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HomeMy WebLinkAboutC06-368 Agreement for Professional Appraisal Services for Parcel's 105 and 105R As requested by the Colorado Deparbnent of Transportation (COOT) This Agreement for Professional Appraisal Services dated as of V ~ r &Uvb-d/' ~. ~(p 2006, is between Eagle County, a body corporate and politic, by and through its Board of County Commissioners ("County") and J.S. Lengel and Associates, Inc., ("Consultant"). Recitals WHEREAS, the purpose/intent of this Agreement is to provide Professional Appraisal Services requested by COOT by notice CRS 38-1-121. WHEREAS, the Consultant has submitted to County a Proposal for performing the work (further defined in Section 1) and represented that is has the expertise and personnel necessary to properly and timely perform the work; and WHEREAS, Consultant and County intend by this Agreement to set forth the scope of the responsibilities of the Consultant in connection with the work and related terms and conditions to govern the relationship between the Consultant and County in connection with the work. NOW, THEREFORE, for good and valuable consideration, including the conditions set forth herein, the parties agree to the following: I. Agreement: Appraisal and Summary Appraisal Report of approximately 35 acres of vacant land split by Cooley Mesa Road, owned by Eagle County Government and located in Tract 53, Section 2, Township 5 South, Range 85 West of the 6th P.M. in the town of Gypsum, Eagle County, Colorado; and the parcels to be acquired there from by the Colorado Department of Transportation consisting of approximately 5.468 acres and designated as Parcels 105 and 105R on the Plan Sheets prepared by COOT. The appraisal and analyses shall be prepared for Eagle County - the Board of Commissioners, employees and legal counsel; the Colorado Department of Transportation; attorneys with the State of Colorado Attorney General's Office; and the Federal Highway Administration. The appraisal is for Eagle County's use in negotiating a settlement with the Colorado Department of Transportation for the acquisition of the noted 5.468 acres. Eagle County shall obtain written authorization from consultant before releasing the reports to any third party(s) not involved in the above noted situation. The purpose of the appraisal is to provide an opinion of the compensation for the reasonable market value of the property actually taken; compensable damages, if any to the residue; and specific benefits, if any, to the residue. The legal property appraised will be the fee simple estate. C:\Documents and SettingsU. S. lengel\local SeUings\Temporary Internet Files\Content.IE5\ODUJWHE7\AgreemenCfor_Professionat_ApPlaisaLSenrices_for_pan:eI[2~doc @1) , Page 1 of 10 01"\L '<l ~~... u"\ Neither the employment or compensation of Consultant will in any way be contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the c1ient(s), the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal. The value estimate will be reached without collaboration or compulsion. The appraisal reports - prepared in conformance with Standards rule 2-2(b) - and the appraisal assignment will be prepared in conformance with the Uniform Standards of Professional Appraisal Practice. It is anticipated that the appraisal assignment and Summary Appraisal Report will be completed on or before January 14th, 2007 with prompt acceptance of this engagement letter - every effort will be made to complete the assignment and reports as quickly as possible; however, no assurance of early completion can be made. Consultant agrees to complete the appraisals in this time if receipt of relevant information is received in a timely manner needed for the preparation of the appraisal assignment and reports that Consultant may request at a later date. The Consultant will furnish four copies of the Summary Appraisal report. Consultant fee for appraisal assignment and associated appraisal report of the property will be $5,000. The appraisal fee includes the cost of certain expenses that may be incurred in the preparation of the assignment and the reports. Although none are anticipated for this assignment, the fee does not include the costs for other professionals, such as title agents, planners, attorneys, etc. who may be necessary for the project. Should Consultant deem it necessary to retain other professionals, the County's prior approval will be requested. These professionals are to be retained and compensated by the County. An hourly rate of $130.00 will be charged for work outside the scope of the appraisal. If the County as the designated agent, prior to completion of the assignments and reports, cancel the appraisal assignment, the same hourly rte will apply for the work completed previous to the cancellation. Conference with the County, any of the other owners of the property, other legal counsel; depositions; and expert witness testimony will also be at the hourly rate of $130.00. An invoice for the entire appraisal fee witt be submitted upon completion of the appraisal assignment and reports. Any additional fees, for work outside the scope of the noted appraisal assignment