HomeMy WebLinkAboutC08-205CONSULTING AGREEMENT BETWEEN
EAGLE COUNTY AND ASSET VALUATION ADVISORS, LLP
This Consulting Agreement ("Agreement") dated as of this ~ day of 2008, is
between the County of Eagle, State of Colorado, a body corporate and p rtic, by d through its
Board of County Commissioners ("County"), and Asset Valuation Advisors, LLP, a consulting
firm with its principal place of business in Greenwood Village, Colorado, with a mailing address
of 5300 DTC Parkway, Suite 230, Greenwood Village, Colorado 80111 ("Consultant").
WHEREAS, the County is in need of a company to provide the services outlined in Section 1.1
hereunder: and
WHEREAS, Consultant has represented that it has the experience and knowledge in the subject
matter necessary to carry out the services outlined in Section 1.1 hereunder; and
WHEREAS, County wishes to hire Consultant to perform the tasks associated with such services
outlined in Section 1.1 hereunder; and
WHEREAS, County and Consultant intend by this Agreement to set forth the scope of the
responsibilities of the Consultant in connection with the services and related terms and
conditions to govern the relationship between Consultant and County in connection with the
services.
NOW, THEREFORE, based upon the representations by Consultant set forth in the foregoing
recitals, for good and valuable consideration, including the promises set forth herein, the parties
agree to the following:
1. Services Provided:
1.1 The Consultant will provide the consulting services as more particularly set forth in
Consultant's proposal dated June 16, 2008, attached hereto as Exhibit "A," and incorporated
herein by this reference (hereinafter called "Consulting Services"). The Consulting Services are
generally described as providing professional appraisals for three (3) golf courses located in
Eagle County and in addition, if necessary, providing testimony for the Board of Assessment
Appeals hearings. To the extent the terms and conditions of this Agreement may conflict with
Exhibit "A," the terms and conditions of this Agreement shall control.
1.2 The Consultant agrees that Consultant will not enter into any consulting arrangements
with third parties that will conflict in any manner with the Consulting Services.
1.3 Consultant has given the County a proposal for performing the Services and represented
that it has the expertise and personnel necessary to properly and timely perform the Services.
1.4 In order to facilitate Consultant's provision of the Consulting Services, County will
coordinate the date(s) and time(s) that Consultant will be granted access to the golf courses for
the purpose of conducting inspections, and will provide additional needed information including
existing surveys, boundary maps and/or legal descriptions of the properties.
2. Term of Agreement:
2.1 This Agreement shall commence upon execution of this Agreement by both parties and,
subject to the provisions of Section 2.2 hereof, shall continue in full force and effect until the
Consulting Services have been completed.
2.2 This Agreement may be terminated by either party for any other reason at any time, with
or without cause, and without penalty whatsoever therefore.
2.3 In the event of any early termination of this Agreement Consultant shall be compensated
for Consulting Services then completed, plus approved expenses.
3. Independent Contractor:
3.1 With respect to the provision of the Consulting Services hereunder, Consultant
acknowledges that Consultant is an independent contractor providing Consulting Services to the
County. Nothing in this Agreement shall be deemed to make Consultant an agent, employee,
partner or representative of County.
3.2 The Consultant shall not have the authority to, and will not make any commitments or
enter into any agreement with any party on behalf of County without the written consent of the
Board of County Commissioners.
3.3 The Consultant will maintain liability, unemployment and workman's compensation
insurance on his/her behalf, as necessary.
4. Remuneration:
4.1 For the Consulting Services provided hereunder, County shall pay to the Consultant a
total of $24,000 for Consultant's appraisal reports for the three golf courses in accordance with
the terms of Exhibit "A." Consultant shall also be paid at a rate of $250/hour for pre-trial
conferences, rebuttal reports, actual testimony, depositions and preparation/waiting time if
Consultant's testimony before the Board of Assessment Appeals is necessary. In no case shall
total compensation due Consultant exceed $30,000 absent an amendment to this Agreement
signed by County. Fees will be paid within thirty (30) days of receipt of a proper and accurate
invoice from Consultant respecting Consulting Services. The invoice shall include a description
of services performed. Upon request, Consultant shall provide County with such other
supporting information as County may request.
