Kiley Company Real Estate Appraisers-2018-34 r t
2018-34
AGREEMENT FOR CONSULTANT SERVICES
THIS AGREEMENT ("Agreement") is made as of this 1st day of August 2018, by
and between the CITY OF GRAND TERRACE ("City") and Kiley Company Real Estate
Appraisers ("Consultant").
1. CONSULTANT'S SERVICES. Consultant agrees to perform during the term of
this Agreement, the tasks, obligations, and services set forth in the "Scope of
Services" attached to and incorporated into this Agreement as Exhibit A (the
"Services") for appraisal services.
2. TERM OF.AGREEMENT. The term of this Agreement shall be from the effective
date pursuant to Paragraph "38" of this Agreement and shall end on January 31,
2019, or when,the work is satisfactorily completed, whichever occurs first, unless
extended by a supplemental agreement.
3. FAMILIARITY WITH WORK. By execution of this Agreement, Consultant
warrants that
(1) It has thoroughly investigated and considered the work to be
performed, based on all available information.
(2) It carefully considered how the work should be preformed, and
(3) It fully understands the difficulties and restrictions attending the
performance of the work under this Agreement.
(4) It has the professional and technical-competency to perform the
work and the production capacity to complete the work in a timely
manner with respect to the schedule included in the scope of
services.
4: PAYMENT FOR SERVICES. City shall pay for the services performed by
Consultant pursuant to the terms of this Agreement, the compensation set forth
in the "Schedule of Compensation" attached to and incorporated into this
Agreement as Exhibit B. The fees for services shall not exceed the authorized
amount of$3,500.00 (Three Thousand Five Hundred Dollars) as set forth in
Attachment"B," unless the CITY has given specific advance approval in writing.
5. TIME FOR PERFORMANCE. Consultant shall not perform any work under this
Agreement until (a) Consultant furnishes proof of insurance as required under
Paragraph "8" of this Agreement. All services required by Consultant under this
Agreement shall be completed on or before the end of the term of the
Agreement.
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6. DESIGNATED.REPRESENTATIVE. Consultant hereby designates Elizabeth M.
Kiley, as the Consultant Representative, and said Representative shall be
responsible for job performance, negotiations, contractual matters,and
coordination.with the City. Consultant's professional services shall be actually
performed by, or shall be immediately supervised by, the Consultant
Representative.
7. . HOLD HARMLESS; INDEMNIFICATION. Consultant hereby agrees to protect,
indemnify and hold City and its employees, officers and servants free and
harmless from any and all losses, claims, liens, demands and causes of action
for personal injury, death, or tangible property damage (including property of the
.City) including, but not limited to, the amounts of judgment, interests, court costs,
legal fees and.other expenses incurred by the'City arising in favor of any party,
including-claims, liens, debts, personal injuries, including employees of the City
and without limitation by enumeration,.occurring or arising directly out of the
negligent acts, recklessness or willful misconduct of Consultant in the
performance of its services under this Agreement. This provision is not intended
to create any cause of action in favor of any third party against Consultant, or the
City or to enlarge in any way"the Consultant's liability but is intended solely to
provide for indemnification of the City for liability for damages or injuries to third
persons or property arising from Consultant's negligent performance hereunder.
8. INSURANCE. Consultant shall procure.and maintain at all times during the term
of this Agreement insurance as set forth in Exhibit "C" attached hereto. Proof of
insurance shall consist of a Certificate of Insurance provided on IOS-CGL form
No. CG 0001 II 85 or 88 executed by Consultant's insurer and in a form approved
by, the City's City Attorney and City's Legal Counsel.
.9. LICENSES, PERMITS, AND FEES. Consultant shall obtain a City of Grand
Terrace Business License and any and all other permits and licenses required for
the services to be performed under this Agreement.
10. INDEPENDENT CONTRACTOR STATUS. City and Consultant agree that.
Consultant, in performing the Services herein specified, shall act as an
independent Contractor and shall have control of all work and the manner in
which it is performed. Consultant shall be free to contract for similar services to
be performed for other entities while under contract with City. Consultant is not
an agent or employee of City and is not entitled to participate in any pension
plan, insurance, bonus or similar benefits City provides for its employees.
