person or entity.
6) The balance ofthe fee for the appraisal will bedue upon delivery ufthe report. Payment mfthe fee|snot contingent on
the appraised value, outcome of the consultation report, a loan closing, or any other prearranged condition, Additional
fees will be charged on an hourly basis for any mmrk, which oxmamdo the scope of this propomo|, including marfbnninQ
additional valuation acenados, additional research and conference calls or meetings with any party, which exceed the
time allotted by C&VVfor an assignment of this nature, If we are requested to stop working on this assignment, for any
reason, prior to our completion of the appraisal, C&W will be entitled to bill the Client for the time expended 0udate ag
C&Wmhourly rates for the personnel involved.
^
7) Client will have up&mtwenty-one(21)days from receipt fthe draft report tmcommunicate its review tuC&VV, C&VVWill
respond to Client's review of C&W's draft report within five(5)business days of Client's communication to C&W. C&VV
reserves the right to bill Client for responding to Client's review beyond this time period.
8) |fC&VVorany of its affiliates or any of their respective employees receives a subpoena or other judicial command to
produce documents ork/ provide testimony involving this assignment in connection with a lawsuit or proceeding, C&VV
will use reasonable efforts to notify the Client ofour receipt of same. However, ifC&VV or any of its affiliates are not a
party Vmthese proceedings, Client agrees bmcompensate G&W orits affiliate for the professional time and reimburse
C&VVor its affiliate for the actual expense that it incurs in responding to any such subpoena or judicial commend,
including attorneys' feeu, if any, as they are incurred. C&VV or its affiliate,will be compensated at the then prevailing
houMy��saf�apm�onne|responding oothe subpoena orcommand�n �imosy.
9) 8ysigning this agreement Client expressly agrees that its sole and exclusive remedy for any and all losses w,damages
relating buthis agreementortheapprohm{ shmUba{imitedho0heemnunto[thmappra|my| feepa/dbythaC[imnt. /nth*
event that the C%Amnt, or any other party entitled to dm mo, makes o claim against C&VV or any of its affiliates or any of
their respective offioersnremployees inconnection with orinany way relating bmthis engagement arthe appraisal,the
maximum damages b/ homC&VV or any of its affiliates ortheir respective officers oremployees shall bethe
amount mthe monies actually molWed by[&VVorany ofits affiliates for this assignment and under nocircumstances
shall any claim for consequential damages bmmade. -
10) bieacknowledged that any opinions and conclusions expressed bythe professionals ofC&VVmvits affiliates during this
assignment are representations made asemployees and not osindividuals. C&Weorits affiliate's responsibilityis
limited to the Client,and use of our product by third parties shall be solely at the risk of the Client and/or third parties,
11) The fees and expenses ohm/| be due C&VVasagreed in this letter. If it becomes necessary bm place collection of the
fees and expenses due C&VVinthe hands ofmcollection agentand/or an attorney(whether or not a legalaction/sfiled)
Client agrees Vopay all fees and expenses including attorney's fees incurred by[&jm|nconnection with the collection or
attempted collection thereof,
-
Appraisal Services Agreement
Private Properties, City of Redlands, San Bernardino County
This Appraisal Services Agreement dated July 18, 2006 is made by and between Cushman
&Wakefield of California ("Appraiser") and the City of Redlands ("Client"). This Appraisal Services
Agreement together with the Request for Quotation dated June 23, 2006 (the "RFQ") and the
"Letter of Engagement" (both of which contains additional terms and conditions and are hereby
incorporated as exhibits) shall constitute the entire agreement regarding the requested appraisal
services between Client and Appraiser (collectively the "Agreement").
1. Cost of Appraisal. Client agrees to pay Appraiser, as compensation for the appraisal services
described in the RFQ, and upon delivery to Client of the required work products satisfactory to
Client, the following: upon delivery of the final Appraisal Report, Client shall pay Appraiser an
amount not to exceed Six Thousand Kline Hundred Dollars ($6,900). Appraiser shall submit an
original, signed invoice to Client for the appraisal services performed pursuant to the Agreement
not more than seven (7) days after the delivery to Client of the required work product. The invoice
shall contain a description of appraisal services performed that are covered by the invoice. The
invoice shall be due and payable within thirty (30) days of receipt by Client, unless Client disputes
the amount charged therein. Upon full execution of this Agreement, Client shall pay Appraiser a
retainer in the amount of Three Thousand Four Hundred Fifty Dollars ($3,450) to ensure prompt
commencement of the work, which amount shall be credited toward the total fee payable
hereunder.