4.2 County will not withhold any taxes from monies paid to the Consultant hereunder and
Consultant agrees to be solely responsible for the accurate reporting and payment of any taxes
related to payments made pursuant to the terms of this Agreement.
4.3 Notwithstanding anything to the contrary contained in this Agreement, no charges shall
be made to the County nor shall any payment be made to the Consultant in excess of the amount for
any work done without the written approval in accordance with a budget adopted by the Board in
accordance with provisions of the Colorado Revised Statutes. Moreover, the parties agree that
the County is a governmental entity and that all obligations beyond the current fiscal year are
subject to funds being budgeted and appropriated.
5. Ownership of Documents:
All documents (including electronic files) which are obtained during or prepared in the
performance of the Services shall remain the property of the County and are to be delivered to
County before final payment is made to Consultant or upon earlier termination of this
Agreement.
6. Indemnification:
Within the limits allowed by law, Consultant shall indemnity County for, and hold and defend
the County and its officials, boards, officers, principals and employees harmless from, all costs,
claims and expenses, including reasonable attorney's fees, arising from claims of any nature
whatsoever made by any person in connection with the negligent acts or omissions of, or
presentations by the Consultant in violation of the terms and conditions of this Agreement. This
indemnification shall not apply to claims by third parties against the County to the extent that the
County is liable to such third party for such claim without regard to the involvement of the
Consultant.
7. Consultant's Professional Level of Care:
Consultant shall be responsible for the completeness and accuracy of the Consulting Services,
including all supporting data and other documents prepared or compiled in performance of the
Services, and shall correct, at its sole expense, all significant errors and omissions therein. The
fact that the County has accepted or approved the Consulting Services shall not relieve
Consultant of any of its responsibilities. Consultant shall perform the Consulting Services in a
skillful, professional and competent manner and in accordance with the standard of care, skill
and diligence applicable to consultants, with respect to similar services, in this area at this time.
8. No Assignment:
The parties to this Agreement recognize that the Consulting Services to be provided pursuant to
this Agreement are professional in nature and that in entering into this Agreement, County is
relying upon the professional services and reputation of Consultant and its approved
subcontractors. Therefore, neither Consultant nor its subcontractors may assign its interest in
this Agreement or in its subcontract, including the 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 shall be binding on
and inure to the benefit of the parties hereto, and their respective successors and assigns, and
shall not be deemed to be for the benefit of or enforceable by any third party. Unless specifically
stated to the contrary in any written consent to an assignment, no assignment will release or
discharge the assignor from any duty or responsibility under the Agreement,
9. Notices:
9.1 Any notice and all written communications required under this Agreement shall be given
in writing by personal delivery, facsimile or U.S. Mail to the other party at the following
addresses:
(a) Bryan Treu
Eagle County Attorney
500 Broadway
P.O. Box 850
Eagle, CO 81631
(970) 328-8685 (p)
(970) 328-8699 (f)
(b) Marcus B. Scott MAI
Certified General Appraiser
Asset Valuation Advisors
5300 DTC Parkway, Suite 230
Greenwood Village, CO 80111
(303) 858-8800
(303)858-8885
9.2 Notices shall be deemed given on the date of delivery; on the date the facsimile is
transmitted and confirmed received or, if transmitted after normal business hours, on the next
business day after transmission, provided that a paper copy is mailed the same date; or three days
after the date of deposit, first class postage prepaid, in an official depository of the U.S. Postal
Service.
10. jurisdiction and Confidentiality:
10.1 This Agreement shall be interpreted in accordance with the laws of the State of Colorado
and the parties hereby agree to submit to the jurisdiction of the courts thereof. Venue shall be in
the Fifth Judicial District for the State of Colorado.
