HomeMy WebLinkAboutContracts & Agreements_204-2002AGREEMENT TO FURNISH PROFESSIONAL CONSULTING SERVICES
This Agreement is made and entered into this 3rd day of December 2002, by and between
the City of Redlands, a municipal corporation (hereinafter "City") and Park -center Consultants, Inc.
dba Parkeenter Realty Advisors, a California corporation, (hereinafter "Consultant").
In consideration of the mutual promises contained herein, the City and Parkcenter
Consultants, Inc. dba Park -center Realty Advisors agree as follows:
ARTICLE I - ENGAGEMENT OF CONSULTANT
1.1 City retains Consultant to provide property appraisal services ("Services") at the Redlands
Municipal Airport ("Air -port").
1.2 The Services shall be performed by Consultant in a professional manner, and Consultant
represents that it has the skill and the professional expertise necessary to provide high quality
Services to City at the level of competency presently maintained by other practicing
professional consultants in the industry who provide similar types of services.
ARTICLE 2 - RESPONSIBILITIES OF CONSULTANT
2.1 The specific services which Consultant shall perform are more particularly described in
Exhibit "A," the Consultant's proposal to City dated November 6, 2002 which is attached
hereto and incorporated herein by this reference.
2.2 Consultant hereby agrees to abide by all applicable Federal, State and local rules, laws and
regulations in the performance of this agreement including but not limited to all applicable
Labor Code and prevailing, wage laws.
ARTICLE 3 - RESPONSIBILITIES OF CITY
I City will make provision for Consultant to enter upon City's Airport and other City -owned
properties, as required by Consultant, to perform its Services.
32 City shall provide to Consultant available information relative to the two properties at the
Airport to be appraised for lease purposes.
I., City shall use its best efforts to reasonably support and assist Consultant in performing the
Services for the Airport properties.
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ARTICLE 4 - PERIOD OF SERVICE
4.1 Consultant shall perform the Services in a diligent manner and in accordance with the
schedule stated in Exhibit "A." Time is expressly made "of the essence" in connection with
Consultant's performance of the Services.
ARTICLE 5 - PAYMENTS TO THE CONSULTANT
5.1 Consultant shall be compensated in the amount of Four Thousand Eight Hundred ($4,800.00)
Dollars for its performance of the Services.
5.2 Consultant shall bill City within ten days following the delivery of the appraisal report to the
City. Payment by City to Consultant shall be made within 30 days after City's receipt and
approval of Consultant's invoice, by a warrant payable to Consultant.
5.3 All notices shall be given in writing and may be given by personal delivery or by mail.
Notices sent by mail shall be addressed as follows:
City
Tom T. Fujiwara
Assistant Public Works Director
City of Redlands
PO Box 3005
Redlands CA 92373
Consultant
Christopher N. Hardy
Senior Vice President
Parkcenter Realty Advisors
801 North Parkcenter Drive, Suite 210
Santa Ana CA 92705
When so addressed, such notices shall be deemed given upon deposit in the United States
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Mail. In all other instances, notices shall be deemed given at the time of actual delivery.
Changes maybe made in the names and addresses of the person to whom notices are to be
given by giving notice pursuant to this paragraph.
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ARTICLE 6 - INSURANCE AND INDEMNIFICATION
6.1 Consultant's Insurance to be Primary
All insurance required by this Agreement is to be maintained by Consultant for the duration
of this Project and shall be primary with respect to City and non-contributing to any
insurance or self-insurance maintained by City. Consultant shall provide City with
Certificates of Insurance and endorsements evidencing such insurance prior to
commencement of the Services.
6,2 Workers' Compensation and Emplover's Liability
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A. Consultant shall secure and maintain Workers' Compensation and Employer's
Liability insurance throughout the duration of this Agreement in an amount which
meets the statutory requirement with an insurance carrier acceptable to City. Such
insurance shall be primary and non-contributing to any insurance or self-insurance
maintained by City. The insurance policy shall include a provision prohibiting
cancellation of said policy except upon thirty (30) days prior written notice to City.
Certificates of Insurance shall be delivered to City prior to commencement of the
Services.
B. Consultant expressly waives all rights to subrogation against City, its elected
officials, employees for losses arising from work performed by Consultant for City
by expressly waiving Consultant's immunity for injuries to Consultant's employees
and agrees that the obligation to indemnify, defend and hold harmless provided for
in this Agreement extends to any claim brought by or on behalf of any employee of
Consultant. This waiver is mutually negotiated by the parties. This shall not apply
to any damage resulting from the sole negligence of City, its agents and employees.
To the extent any of the damages referenced herein were caused by or resulted from
the concurrent negligence of City, its agents or employees, the obligations provided
herein to indemnify, defend and hold harmless is valid and enforceable only to the
extent of the negligence of Consultant, its officers, agents and employees.