Consultant shall be responsible to pay and hold City harmless from any and all
payroll and other taxes and interest thereon and penalties, therefore, which may
become due as a result of services performed hereunder.
11. ASSIGNMENT. This Agreement is for the specific services with Consultant as set
forth herein. Any attempt by Consultant to assign the benefits or burdens of this
Agreement without written approval of City is prohibited and shall be null and
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void; except that Consultant may assign payments due under this Agreement to
a financial institution.
12. STANDARD. Consultant agrees that the services to be rendered pursuant to this
Agreement shall be performed in accordance with the standards customarily
provided by an experienced and competent professional organization rendering
the same or similar services. Consultant shall re-perform any of said services,
which are not in conformity with standards as determined by the City.
13. CONFIDENTIALITY. Consultant covenants that all data, documents, discussion,
or other information developed or received by Consultant or provided for
performance of this Agreement-are deemed confidential and shall not be
disclosed by Consultant without written authorization by City. City shall grant'
such authorization if disclosure is required by law. All City data shall be returned.
to City upon the termination of this Agreement, provided that Consultant may
.retain copies for legal or archival purposes. Consultant's covenant under this
Section shall survive the termination of this Agreement. The obligations of this
Section shall not apply to.information (i) publicly available through no breach of
this Section by Consultant, (ii) obtained by Consultant from another source
without any obligation of confidentiality to City, or (iii) independently developed by
Consultant without use or reference to the information developed or received
hereunder.
14. RECORDS AND INSPECTIONS. Consultant shall maintain full and accurate ,
records with respect to all services and matters covered under this Agreement.
City shall have free access at all reasonable times to such records, and the right
to examine and audit the same and to make transcripts therefrom, and to inspect
all program data, documents, proceedings and activities. Consultant shall
maintain an-up-to-date list of key personnel and telephone numbers for
emergency contact after normal business hours.
15'. OWNERSHIP OF CONSULTANT'S WORK PRODUCT. All reports, documents,
all analysis, computations, plans, correspondence, data, information, computer
media, including disks or other written material developed and/or gathered by
Consultant in the performance of this Agreement may be used by City for its
internal business purposes. Such Material shall not be the subject of a copyright
application by Consultant. Any re-use by City of any such materials on any
project other than the project for which they were prepared shall be at the sole
risk of City unless City compensate Consultant for such use. Such work product
shall be transmitted to City within ten (10) days after a written request therefore.
Consultant-may retain copies of such products.
16. NOTICES. All notices given or required to be given pursuant to this Agreement
shall be in writing and may be given by personal delivery or by mail. Notice sent
by mail-shall be addressed as follows:
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City: G. Harold Duffey, City Manager
City of Grand Terrace
22795 Barton Road
Grand Terrace, Ca 92313
Consultant:- Elizabeth M. Kiley, MAI, AI-GRS
Kiley Company Real Estate Appraisers
2151 Michelson Drive, Suite 205
Irvine, CA 92660
If the.name of the principal representative designated to receive the notices,
demands or communications, or the address of such person, is-changed, written
notice shall be given within five (5) working days of said changes
17. TAXPAYER IDENTIFICATION NUMBER. Consultant shall provide City with a
complete Request for Taxpayer Identification Number and Certification, ,Form W-
9, as issued by the Internal Revenue Service.
18: APPLICABLE LAWS, CODES AND REGULATIONS. Consultant shall perform all
services described in accordance with all applicable laws, codes and regulations
required by all authorities having jurisdiction over,the Services. Consultant
agrees to comply with.prevailing wage requirements as specified in the California
Labor Code, Sections 1770, et seq.
19. RIGHT TO UTILIZE OTHERS. City reserves the right to utilize others to perform
work similar to the Services provided hereunder.
20. BENEFITS. Consultant will not be eligible for any paid benefits for federal, social
security, state workers' compensation, unemployment insurance, professional
insurance, medical/dental, retirement PERS or fringe-benefits offered,by the City
of Grand Terrace.