2. Time for Performance. Appraiser shall use good faith efforts to deliver a draft the two Appraisal
Reports to Client within four (4) to six (6) weeks of the date this Agreement is fully executed. Client
shall provide any appropriate comments on the draft Appraisal Report within fourteen (14) days of
receipt thereof. Appraiser shall prepare and deliver the final Appraisal Report within seven (7)
days after receipt of comments from Client.
3. Warranties and Representations by Appraiser. Appraiser warrants and represents to Client that
Appraiser has no present or contemplated future interest in the subject property and that Appraiser
has no personal interest or bias with respect to the Agreement or the parties involved. No one
other than Lance Dore, MAI shall form the analyses, conclusions, or opinions to be set forth in the
Appraisal Report (unless the participation by such other party is indicated by the co-signing of such
written document by such other party). Appraiser warrants and represents that Appraiser is
licensed or certified as necessary to perform the appraisal services pursuant to State law in the
State in which the subject property is located. Appraiser shall perform all of the appraisal services
under the Agreement. Appraiser warrants and represents that Lance Dore, is certified by the
Appraisal Institute as an MAI appraiser.
4. Consideration of Title Documents. Appraiser shall independently analyze and consider all
reservations of interests, easements and rights of way shown as exceptions to title noted on the
preliminary report for the property described in the RFQ, together with other relevant data and
information. Unless Client delivers information or reports to Appraiser to the contrary, Appraiser
may assume that there are no ground leases, and no conditions that are not apparent relating to
the subject property, sub-soil or structures located on said property (if any) that would affect
Appraiser's analyses, opinions or conclusions with respect to the fair market value of said property.
5. Confidential Information and Ownership of Documents The data gathered in the appraisal
process, and the Appraisal Report, shall be the property of Client. With respect to any information
provided to Appraiser by Client, Appraiser shall not disclose any confidential information furnished
Redlands - CW Appraisal Contr 06 27 06.doc Page 1
to Appraiser, except to Appraiser's officers or employees for the purpose of preparing the Appraisal
Report. Appraiser shall not disclose all or any part of the Appraisal Report, or analysis prepared by
Appraiser related to the Property, other than the parties and public agencies noted to be the
intended users of the report in the RFQ, without Client's prior written consent; provided, however,
that Appraiser may disclose all or any part of the Appraisal Report and the related appraisal data to
appropriate representatives of the Appraisal Institute, if such disclosure is required to enable
Appraiser to comply with the Bylaws and Regulations of such Institute now or hereafter in effect,
and for purposes of such compliance Appraiser may retain a copy of the Appraisal Report and
related appraisal data.
6. Insurance. During the term of the Agreement, Appraiser shall maintain the insurance types, at
no less than coverage amounts, set forth below at its sole cost and expense.
Type Limits
Business Liability
(including bodily injury, property damage,
and personal injury) $1,000,000/occurrence
General Aggregate
(Other than Products-Completed Operations) $2,000,000/aggregate
Products-Completed Operations $2,000,000/aggregate
Worker's Compensation Statutory as applicable
For each such policy of insurance maintained by Appraiser pursuant to this paragraph, the insurer
shall give at least thirty (30) days notice to Client prior to cancellation, expiration or modification of
said policy(ies). The insurer shall name Client as an additional insured under the comprehensive
general liability policy. Within fourteen (14) days of the date the Agreement is fully executed,
Appraiser shall provide Client with a certificate of insurance confirming the foregoing requirements.
Appraiser disclose that he carries errors and omissions insurance.