and report, will be invoiced upon completion. II. Consultant's Performance: Consultant shall be responsible for the completeness and accuracy of the work, supporting data and other documents prepared or compiled in performance of the work, and shall correct, at its sole expense, all significant errors and omissions therein. The fact that the County has accepted or approved Consultant's Work shall not relieve Consultant of any of its responsibilities. Consultant shall perform C:\Documents and SettingsU. S. Lengel\Local Settings\Temporary Internet Files\Content.IE5\ODUJWHE7\AgreemenUoCProfessionaLAppraisaLServices_for_ParceI[2}.doc ~ ( Page 2 of 10 the work in a skillful, professional, and competent manner and in accordance with the standards of care, skill and diligence applicable to Engineers, as the case may be with respect to similar work. III. Time of Performance: Consultant shall commence the work within ten (10) business days after the date of this Agreement. All work shall be completed not later than January 14th, 2007 unless approved by change order to this contract. IV. Compensation and Payment: In consideration of its performance of the scope of work, Consultant shall be paid monthly based on percent of completion by task and direct expenses at cost. The total fee is $6,000.00. Payment shaH be made in accordance with the following: a. Consultant shall submit to County monthly invoices of the time spent and expenses incurred during the previous calendar month. b. The professional fees and reimbursable expenses shall be due and payable within thirty (30) days after submittal by Consultant, together with submission of any required clarification and documentation. c. Hourly rates shall be provided in the cost proposal included herein and detailed in Paragraph 1. d. The parties hereto recognize that the Scope of the Work may change. When Consultant believes that the Scope of the Work has been changed or that by reason of a decision of County, it will be required to redo properly completed work, Consultant shall immediately advise County of such belief and shall also provide a statement of the maximum additional charges for such work. Consultant shall not be entitled to be paid for any such additional work unless and until County agrees in writing that the Scope of the Work has changed and accepts the statement of the maximum additional charges. e. Consultant shall maintain comprehensive, complete and accurate records and accounts of its performance relating to this Agreement for a period of three (3) years following final payment hereunder, which period shaD be extended at County's reasonable request. County shall have the right within such period to inspect such books, records and documents upon demand, with reasonable notice and at a reasonable time, for the purpose of determining, in accordance with acceptable accounting and auditing standards, compliance with the requirements of this Agreement and the law. f. Additional services, if required beyond the Scope of the Work. shall be separately negotiated and agreed to in writing by both the County and Consultant prior to the Consultarlt performing the additional service. V. Project Management: Jon Lengel shaH be designated as Consultant's Project Manager for the work. Tom Johnson, Eagle County, shall be County's Project Manager responsible for this Agreement All correspondence between the parties hereto regarding this project shall be between and among the project managers. Either party may designate a different project manager by notice in writing. C:\Documents and Settingsu. s.1..engeN..ocat Settings\Temporary Internet FiIes\Content lE5rotJ.M1HE7\Agreementjor _ProfessionaI_AppraiSaf_ SetvlCes_for_Parce(2}.doC ~. VI. Independent Consultant It is expressly acknowledged and understood by the parties hereto that nothing contained in this Agreement shall result in, or be construed as establishing, an employment relationship. Consultant shall be, and shall perform as, an independent Consultant. No a.gent, employee, or servant of Consuttant shaD be, or shall be deemed to be, the employee, agent or servant of County. Consuttant shall be solely and entirely responsible for its acts and for the acts of Consultant's agents, employees, servants and subcontractors during the performance of this Agreement. VII. Personnel: Consultant understands and hereby acknowledges that County is relying primarity upon the expertise and personal abilities of Jon Lengel. This Agreement is conditioned upon the continuing direct personal involvement of said personnel in the work. County understands that other employees will be working on portions of the work; however, these employees shalf be under the direct supervision of said personnel at afl times. In the event that said personnel is unable to remsm invofved in the work, Consultant shaff immediately notify County and County shalf have the option to terminate this Agreement VIII. Ownership of Documents: All documents which are obtained during or prepared in this performance of the work are copyrighted and shall remain the property of the County, shall be so designated on the face of the document, and are to be delivered to