21. PERS ELIGIBILITY.INDEMNITY. In the event that Consultant or any employee,
agent, or subcontractor of Consultant providing services under this Agreement
claims or is determined by a court of competent jurisdiction or the California
Public Employees Retirement System ("PERS") to be eligible for enrollment in
PERS as an.employee of the City, Consultant shall indemnify, defend, and hold
harmless.City for the payment of any employee and/or employer contributions for
PERS benefits on behalf of Consultant or its employees,.agents, or
subcontractors, as well as for the payment of any penalties and interest on such
contributions, which would otherwise be the responsibility'of City..
Notwithstanding any other agency, state or federal policy, rule, regulation, law or
ordinance to the contrary, Consultant and any of its employees, agents, and
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subcontractors providing service under this Agreement shall not qualify for or
become entitled to,_and hereby agree to waive any claims to, any compensation,
benefit, or any incident of employment by City, including but not limited to
eligibility to enroll in PERS as an employee of City and entitlement to any
contribution to be paid by City for employer contribution and/or employee
contributions for PERS benefits.
22. TRAVEL EXPENSES. Any reimbursement expenses must be pre-authorized and
shall be based upon'the approved rates of the San Bernardino County Auditor-
Controller.
23. CONFLICT OF INTEREST. Consultant agrees that any conflict or potential
conflict.of interest shall be fully disclosed prior to execution of contract and
Consultant shall comply with all applicable federal, state and county laws'and
regulations governing conflict of interest.
24. ECONOMIC INTEREST STATEMENT. Consultant hereby acknowledges that
pursuant to Government Code Section 87300 and the Conflict of Interest Code
adopted by City hereunder, Consultant is designated in said Conflict of Interest
Code and is therefore required to file an Economic Interest Statement (Form 700)
with the City Clerk, for each employee providing advise under this Agreement,
prior to the commencement of work.
25. POLITICAL ACTIVITY/LOBBYING CERTIFICATION. Consultant may not
conduct any activity, including any payment to any person, officer, or employee
of any governmental agency or body or member of Congress in connection with
the awarding of any federal contract, grant, loan, intended to influence legislation,.
.administrative rulemaking or the election of candidates for public office during
time compensated under the representation that such activity is being performed
as a part of this Agreement.
26. NON-DISCRIMINATION. In the performance of this Agreement, Consultant shall
not discriminate against any employee, subcontractor, or applicant for
employment because of race, color, creed, religion, sex, marital status, national
origin, ancestry, age physical or mental handicap, medical condition, or sexual
orientation. Consultant will take affirmative action to ensure that subcontractors
and applicants are employed, and that employees are treated during
employment, without regard to their race, color, creed, religion, sex, marital
status, national origin, ancestry, age, physical or mental handicap, medical.
condition, or sexual orientation.
27. AUDIT OR EXAMINATION. Consultant shall keep all records of funds received
from City and make them accessible for audit or examination for a period of three
years after final payments are issued and other pending matters.
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28. MODIFICATION OF AGREEMENT. This Agreement may not be modified, nor
may any of the terms, provisions or conditions be modified or waived or
otherwise affected, except by a written amendment signed by all parties.
29. WAIVER. If at any time one party shall waive any term, provision or condition of
this Agreement, either before or after any breach thereof, no party shall
thereafter be deemed to have consented to any future failure of full performance
hereunder.
30. COVENANTS AND CONDITIONS. Each term and each provision of this
Agreement to be performed by Consultant shall be construed to be both a
covenant and a condition.
31. RIGHT TO TERMINATE. City may terminate this Agreement at any time, with or
without cause, in its sale discretion, with thirty (30) days written notice.
32. EFFECT OF TERMINATION. Upon termination as stated in Paragraph "31" of
this Agreement, City shall be liable to Consultant only for work performed by
Consultant up to and including the date of termination of this Agreement, unless
the termination is for cause, in which event Consultant need be compensated .
only to the extent required by law. Consultant shall be entitled.to payment for
work satisfactorily completed to date, based on proration of the monthly fees set
forth in Exhibit "B" attached hereto. Such payment will be subject to City's receipt
of a close-out billing. .
33. GOVERNING LAW. This Agreement shall be governed by and construed in
accordance with laws of the State of California. In the event of litigation between
the parties, venue in state trial courts shall lie exclusively in the County of San
Bernardino. In the event of litigation in a U.S. District Court, exclusive venue shall
lie in the Central District of California.