10.2 The Consultant and County acknowledge that, during the term of this Agreement and in
the course of the Consultant rendering the Consulting Services, the Consultant may acquire
knowledge of the business operations of County to the point that the general method of doing
business, the pricing of products the lists of customers and other aspects of the business affairs of
County will become generally known and the Consultant shall not disclose, use, publish or
otherwise reveal, either directly or through another, to any person, fum or corporation, any
knowledge, information or facts concerning any of the past or then business operations, pricing
or sales data of County and shall retain all knowledge and information which he has acquired as
the result of this Agreement in trust in a fiduciary capacity for the sole benefit of County, its
successors and assigns during the term of this Agreement and for a period of five (5) years
following the termination of this Agreement.
11. Provision Mandated by C.R.S. § 8-17.5-101: PROHIBITIONS ON PUBLIC
CONTRACT FOR SERVICES
11.1 Consultant 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 Consultant that the subcontractor shall not knowingly employ or contract with an
illegal alien to perform work under the public contract for services.
11.2 Consultant 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 Consultant does not employ any illegal aliens. If Consultant is not accepted into the Basic
Pilot Verification Program prior to entering into a public contract for services, the Consultant
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\employerregistration
11.3 Consultant 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.
1 L4 If Consultant obtains actual knowledge that a Subcontractor performing work under the
public contract for services knowingly employs or contracts with an illegal alien, Consultant
shall be required to:
1. Notify the Subcontractor and the County within three days that Consultant has actual
knowledge that the Subcontractor is employing or contracting with an illegal alien; and
2. 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 Consultant 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.
11.5 Consultant 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.
11.6 If Consultant violates these prohibitions, the County may terminate the contract for a
breach of the contract. If the contract is so terminated specifically for a breach of this provision,
Consultant shall be liable for actual and consequential damages to the County.
12. Miscellaneous:
12.1 This Agreement constitutes the entire Agreement between the parties related to its subject
matter. It supersedes all prior proposals, agreements and understandings.
12.2 This Agreement is personal to the Consultant and may not be assigned by Consultant.
12.3 This Agreement dues not and shall 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
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 its f
County Comm' s
By:
W Peter F. Runyon, Chair
ATTEST:
.,
~.
Teak J. Simonton, ~ ~coapd°
Clerk to the Board of County Commissioners
ASSET VALUATION ADVISORS, LLP
,,/ ~~
Marcus B. Scott, MAI
STATE OF ~~~~v-~~~ )
SS.
COUNTY OF G~~zz~' ~c--~~•~ )
The foregoing instrument was acknowledged before me by Itih~r~' u S ~: ~'.~ ~ , this day
of •...Q. , 2008.
My cgmm~ssion expires: 4~ ~~~t (z.c ~ C~
~-'~"~ ~''~t-1'~~-~`- KARIS DURAN
Notary Public STATOE OF COLORADO
My Commission Expires 08/29/2010
• Q Valuation
' Vl l Advisors, LLP
June 16, 2008
Mr. Ed Smith
Eagle County Assessor's Office
P.O. Box 449
500 Broadway
Eagle, CO 81631
JUN 19 2000
ANGLE r;OUNT~ p,5 i~5~U~
RE: Red Sky Ranch Golf Club
and Beaver Creek Golf Club
Dear Ed:
Following up on our recent conversations regarding the three golf courses in Eagle County I am
forwarding a proposal for the appraisals corresponding to the 2()07 tax year and the pending tax
appeal to the BAA by the property owner. This will outline the perkinent details of the
assignment and the corresponding time and fee quotes.
Subject Properties: Red Sky Ranch Golf Ciub {2 courses)
360 Red Sky Road
Wolcott, CO 81655
Account No. R052110, et al, consisting of the Fazio course
and the Norman course; built in 2002 & 2003.
Beaver Creek Golf Club
103 Offerson Road
Beaver Creek, CO 81620
Account No. R027893, et al; built in 1982 on 126 acres
with a clubhouse constructed in 1985.