6.3 Hold Harmless and Indemnification. Consultant shall indemnify, hold harmless and defend
City and its elected officials, agents, and employees from and against any and all claims,
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losses or liability, including attorney's fees, arising from injury or death to persons or
damage to property occasioned by any act, omission or failure of Consultant, its officer,
agents and employees in performing the Services.
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6.4 Assignment. Consultant is expressly prohibited from subletting or assigning any of the
services covered by this Agreement without the express written consent of City. In the event
of mutual agreement between parties to sublet a portion of the Services, the Consultant will
add the subcontractor as an additional insured and provide City with the insurance
endorsements prior to any work being performed by the subcontractor. Assignment does not
include printing or other customary reimbursable expenses that may be provided in this
Agreement.
6.5 Comprehensive General Liability Insurance. Consultant shall secure and maintain in force
throughout the duration of the Agreement comprehensive general liability insurance with
carriers acceptable to City. Minimum coverage of one million dollars ($1,000,000) per
occurrence and two million dollars ($2,000,000) aggregate for public liability, property
damage and personal injury is required. City shall be named as an additional insured and the
insurance policy shall include a provision prohibiting cancellation of said policy except upon
thirty (30) days prior written notice to the City. Such insurance shall be primary and non-
contributing to any insurance or self-insurance maintained by City. Certificates of insurance
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and endorsements shall be delivered to City prior to commencement of the Services.
6.6 Professional Liability Insurance. Consultant shall secure and maintain professional liability
insurance throughout the duration of this Agreement in the amount of one million dollars
($1,000,000) per claim made. Certificate of liability insurance and endorsement shall be
delivered to City prior to commencement of the Services.
6.7 Business Auto Liability Insurance. Consultant shall have business auto liability coverage,
with minimum limits of one million ($1,000,000) per occurrence, combined single limit for
bodily injury liability and property damage liability. This coverage shall include all
consultant owned vehicles used on the project, hired and non -owned vehicles, and employee
non -ownership vehicles. The City shall be named as an additional insured and a certificate
of insurance shall be delivered to City prior to commencement of the Services.
ARTICLE 7 - GENERAL CONSIDERATIONS
7.1 In the event any action is commenced to enforce or interpret any of the terms or conditions
of this Agreement the prevailing party shall, in addition to any costs and other relief, be
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entitled to the recovery of its reasonable attorneys' fees.
7.2 Consultant shall not assign any of the Services required by this Agreement except with the
prior xvritten approval of City and in strict compliance with the terms and conditions of this
Agreement.
7.3 Consultant's key personnel for the Project shall be Christopher Hardy. Consultant agrees that
Mr. Hardy shall not be replaced without the prior consent of City.
7.4 Consultant and City agree that Consultant is for all purposes under this Agreement an
independent contractor with respect to services provided pursuant to this Agreement and not
an employee of City. All personnel employed or retained by Consultant are for its account
only, and in no event shall Consultant or any personnel retained by it be deemed to have been
employed by City or engaged by City for the account of, or on behalf of, City. Consultant
shall supply all tools and instrumentalities required by it to perform the Services described
in this A I I Agreement. Nothing in this Agreement shall be considered to create the relationship
of employer and employee between the parties.
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T5 Nothing in this Agreement shall give Consultant authority with respect to any City decision
bevond the Services described herein,
7.6 Unless earlier terminated, as provided for below, this Agreement shall terminate upon
completion and acceptance of the Services by City.
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T7 This Agreement may be terminated by City, without cause, by providing five (5) days prior
written notice to Consultant.
7.8 This Agreement, including the exhibits incorporated herein by reference, represents the
entire agreement and understanding between the parties as to the subject matter described
herein, and any prior negotiations, proposals or oral agreements are superseded by this
Agreement. Any amendment to this Agreement shall be in writing, approved by City
Council of City and signed by City and Consultant.
7.9 This Agreement shall be governed by and construed in accordance with the laws of the State
of California.
IN WITNESS WHEREOF, duly authorized representatives of the City and Consultant have signed
in confirmation of this Agreement.
City of Redlands
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Parkcenter Consultants, Inc.