34. LITIGATION FEES. Should litigation arise out of this Agreement for the
performance thereof, the court shall award costs and expenses, including
attorney's fees, to the prevailing party. In awarding attorney's fees, the court shall
not be bound by any court fee schedule but shall award the full amount of costs,
expenses and attorney's fees paid and/or incurred in good faith. "Prevailing
Party" shall mean the party that obtains a favorable and final judgment or order
from a court of law described in paragraph "33." This paragraph shall not apply
and litigation fees shall not be awarded based on an order or otherwise final,
judgment that results from the parties' mutual settlement,-arbitration, or mediation
of the dispute.
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35. SEVERABILITY. If any provision of this agreement is held by.a court of
competent jurisdiction to be invalid, void or unenforceable, the remaining
.provisions nevertheless will continue in full force and effect without being
impaired or invalidated in any way.
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36. FORCE MAJEURE. The respective duties and obligations of the parties
hereunder shall be suspended while'and so long as performance hereto is
prevented or impeded by strikes, disturbances, riots, fire, severe weather,
government action, war acts, acts of God, or any other cause similar or dissimilar
to the foregoing which are beyond the control of the party from whom the
affected performance was due.
37. INTEGRATED AGREEMENT. This Agreement, together with Exhibits "A, "B
and "C" supersede any and all other agreements, either oral or in writing,
between the parties with respect to the subject matter herein. Each party to this
Agreement acknowledges that no representation by any party; which is not
embodied herein, nor any other agreement; statement or promise not contained
in this Agreement shall be valid and binding. Any modification of the Agreement
shall be effective only if it is in writing and signed by all parties.
38'. EFFECTIVE DATE. The effective date of this Agreement is the date the Notice to
Proceed is received by Consultant and shall remain in full force and effect until
amended or terminated.
39. LIMITATION OF LIABILITY. IN NO EVENT SHALL EITHER PARTY OR ANY OF
ITS AFFILIATE, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR
CONTRACTORS BE LIABLE TO THE OTHER, WHETHER BASED IN
CONTRACT, WARRANTY, INDEMNITY, NEGLIGENCE, STRICT LIABILITY OR
OTHER TORT OR OTHERWISE, FOR ANY SPECIAL, CONSEQUENTIAL,
PUNITIVE, INCIDENTAL OR INDIRECT DAMAGES, AND AGGREGATE
DAMAGES IN CONNECTION WITH THIS AGREEMENT FOR EITHER PARTY
(EXCLUDING THE OBLIGATION TO PAY THE FEES REQUIRED
HEREUNDER) SHALL NOT EXCEED THE SUM OF ONE MILLION DOLLARS
($1,00.0,000). THIS LIABILITY LIMITATION SHALL NOT APPLY IN THE
EVENT OF A FINAL FINDING BY AN ARBITRATOR OR A COURT OF
COMPETENT JURISDICTION THAT SUCH LIABILITY IS THE RESULT OF A
PARTY'S FRAUD OR WILLFUL MISCONDUCT.
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"CITY"
Dated: 8/6/2018 By:
XtY, old Duff anagEOF
"CONSULTANT"
C
Dated: 8/1/2018 By:
Elizabeth M. Kiley, MAI, AI-GRS
Kiley Company
Real Estate Appraisers
APPROVED AS TO FORM
Richard L. dams II
City Attorney
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EXHIBIT "A"
SCOPE OF SERVICES
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KiLEYComPANY
REAL ESTATE APPRAISERS
Celebrating Over 20 Years
July 20, 2018
Ms. Sandra Molina Via Email: smolina@grandterrace-ca.gov
Planning and Development Services Director
City of Grand Terrace
22795 Barton Road
Grand Terrace, CA 92313
Re: RFP Blue Mountain Public access easement, Appraisal of the vacant land identified as
APN:1178-061-02-0000, 1178-191-04=0000 and 1178-251-15-0000
Dear Ms. Molina:
At your-request, we are submitting this proposal ,for the appraisal of the fee simple
interest of the land owned by the Dennis W. Kidd Trust which may be used fora portion of the
proposed Blue Mountain Trail Link and Trail. The parcels indicated include 1178-061-02-0000,
1178-191-04-0000 and 1178-251-15-0000. Assessor parcel No. 117&191-02-0000 while not a
part of the trail maybe a part of the larger parcel, which_ will be determined during this
assignment.