Date of Valuation: The intended use of the appraisal is for ad valorem tax
purposes and, as such, the appraisal would report the value
of the properties as of June 30, 2006 for the 2007 tax year.
The final reports will contain a statement that the appraisal
may be used for tax assessment purposes, although any
other use including acquisition/disposition, mortgage
financing, syndication or condemnation is not authorized.
Scope of Work: Consistent with the intended use of the appraisal, all three
traditional approaches to value would be considered, i.e.,
cost, income and sales comparison. Recognizing the
statutory requirements of tax assessment valuation in
Colorado, the appraisal would be in conformance with the
5300 DTC Parkway, Suite 230 • Greenwood Village, CO 80111
303-858-8880 • FAX 303-858-8885 • www.avallp.com
Mr. Ed Smith
Eagle County Assessor's Office
June 16, 2008
Page 2
guidelines of the Division of Property Taxation as they
pertain to this type of property.
Type of Report: A summary format will be used and the final reports will
contain the following disclosure.
This is a Summary Appraisal Report which is intended to
comply with the reporting requirements set forth under
Standards Rule 2-2(b) of the Uniform Standards of
Professional Appraisal Practice for a Summary Appraisal
Report. As such, it presents only sumrruzry discussions of
the data, reasoning, and analyses that were used in the
appraisal process to develop the appraiser's opinion of
value. Supporting documentation concerning the data,
reasoning, and analyses is retained in the appraiser's file.
The depth of discussion contained in this report is specific
to the needs of the client and for the intended use. The
appraiser is not responsible for unauthorized use of this
report.
As the Red Sky Ranch golf courses are very closely related
in terms of physical layout and financial operation they will
valued separately, but in one appraisal report. The Beaver
Creek property will be addressed in a separate report. The
two reports will correspond to the twa BAA hearings
scheduled for September 18--19, 2008. Consistent with the
intended use of the appraisals seven original copies of each
report will be prepazed for distribution to the BAA,
property owner, and Eagle County.
Time and Fee Quotes: After reviewing the information provided to date and
considering prior appraisals completed for Eagle County I
have estimated the appraisal fees to be $24,000 ($16,000
for the Red Sky Ranch properties and $8,000 for Beaver
Creek). This fee recognizes the location of the properties
and is inclusive of all travel expenses.
If the inspections can be completed by mid July and
requested property information is readily available the final
reports can be delivered by the end of August, 2008.
However, if requested data is not provided in a timely
manner then it may be necessary to request a postponement
Mr. Ed Smith
Eagle County Assessor's Office
June 16, 2008
Page 3
of the scheduled BAA hearings to allow time for exchange
of expert reports.
Testimony: As part of the assignment I would provide testimony at the
Board of Assessment Appeals hearings. The fee for court
testimony is billed at the rate of $250/hour for pre-trial
conferences, rebuttal reports, actual testimony, depositions,
and preparationJwaiting time. These fee and time estimates
are subject to revision if problems aze encountered which
were unforeseeable at the commencement of the
engagement. If unusual matters come td our attention
which warrant additional work in excess of the above
amount, we will discuss the matter with you immediately
so that a mutually acceptable revision can be made.
Cancellation: You may at any time prior to the completion of these
services cancel this agreement by written notice. In such
event you agree to pay upon presentation of a statement
based on the cancellation fee, compensation for all services
rendered to the date of cancellation, together with all costs
advanced in connection with the report. In view of the
intended use of the appraisals and the possibility of a
settlement prior to the hearings, a preliminary value
estimate will be supplied to you prior to completion of the
final reports.
Client Information: To complete the reports in a timely manner we will need
the following items:
1. Access to the property for inspection purposes.
2. Survey or similar mapping identifying property
boundaries, total site area and legal description of the
subject property to be appraised.
3. Property tax notices for the 2007 tax year.
4. Floor plans or building sketches to confirm square
footage, construction details and allocation of use for
the major building improvements at each golf course.