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Appraisers and Consultants
CITY OF REDLA)VDS
P.O. Box 3005
Redlands, C
Attention: Mr. Tom Fujiwara
Public Works Department
Reference: Appraisal Proposal — Airport Lease Parcels
Airwest Lease Property, (13.747 acres)
Paul Lease Property (7.20 acres)
West End of Redlands Municipal Airport
Redlands. California
Gentlemen:
801 North Parkeenter Drive
Suite 210
Santa Ana, CA 92705
(714) 547-1733
(714) 972-1492 FAX
November 6, 2002
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Public Works N,
Department
At your request Parkcenter Consultants, Inc., doing business as Park -center Realty -Advisors, is
pleased to submit a proposal for appraisal services on the above referenced properties, located at
the west end of Redlands Municipal Airport. Upon receiving authorization to proceed, we will
prepare separate summary appraisal reports of each property, �vhich will set forth our opinions of
the market rental value of the land parcels referenced. The intended use of the appraisals is to
assist the City of Redlands in negotiations to ground lease the parcels for aviation related
development and use. We will perform complete appraisals of the properties, utilizing the
Market Comparison Approach To Value as the primary methodology for estimating market
rental value of the subject land parcels. Our analysis will include investigation of thebasisof
recent leasing rates and leasinc, activity at competitive general aviation airports, as well as
investigation and analysis of recent industrial land sale activity in the Redlands area.
The fee for this assignment will be $4-800. We will require approximately 45 days to complete
the assignment once written authorization has been received. The report will be delivered to you
in triplicate unless otherwise stated.
The fee is payable immediately upon delivery of the report. Accounts outstanding after 30 days
will be billed at the rate of 12% per annum interest charge. If it is necessary to collect the
balance of the fee through litigation, legal fees will be paid by the client if Parkeenter Realty
Advisors prevails.
The appraisal will be made in conformance and suklect to the requirements of the Code of Ethics
and Standards of Professional Practice of the Appraisal Institute. By accepting and executing
this agreement, the client understands no warranties, guarantees or assurances of any kind are
CITY OF REDL4NDS
Attention: Mr. Tom Fujiwara
November 6. 2002
Page 2
expressed or implied and Park -center Realty Advisors will assume no liability in connection with
the appraisal assignment. Upon notice by Park -center Realty Advisors, the client further agrees to
defend, indemnify and hold harmless the appraisers(s) against any loss resulting from and/or as a
part of, litigation with the client or third parties over the assignment for any reason other than the
appraiser's sole negligence or willful misconduct. Client hereby to provide the appraiser with
any necessary or appropriate waivers for the enforcement of this agreement. The appraisal report
will be subject to the conditions and stipulations of the following Limiting Conditions.
I No responsibility is assumed by Parkeenter Realty Advisors for matters, which
are legal in nature.
2) No opinion of title is rendered and the property is appraised as though free of all
encumbrances and title marketable.
3) The appraisal covers the Property described only.
4) No survey of the boundaries of the property will be made. All areas and
dimensions furnished our appraiser(s) are assumed to be correct.
5) Sources of information are believed to be correct and, where feasible, have been
verified.
6) That the term "market value" as used therein, is defined as, "the most probable
price which a property should bring in a competitive and open market under all
conditions requisite to a fair sale, the buyer and seller, each acting prudently,
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knowledgeably and assuming the price is not affected by undue stimulus."
7) That the date of value to which the conclusions and opinions expressed in the
report apply, is set forth in the letter of transmittal. Further, that the dollar amount
of any value opinion therein rendered is based upon the purchasing power of the
American dollar on that date.
8) That the appraiser(s) assumes no responsibility for economic or physical factors.
which may affect the opinions therein, stated occurring at some date the date'
of value.
9) That appraiser(s) reserves the right to make such adjustments to the valuation
therein reported, as may be required by consideration of additional data or more
reliable data that may become available.
10) That maps. plats and exhibits included therein are for illustration only as an aid in
visualizing matters discussed within the report. They should not be considered as
survey,
or relied upon for any other purpose, nor should they be removed from,
reproduced, or used apart from the report.
CITY OF REDLA"S
Attention: Mr. Tom Fujjiwara
November 6. 2002
Pa2e '3
11) By reason of the appraisal, Parkeenter Realty Advisors is not required to give
testimonv, or to be in attendance in court or at governmental or other hearing
with reference to the property without prior arrangements having been made
relative to such additional employment.
12) Disclosure of the contents of any appraisal report is governed by the By -La -,vs and
Regulations of the Appraisal Institute.
Neither all nor any part of the contents of the report, especially any conclusions as
to value- the identity of the appraiser(s), or the firm, Parkeenter Realty Advisors,
with which they are connected, or any reference to the Appraisal Institute or to the
MAI or RM designation, shall be disseminated to the public through advertising
media, public relations media, sales media or any other public means of
communication without the prior written consent and approval of the authors.
If this proposal meets with your acceptance, please indicate by signing one copy of this letter in
the space provided and return to us.
Respectfully submitted,
P.4RKCEA1TER REAL7TAD117SORS
By:
Christopher N. Hardy, MAI
Senior Vice President
Certified General Real Estate Appraiser
State of California No. AGO03369
Accepted by November
1 ,2002