The purpose of the appraisal is to provide an opinion of the'market value of the fee
simple interest if the larger parcel in connection with possible compensation.for a proposed
public access easement. The size and exact location of the easement area is not yet finalized,
as such the scope of the assignment will include an opinion of the fee value of the land and
the appropriate compensation for trail-use on a percentage basis. The client can then apply
this on a per foot basis to the final area of the easement when it is determined.
We will undertake this assignment and provide you with the appraisal report within
approximately 30 days from the date of authorization. The date of authorization will be the
date that we receive a signed copy of this letter along with the documents requested.
The fee for the appraisal report will be Three Thousand Five Hundred Dollars ($3,500).
Payment is due and payable on delivery of the final report or within thirty (30) days of your
receipt of our draft report, whichever is sooner. If a draft report is requested for review
purposes, the fee is considered earned on delivery of our draft report.
2151 Michelson Drive,Suite 205.Irvine,CA 92612
714-665-6515 M Email: bkiley cr thekileyco-com l
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City of Grand Terrace
July 20, 2018
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The report will be prepared in a format that will be in compliance with the guidelines
set forth by the Uniform Standards of Professional Appraisal Practice (USPAP) and Uniform
Appraisal Standard for _Federal Land Acquisitions (UASFLA). We agree to take no other
employment which.would be in conflict with this assignment. No warranties, guarantees, or
assurances of any kind are expressed or implied and we assume no liability in connection with
this appraisal.
This proposal, or the acceptance of this proposal, is not contingent on, or related to,
any anticipated value conclusions. The fee will have been earned in full on delivery of the
completed appraisal report. Report revision or amendment, other than those required due to
our error, shall be prepared at our current hourly rate in addition to the original fee. Any
additional copies of the completed reports, other than the two copies currently agreed upon,
shall be made available at an additional cost of$75 per copy.
If for any reason you wish to cancel this assignment, please do so in writing. We shall
be compensated at our current hourly rate for the time we have spent on the assignment prior
to the date we receive such notification. Our hourly rate for calendar year 2018 is $250 for
appraisal and $450 for court-related meetings and expert witness testimony.
Thank you for the opportunity to present thig proposal for your consideration. If the
proposal meets with your approval, please sign for written authorization. The attached
agreement should be signed by an authorized representative of your company or the person(s)
responsible for the payment of this contract and returned to our office.
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Thank you for considering the Kiley Company. We look forward to the possibility of
working with you. Please feel free to contact me if you have any questions.
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Sincerely,
Elizabeth M. Kiley, MAI,AI-GRS
Certified General Real Estate Appraiser
Certificate No.AG005391
Expiration Date:April 13, 2020
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City of Grand Terrace "
July 20, 2018
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Appraisal/Consultation Agreement Authorization
I hereby agree,to the terms and conditions of this Appraisal/Consultation Agreement,
as detailed on this and the preceding two pages, as submitted by Elizabeth M. Kiley, MAI, AI-
GRS, Kiley Company.
Signature Date
Title
Company Name
j
Street Address
City, State, Zip
Area Code and Phone Number
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EXHIBIT "B"
SCHEDULE OF COMPENSATION
I. AMOUNT OF COMPENSATION. For performing and completing all services
pursuant to Exhibit "A" Scope.of Services, is ajotal amount not to exceed a fixed
fee of$3,500.00 (Three Thousand Five Hundred Dollars).
II. BILLING. At the end of each calendar month in which services are performed or
expenses are incurred under this Agreement, Consultant shall submit an invoice
to the City at the following address:
City of Grand Terrace
22795 Barton Road
Grand Terrace, Ca 92313 .
The invoice submitted pursuant to this paragraph shall show the:
1) Purchase order number;
2) Project name/description;
3) Name and hours worked by each person who performed services during
the billing period;
4) The title/classification under which they-were billed;
5) The hourly rate of pay;
6). Actual out-of-pocket expenses incurred in the performance of services;
and,
7) Other such information as the City may reasonably require.
III. METHOD OF PAYMENT. Payment to Consultant for the compensation
specified in Section I, above, shall be made after the Executive Director or
designee determines that the billing submitted pursuant to Section II, above,
accurately reflects work satisfactorily performed. City shall pay Consultant
within thirty,(30) days there from.
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EXHIBIT "C"
The Consultant shall maintain throughout the duration of the term of the Agreement,
liability insurance covering the Consultant and, with the,exception of Professional
Liability Insurance and workers compensation, designating City and City including its
elected or appointed officials, directors, officers, agents, employees, volunteers, or
consultants, as additional insured against any and all claims resulting in injury or
damage to persons or property (both real and personal) for acts attributable to
consultants negligence. It shall be stated, in the Additional Insured Endorsement, that
the Consultant's insurance policies shall be primary as respects any claims attributable
to consultant's negligence. Any insurance, pooled coverage, or self-insurance
maintained by the City and City, its elected or appointed officials, directors, officers,
agents, employees, volunteers, orconsultants shall be non-contributory.
Professional Liability Insurance .$1,000,000/$2,000,000
General Liability:
a. General Aggregate $2,000,000
b. Products Comp/Op Aggregate $2,000,000
C. Personal &Advertising Injury $1,000,000
d. Each Occurrence $1,000,000
e.. Fire Damage (any one fire) $ 50,000
f. Medical Expense (any one person) $ 5,000
Workers' Compensation:
a. Workers' Compensation Statutory Limits
b. EL Each Accident $1,000,000
C. EL Disease - Policy Limit $1,000,000
d. EL Disease -.Each Employee $1,000,000
Automobile Liability
a. Any vehicle, combined single limit $1,000,000
The Consultant shall provide thirty (30) days advance notice to City in the event of
material changes or cancellation of any coverage. Certificates of insurance and
additional insured endorsements shall be furnished to City prior to the effective date of
this Agreement. Refusal to submit such certificates shall constitute a material breach of
this Agreement entitling City to any and all remedies at law or in equity, including
termination of this Agreement. If proof of insurance required under this Agreement.is
not delivered as required or if such insurance is canceled and not adequately replaced,
City shall have the right but not the duty-to obtain replacement insurance and to charge
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the Consultant for any premium due for such coverage. City has the option to deduct '
any such premium from the sums due to the Consultant.
Insurance is to be placed with insurers authorized and admitted to write insurance in
California and with a current A.M. best's rating of A-:VII or better. Acceptance of
insurance from a carrier with a rating lower than A-:VII is subject to approval by City 's
Risk Manager. Consultant shall immediately advise City of any litigation that may affect
these insurance policies.
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• City of Grand Terrace
Inter-departmental Memorandum
k Planning and Development Services Department
(909) 824-6621
DATE: August 3, 2018
TO: G. Harold Duffey, City Manager
City Manager's Office
FROM: Sandra Molina, Director rf-__
Planning and Development Services Department
SUBJECT: Appraisal Services for Blue Mountain Trail
-This memo is offered in support of appraisal services for the Blue Mountain Trail,
by Kiley Company Real Estate Appraisers.
The City's Purchasing Procedures for open market purchases ($500 to $10,000)
require that three informal price:quotes be. obtained. However, the Purchasing Policy allows
the City Manager to waive the competitive selection process when it is in the best interest of
the City.
The City has been awarded a California. HCF Grant to construct a parking lot,
and trailhead on City-owned property, and to construct a trail across privately-owned
property, owned by.Denis Kidd. Denis Kidd has agreed to provide the City a public
easement across .his property along the trail and existing access road but has
expressed that he wishes to have the City purchase an easement across the trail. The
City Manager has committed to Mr. Kidd to have the value trail easement appraised but
has not committed,to any purchase.
It is In the best interest of the City to waive the competitive selection.process
because Kiley Company is qualified in appraisal of land for public agencies, including
appraisals of public easements.
Should you have any questions or require additional information, please do not
hesitate to contact me at x225. Thank you for your consideration.-
Approved: _ Date: 8/3/2018
City/Mf ager T Harold Duffey