5. Summary data on personal property in use at each of
the three golf clubs.
6. Income and expense statements for each of the golf
club operations. Preferably these would be the actual
. .
Mr. Ed Smith
Eagle County Assessor's Office
June 16, 2008
Page 4
statements supplied by the property owner and not
statements reconstructed by the tax agents.
7. For the newer Red Sky Ranch properties the actual
construction costs of the golf courses and clubhouses
are requested. That data is within the extended five
year study period and could be a significant part of the
cost approach.
Retainer: In view of the travel involved a retainer of 25% of the
estimated fee is requested to begin the assignment. The
balance of the fee is payable upon completion and delivery
of the final reports. A final invoice will be presented for
the attendance and testimony at the BAA hearings.
Qualifications & Prior Experience: Over the past several years I have appraised numerous golf
courses and country clubs and a summary of my
qualifications was previously supplied to you. Updated
qualifications and personal references are available upon
request.
If this letter correctly states your understanding of the work to be performed, please sign and
return one copy of this letter along with the retainer of $6,000 payable to Asset Valuation
Advisors, LLP. Our federal employee identification number is 52-2442345. This proposal is
valid through June 30, 2008. We look forwazd to working with you on this assignment. Should
you have any questions or need anything else at this point, please let me know.
Sincerely,
ASSET VALUATION ADVISORS, LLP
~~~~~
Marcus B. Scott, MAI
Certified General Appraiser
Colorado #CG01313135
APPROVED BY:
For:
DATE:
T T Asset
A `/ Valuation
Y Advisors, LLP
June 16, 2008
Mr. Ed Smith
Eagle County Assessor's Office
P.O. Box 449
500 Broadway
Eagle, CO 81631
RE: Red Sky Ranch Golf Club
and Beaver Creek Golf Club
Dear Ed:
SUN ~_ 9 20Q~
Following up on our recent conversations regarding the three golf courses in Eagle County I am
forwarding a proposal for the appraisals corresponding to the 2007 tax year and the pending tax
appeal to the BAA by the property owner. This will outline the pertinent details of the
assignment and the corresponding time and fee quotes.
Subject Properties: Red Sky Ranch Golf Club (2 courses)
360 Red Sky Road
Wolcott, CO 81655
Account No. R052110, et al, consisting of the Fazio course
and the Norman course; built in 2002 & 2003.
Beaver Creek Golf Club
103 Offerson Road
Beaver Creek, CO 81620
Account No. R027893, et al; built in 1982 on 126 acres
with a clubhouse constructed in 1985.
Date of Valuation: The intended use of the appraisal is for ad valorem tax
purposes and, as such, the appraisal would report the value
of the properties as of June 30, 2006 for the 2007 tax year.
The final reports will contain a statement that the appraisal
may be used for tax assessment purposes, although any
other use including acquisition disposition, mortgage
financing, syndication or condemnation is not authorized.
Scope of Work: Consistent with the intended use of the appraisal, all three
traditional approaches to value would be considered, i.e.,
cost, income and sales comparison. Recognizing the
statutory requirements of tax assessment valuation in
Colorado, the appraisal would be in conformance with the
5300 DTC Parkway, Suite 230 • Greenwood Village, CO 80111
303-858-8880 • FAX 303-858-8885 • www.avallp.com
Mr. Ed Smith
Eagle County Assessor's Office
June 16, 2008
Page 2
guidelines of the Division of Property Taxation as they
pertain to this type of property.
Type of Report: A summary format will be used and the final reports will
contain the following disclosure.
This is a Summary Appraisal Report which is intended to
comply with the reporting requirements set forth under
Standards Rule 2-2(b) of the Uniform Standards of
Professional Appraisal Practice for a Summary Appraisal
Report. As such, it presents only summary discussions of
the data, reasoning, and analyses that were used in the
appraisal process to develop the appraiser's opinion of
value. Sicpporting documentation concerning the data,
reasoning, and analyses is retained in the appraiser's file.