7. indemnification. Appraiser shall defend, protect, indemnify and hold harmless Client, its
directors, officers, employees, agents and contractors, from and against any and all claims,
liabilities, demands, damages, losses, costs and expenses, including, but not limited to, attorney's
fees and costs, arising out of or resulting from the entry by Appraiser, his agents, employees and
contractors, onto the subject property, and from the negligent acts, errors, omissions or willful
misconduct of Appraiser, its principals or employees, if any, related to or arising out of the
appraisal services.
8. Termination. Client shall have the right, at any time, in its sole discretion and with or without
cause, by written notice to Appraiser, to terminate the performance by Appraiser of the appraisal
services required under the Agreement. Appraiser shall stop work immediately upon receipt of a
notice of termination and promptly deliver to Client the results, analysis and conclusions of
Appraiser's work to date of termination. In addition, Appraiser shall promptly deliver to all
information and materials obtained by Appraiser in the appraisal process up until the time of
termination and all documents and materials furnished to Appraiser by or on behalf of Client. Upon
termination of the Agreement, Client will reimburse Appraiser for the appraisal services authorized
under the Agreement which were performed prior to termination, based upon an Invoice submitted
by Appraiser to Client describing the appraisal services completed prior to termination and an
itemization of time spent and expenditures incurred. Such sums shall in no event exceed the total
fees described in Paragraph 1 hereof. Client's right to terminate pursuant to shall be in addition to,
and not in lieu of, any other rights and remedies Client may have at law or in equity.
Redlands - CW Appraisal Contr 06 27 06.doc Page 2
9. Authorized Representative. Client authorizes Appraiser to communicate with Resource Land
Partners, Inc., as Client's authorized representative concerning the performance of the appraisal
services and to discuss the results thereof, Appraiser is authorized to deliver the draft and final
Appraisal Report to said representative in addition to Client.
10. Notice. Any notice, invoice, approval or other communication to be provided hereunder to a
party hereto shall be given to such party at its address or telecopy number set forth below or such
other address or telecopy number as such party may hereafter specify for that purpose by notice to
the other party. Each such notice, approval or communication shall, for all purposes, be deemed
given and received (a) if given by telecopy, when such telecopy is transmitted to the telecopy
number specified below during normal business hours (i.e. 8:00 a.m. to 5:00 p.m.) and verbal
confirmation of complete receipt is received from the receiving party during normal business hours,
(b) if given by a recognized overnight delivery service, the day on which such notice, request, or
other communication is actually received, or(c) or if given by certified mail, return receipt
requested, postage prepaid, upon receipt, to the addresses specified set forth below.
If to Appraiser to: If to City to:
Lance Dore John N. Jaquess
Cushman & Wakefield of CA Community Development
City of Redlands
San Diego, CA 1 P.Q. Box 3005
Redlands, CA 92373
Tel: (619) 744-4040 Ext. #2001
Fax: (619) 744-4041 Tel: (909) 798-7555
, With a copy to:
if
_ Resource Land Partners, Inc.
F Attn: Jonathan Walker
103 E. Blithedale Ave., #7
Mill Valley, CA 94941
Tel: (415) 461 —4102
Fax (415) 461 —3002
And a copy to:
The Dangermond Group
Attn: JoAnn Ross
2400—0 Street
Sacramento, CA 95816
Tel: (916) 447-5022
Fax: (916)447-5099
11. Time is of the Essence. Appraiser understands that time is of the essence in this Agreement
and that Client will be relying on the timeliness of the Oral Report, and the Appraisal Report, as
applicable.
Redlands - CW Appraisal Contr 06 27 06.doc Page 3
12. Exhibits. All exhibits attached to this Agreement are incorporated herein by this reference.
13. Effective Date. This Agreement shall be effective on the date last executed by the Parties
hereto.
IN WITNESS WHEREOF, each of the Parties hereto has dated and executed this Agreement and
caused it to be delivered to the other party hereto.
ACKNOWLEDGED AND AGREED:
CLIENT: APPRAISER:
City of Redlands, - Cushman &Wakefjeld of Cqlifornia
a public ncy
By: - By: Lance Dore, MAI
Jon Harrison, Mayor ff
Date:
ILL
Date: July 18, 2006
Attest:
Lori Poyzer,, C y Clerk
Redlands - CW Appraisal Contr 06 27 06.doc Page 4