County's Project Manager before final payment is made to Consultant or upon earlier termination of this Agreement. IX. Confidentiality: Consultant acknowledges that is may receive confidential information from County for use in connection with its performance of the work. Consultant further acknowtedges that it may in the performance of the work develop information, including facts, data, and opinions, which are, or in County's judgment should be, confidential or rmited in terms of dissemination. ConsuJtant shall take all precautions necessary to maintain and protect the confidentiality of any such information and to ensure that it shall be used only for the purposes of the work. All facts, data, and opinions developed by Consultant in the course of its performance of the wort< shalt be deemed to belong to County and no such facts, data or opinions shall be disseminated to anyone for any purpose without County~s express written consent Upon completion of the work, Consultant shall return to County aU materiaf it sUpplied to Consultant in connection with the performance of the work. X. No Assignment: The parties to this Agreement recognize that the SBfVicE:S to bH provided pursuant to this Agreel'n€nt are professionar WI nature and that in entering info this Agreement. County is relying upon their personal services and reputation of Consultant. Therefore, Consultant may not assign its interest in 1he Agreement, including assignment of any rights or delegation of any obligations provided therein, without the prior written consent of County, which consent County may withhold in its sole discretion. Except as so provided, this Agreement shaH be binding on and inure to the b(~fK3fjt of the parties hereto I and their r~ successors and assigns. and shaH not be deemed to be for the benefit of the parti(ls hereto, and their respective C\Doctimentl; aoo Settil1g$\.I. s. LeogeAl.ocal Setting5\Temporary Intemet Fiknl\\Aflt,)rltt[{i\i)r)(jJWHi-=:T~\1ellU~_Pr~~_~_fot_~doc ~ successors and assigns, and shalt not be deemed to be for the benefit of or enforceable by any third party. Unless speciftcally stated to the contrary in any written consent to any assignment, no assignment wi" release or discharge the assignor from any duty or responsibility under the Agreement. XI. Conflicts of Interest Neither Consultant nor its subcontractors, nor any of their respective principals, offICers, employees, or agents shall, at any time during the term of this Agreement and continuing through three (3) months following completion of the work, perform consulting work which would constitute a conflict of interest, including but not limited to work on behatf of persons owning property within the area which is the subject of the work. By acceptance of this Agreement, Consultant represents and warrants that any and aU of its professional representations and associations, and those of its subcontractors and of their respective principals, officers, employees and agents, direct or indirect, which would conflict in any manner or degree with the professional and impartial performance of services required under this Agreement have been terminate. XII. Notices: Any notice and all written communications required under this Agreement shall be given by personal delivery, courier delivery, and facsimile transmission together with a "hard copy" by United States mail, or first class mail, to the appropriate party at the following addresses: Consultant J.S. Lengel and Associates, Inc. P.O. Box 2082 Eagle, CO 81631 - 2082 Phone: 970-328-7337 Fax: 970-328-7327 County Eagle County Facilities Management P.O. Box 850 590 Broadway Eagle, CO 81631 Phone: 970-328-8880 Fax: 970-328-8899 Notice shall be deemed given on the first to occur of delivery, transmission by facsimile (if transmitted during customary business hours, or the following business day if not), or three (3) calendar days after deposit in the mails, as applicable. XIII. Miscellaneous: a. Consultant shall not discriminate against any employee or applicant for employment to be employed in the performance of this Agreement on the basis of race, color, religion, national origin, sex, ancestry, physical handicap, age, political affiliation, or family responsibility. Consultant shall require all subcontractors to agree to the provisions of this subparagraph. C:\Documents and Settings\.!. S.lengel\local Settings\Temporary Internet FiIes\ContentIE5\OOUJWHE7\AgreemenUOl"_ProfessionaLAppraisaU>ervK:es_for_Parcel[2}.doc /Ix ~ b. The making, execution and delivery of this Agreement by the parties hereto has not been induced by any prior or contemporaneous representation, statement, warranty or agreement as to any matter other than those herein expressed. This agreement embodies the entire understanding and agreement of the parties. and there are no further or other agreements or understandings, written or oral. in effect between them relating to the subject matter hereof. This Agreement may not be amended, including by any modification of, deletion from or addition to the Scope of the Work, except by a written document of equal formality executed by both parties hereto. c. This Agreement shall be governed by and construed in accordance with the laws of the State of Colorado, without reference to choice of law rules. The parties agree that venue in any action to enforce or interpret this Agreement shall be in the District Court in the 5th District for the State of Colorado. d. This Agreement does not and shan not be deemed to confer upon or grant to any third party any right enforceable at law or equity arising out of any term, covenant, or condition herein or the breach thereof. XIV. Budget/Appropriation: Notwithstanding anything to the contrary contained in this Agreement, County shall have no obligations under this Agreement, nor shall any payment be made to Consultant in respect of any period after any December 31 st of each calendar year during the term of this Agreement, without an appropriation therefore by the County in accordance with a budget adopted by the Board of County Commissioners in compliance with the provisions of Article 25 of Title 30 of the Colorado Revised Statutes, the local Government Budget law (C.RS. 29-1-101 et seq.), and the TABOR Amendment (Constitution, Article X, Sec. 20). xv. Prohibitions on Public Contract for Services: a. The Contractor shall not knowingly employ or contract with an illegal alien to perform work under the public contract for services; or enter into a contract with a subcontractor that fails to certify to the contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under the public contract services. b. The Contractor shall verify or attempt to verify through participation in the Basic Pilot Verification program, as administered by the United States Department of Homeland Security, that the Contractor does not employ any illegal aliens. If the Contractor is not accepted into the Basic Pilot Verification Program prior to entering into a pubtic contract for services, the contractor shall apply to participate in the Program every three months until the contractor is accepted or the public contract for services has been completed, whichever is earlier. Information on applying for the Basic Pilot Verification Program can be found at: https://www.vis-dhs.com\emploveereqistration c. The Contractor shall not use the Basic Pilot Verification Program procedures to undertake pre-employment screening of job applicants while the public contract for services is being performed. C:\Documents and Settings\J. S. LengeN.ocal Settings\Temporary Internet Fjles\Cootent.IE51ODU.NVHE7\AgreementjoU)rofessiona'-AppraisaLServices_for_Parce~2].doc a/ . // /' / 0 ," d. If the Contractor obtains actual knowledge that a Subcontractor performing work under the public contract for services knowingly employs or contracts with an illegal alien, the Contractor shall be required to: i. Notify the Subcontractor and the County within three days that the Contractor has actual knowtedge that the Subcontractor is employing or contracting with an illegal alien; and it Terminate the Subcontract with the Subcontractor if within three days of receiving the notice required pursuant to subparagraph (i) of the paragraph (d) the Subcontractor does not stop employing or contracting with the illegal alien; except that the Contractor shall not terminate the contract with the Subcontractor if during such three days the Subcontractor provides information to establish that the Subcontractor has not knowingly employed or contracted with an illegal alien. e. The Contractor shall comply with any reasonable request by the Department of Labor and Employment made in the course of an investigation that the department is undertaking pursuant to its authority. f. If a Contractor violates these prohibitions, the County may terminate the contract for a breach of the contract. If the contract is so terminated, the Contractor shall be liable for actual and consequential damages to the County . XVI. General Conditions a. Consultant shall provide and pay for labor, materials, equipment, tools, utilities, permits, licenses, transportation, and other facilities and services necessary for proper execution and completion of the work. b. Consultant shaH be responsible for having taken steps reasonabty necessary to ascertain the nature and location of the work, and the general and local conditions which can affect the work or the cost thereof. Any failure by Consultant to do so will not relieve him from responsibility for successfully performing the work without additionat expense to the County. County assumes no responsibility for understanding or representations concerning conditions made by and of its officers, employees or agents prior to the execution of this Agreement. unless such understanding or representations are expressly stated in the Agreement. c. Consultant shafl supervise and direct the work, using Consultant's best skill and attention. Consultant shall be solely responsible for coordinating all portions of the work. d. Consultant, as soon as practicable, shalt furnish in writing to the County the names of subcontractors and supptiers for each portion of the work. e. No charge shall be made by Consultant for hindrances or delays from any cause whatever during the progress of any portion of the work. unless such hindrance or delay is caused in whole or in part by acts or omissions within the control of County. In any event County may grant an extension of time for the completion of the work. provided it is satisfied that delays or hindrances C:\Oocuments and Set!ingsV. S, l.erlgeN..ccaI Settings\T~ Irttemet FileslContent.lE5\ODUJWHEMgreemeoU'oc Profess:iooeI_AppfaJsaj:~~_for _Pareelt2:j.doc ii2 were due to causes outside Consultanfs control, e.g.. weather. or to acts of omission or commission by the County, provided that such extensions of time shall in no instance exceed the time actually lost to Consuttant by reason of such causes, and provided further that Consultant shall have given County immediate (as determined by the circumstances. but not exceeding 48 hours) notice in writing of the cause of the detention or delay. t Consultant warrants to County that the work will conform to the requirements of the Agreement. g. Consultant shall comply with and give notices required by all federal, state and local laws, statutes, ordinances, building codes, rules and regulations applicable to the work. If the Consultant performs work kl'lO\fling it to be contrary to taws, statutes, ordinances, building codes, rules or regulations without notice to County, Consultant shall assume full responsibility for such work and shall bear the attributable costs. Consultant shalf promptly notify County in writing of any conflicts between the specifications for the work and such governmental laws, rules and regulations. h. Consultanfs Insurance: Consultant shaH purchase and maintain in a company or companies. to which County has no reasonable objection such insurance as win protect Consultant and County from claims which may arise out of or resuft from Consultant's operations under the Agreement. whether such operations be by himsetf or by any subcontractor or by anyone directfy Of indirectly employed by any of them, or by anyone for whose acts any of them may be liable. L After execution of the Agreement. changes in the work may be acromptished by Change Order or by order for a minor change in the work. County. without invalidating the Agreement, may order changes in the work within the general scope of the Agreement oonsisting of additions, deletions or other revisions. i. No Change Orders or other form of order or directive which requires additional compensable \VOrl( to be performed may be issued or be effective unless accompanied by a written assurance to the Coosultant that lawful appropriateness to cover the costs of the additional work have been made. II. A Change Orner shan be a wfftten order to t~ Consu(!tant signed by County to change the work. III. County may also order minor changes in the work not involving changes in the Contract Price Of the Contract time. Such changes shan lx3 W'f'itten orders and shail be written orders and shaft be binding on the Consultant aoo County. ConsuJtant shan carry out such written orders promptty. J. County may terminate this Agreement, in whofe or in part. for its convenience upon providing written notice. by delivery or by mail. to Consultant Upon such termination, County shan be liable only for work satisfactorily compfeted plOOf to the notice and for unavoidabfe expenses directly incurred for performance of those parts of the work which have not been satisfactorily completed, provided that, at its sole option, County may requite that Consuftant complete C:'lJocuments and Settifl9s\J. S. lefTgeI\Looal Settings~T~ 1rrfemet FiesICootenUE5IDOUJWHE7\AgreemenUof _ProfflsskmaU~.pprl!tl$&LS~k;l'J'tUorJ'arcelt21d<!c ~o particular tasks or subtasks on a time and reimbursable expenses basis as provided in paragraph 4 hereof. Upon termination Consultant shaU deliver to County aU photographs, drawings, illustrations, test. data. and other documents entirely or partially completed, together with all materials supplied to Consultant by County. payment wilt be due within thirty (30) days after Consultant has delivered the last of the partially completed documents, together with any records that may be required to determine the amount due. k. In the event of any conflict between the provisions of these Genera' Conditions and the Specifications or the Agreement. the terms of the Specifications or the Agreement as the case may be, shaft control. C:\Oocuments and Settingsu, S. Lengel\locaI Settings\Temporary Internet FiIes\ComentIE5rotJJWHE7\AgreemenUor_PtofessionaI_AppraisaL Services_for_Parce(2).doc Lid. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. COUNTY OF EAGLE, STATE OF COLORADO, By and Through It's BOARD OF COUNTY COMMISSIONERS ~~Gl.<: .' 0'( ~('oc. . ...., (h.Qi,4 \ c%. ATTEST 't; I h'" hJ ,"" . ", I )1U::;,J ! ""J ? ';". :....c...,. ". ~~ "\_ r, v." .:~ f' / ,. //" 1,,, \'!~.( . '.< . . >VL Y . ,;;7r1-~9~~~;'::'~~:~:;:'~/ Clerk to the Board of -~. County Commissioners BY:~~~~ Peter F. Runyon, C an engel and Associates, Inc. Title: Pr-~ s/d.ewf- STATE OF COLORADO } } ss: County of ~~ } The foregoing was acknowledged before me this~ day of vJ)~~006. bY~~ ~ MyC~Expims My commission expires: 04107/2009 G:\Contracts 2006-07\Agreement for Professional Appraisal Services for ParceLdoc Page 10 of 10