The depth of discussion contained in this report is specific
to the needs of the client and for the intended use. The
appraiser is not responsible for unauthorized use of this
report.
As the Red Sky Ranch golf courses are very closely related
in terms of physical layout and financial operation they will
valued separately, but in one appraisal report. The Beaver
Creek property will be addressed in a separate report. The
two reports will correspond to the two BAA hearings
scheduled for September 18-19, 2008. Consistent with the
intended use of the appraisals seven original copies of each
report will be prepared for distribution to the BAA,
property owner, and Eagle County.
Time and Fee Quotes: After reviewing the information provided to date and
considering prior appraisals completed for Eagle County I
have estimated the appraisal fees to be $24,000 ($16,000
for the Red Sky Ranch properties and $8,000 for Beaver
Creek). This fee recognizes the location of the properties
and is inclusive of all travel expenses.
If the inspections can be completed by mid July and
requested property information is readily available the final
reports can be delivered by the end of August, 2008.
However, if requested data is not provided in a timely
manner then it may be necessary to request a postponement
Mr. Ed Smith
Eagle County Assessor's Office
June 16, 2008
Page 3
of the scheduled BAA hearings to allow time for exchange
of expert reports.
Testimony: As part of the assignment I would provide testimony at the
Board of Assessment Appeals hearings. The fee for court
testimony is billed at the rate of $250/hour for pre-trial
conferences, rebuttal reports, actual testimony, depositions,
and preparation waiting time. These fee and time estimates
are subject to revision if problems are encountered which
were unforeseeable at the commencement of the
engagement. If unusual matters come to our attention
which warrant additional work in excess of the above
amount, we will discuss the matter with you immediately
so that a mutually acceptable revision can be made.
Cancellation: You may at any time prior to the completion of these
services cancel this agreement by written notice. In such
event you agree to pay upon presentation of a statement
based on the cancellation fee, compensation for all services
rendered to the date of cancellation, together with all costs
advanced in connection with the report. In view of the
intended use of the appraisals and the possibility of a
settlement prior to the hearings, a preliminary value
estimate will be supplied to you prior to completion of the
final reports.
Client Information: To complete the reports in a timely manner we will need
the following items:
1. Access to the property for inspection purposes.
2. Survey or similar mapping identifying property
boundaries, total site area and legal description of the
subject property to be appraised.
3. Property tax notices for the 2007 tax year.
4. Floor plans or building sketches to confum square
footage, construction details and allocation of use for
the major building improvements at each golf course.
5. Summary data on personal property in use at each of
the three golf clubs.
6. Income and expense statements for each of the golf
club operations. Preferably these would be the actual
Mr. Ed Smith
Eagle County Assessor's Office
June 16, 2008
Page 4
statements supplied by the property owner and not
statements reconstructed by the tax agents.
7. For the newer Red Sky Ranch properties the actual
construction costs of the golf courses and clubhouses
are requested. That data is within the extended five
year study period and could be a significant part of the
cost approach.
Retainer: In view of the travel involved a retainer of 25°Io of the
estimated fee is requested to begin the assignment. The
balance of the fee is payable upon completion and delivery
of the final reports. A final invoice will be presented for
the attendance and testimony at the BAA hearings.
Qualifications & Prior Experience: Over the past several years I have appraised numerous golf
courses and country clubs and a summary of my
qualifications was previously supplied to you. Updated
qualifications and personal references are available upon
request.
If this letter correctly states your understanding of the work to be performed, please sign and
return one copy of this letter along with the retainer of $6,000 payable to Asset Valuation
Advisors, LLP. Our federal employee identification number is 52-2442345. This proposal is
valid through June 30, 2008. We look forward to working with you on this assignment. Should
you have any questions or need anything else at this point, please let me know.
Sincerely,
ASSET VALUATION ADVISORS, LLP
~~~~-~
~~
Marcus B. Scott, MAI
Certified General Appraiser
Colorado #CG01313135
APPROVED BY:
For:
DATE:
