HomeMy WebLinkAboutC14-103 ValueWest, Inc. Consulting Agreement Consulting Agreement
THIS CONSULTING AGREEMENT(this"Agreement"),made and entered into the 25 day of Ytati,il ,2014,
by and between Eagle County,and through its Board of County Commissioners,with an address at P.O.Bo�449,
500 Broadway,Eagle,CO 81631,for the benefit of the Eagle County Assessor (hereinafter referred to as
"Customer"or"County"),and ValueWest,Inc.,a Colorado corporation,with an address at 5125 S.Kipling
Parkway,Suite 301, Littleton,CO 80127 (hereinafter referred to as"Consultant"):
Section 1
SCOPE OF SERVICES
1.1. Services. Consultant agrees to provide,and Customer agrees to accept,the professional consulting
services described in Exhibit A hereto("Services"or"Work").
1.2. Conduct of Services. All Work shall be performed in a workmanlike and professional manner.
1.3. Method of Performing Services. Consultant shall have the right to determine the method,details,
and means of performing the Work to be performed for Customer. Customer shall,however,be entitled to exercise
general power of supervision and control over the results of Work performed by Consultant to ensure satisfactory
performance, including the right to inspect,the right to stop Work,the right to make suggestions or
recommendations as to the details of the Work,and the right to propose modifications to the Work. Consultant
possesses the required Colorado professional licensure and expertise to perform Work described in Exhibit A in
compliance with all applicable valuation procedures required by Colorado statutes and the rules,regulations,and
guidelines promulgated by the Colorado Division of Property Taxation and/or the Colorado Property Tax
Administrator. At least one of the Consultant's appraisers shall hold and maintain a Colorado Certified General
Appraiser's license for the term of this Agreement.
1.4. Scheduling. The Services provided by Consultant are expected to require a substantial part of
Consultant's available business time and availability. Consultant will use its best efforts to accommodate Work
schedule requests as possible.
1.5. Reporting.The Eagle County Assessor shall serve as Customer's designated representative for
purposes of this Agreement,provided,however,that any amendments to and/or renewals of this Agreement shall
require the prior written approval of the Customer in accordance with Customer's internal policies. Consultant shall
not incur and Customer shall not be responsible for additional fees or costs without a written amendment entered into
by the Parties.Customer and Consultant shall develop appropriate administrative procedures for coordinating with
each other. Customer shall periodically provide Consultant with evaluations of Consultant's performance.
1.6. Place of Work.Consultant will perform its Work for Customer primarily at Consultant's premises
except when such projects or tasks require Consultant to travel off-site.
1.7. Future Services. Notwithstanding anything in this Agreement to the contrary,and regardless of
termination of this Agreement by either party for any reason,Consultant agrees to make its services available,when,
as,and to the extent required by Customer,to complete or provide follow-up support for any Work or projects to
which Consultant at any time materially contributed pursuant to this Agreement. Unless otherwise agreed,such
services shall be made available at Consultant's actual labor rates otherwise applicable to services provided to
Customer pursuant to this Agreement or,if less,to Consultant's other most-favored accounts for similar services,
plus reasonable and actual costs of materials provided or consumed in providing such services. Consultant agrees to
maintain agreements or commitments from key personnel assigned to work on projects for Customer,so such
personnel remain available for completion and follow-on support as reasonably appropriate in the interest of
efficiency and continuity of resources.
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Section 2
TERM AND TERMINATION
2.1. Term. The term of this Agreement shall be from January 1,2014 through December 31,2014 and
shall automatically renew for one additional year from January 1,2015 through December 31,2015. The parties
specifically understand and agree that the customer has lawfully budgeted and appropriated sufficient funds for the
Services to be rendered pursuant to the Agreement for the year 2014, in accordance with the Colorado Local
Government Budget Law.Automatic renewal is subject to budgeting and appropriation by the Eagle County Board
of County Commissioners for 2015.
2.2. Termination. This Agreement may be terminated by either party upon written notice.
2.3. Remaining Payments. Within sixty(60)days of termination of this Agreement for any reason,
Consultant shall submit to Customer an itemized invoice for any fees or expenses accrued prior to the date of this
Agreement.
Section 3
FEES,EXPENSES,AND PAYMENT
3.1. Fees. In consideration of the Services to be performed by Consultant,Consultant shall be entitled
to compensation as described in Exhibit A hereto. The Services for 2014 shall not exceed$87,600 for the year or
$7,300 per month. The Services for 2015 shall not exceed$87,600 for the year or$7,300 per month.All
compensation shall be paid to Consultant within thirty(30)days after receipt of Consultant's invoice and satisfaction
of product.
3.2. Reimbursement of Expenses. In addition to the foregoing,Customer is not responsible for actual
out-of-pocket expenses incurred by consultant.
3.3 TABOR Restrictions. Notwithstanding anything to the contrary contained in this Agreement,no
charges shall be made to the Customer nor shall any payment be made to the Consultant in excess of the amount
budgeted and appropriated for 2014 or 2015 without the written approval in a cco r dance with th a budget adopted by
the Board in accordance with Article 25,Title 30 of the Colorado Revised Statues,the Local Government Budget
Law at C.R.S. §29-I-101 et.seq.,and the TABOR amendment at Colorado Constitution,Article X, Sec.20.
Section 4
RESPONSIBILITIES OF CONSULTANT FOR TAXES AND OTHER MATTERS
4.1. Restrictions. As an independent contractor,Consultant shall pay and report all federal and state
income tax withholding, Social Security taxes,and unemployment insurance applicable to Consultant. Consultant
shall not be entitled to participate in health or disability insurance,retirement benefits,or other welfare or pension
benefits(if any)to which employees of Customer may be entitled.
Section 5
RIGHTS IN WORK PRODUCT
5.1. Ownership of Work Product. All Work Products shall be considered work(s)made by
Consultant for hire for Customer and shall belong exclusively to Customer and its designees. If by operation of law,
any of the Work Product,including all related intellectual property rights, is not owned in its entirety by Customer
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automatically upon creation thereof,then Consultant agrees to assign,and hereby assigns,to Customer and its
designees the ownership of such Work Product, including all related intellectual property rights. Consultant shall
supply all Work Product in both hard copy and computerized formats,which shall be ODBC compatible,which
Consultant understands to be compatible with and readable by,the Assessor's appraisal computer software. All
Work shall be performed,and Work Product delivered, in compliance with the applicable statutory and regulatory
timeframes and deadlines, including,but not limited to,the statutory deadlines for issuance of Notices of Valuation
and Notices of Determination. In the event of early termination of this Agreement,Consultant shall promptly deliver
such Work Product as has been developed or created to the date of termination to Customer.
5.2. Incidents and Further Assurances. Customer may obtain and hold in its own name copyrights,
registration,and other protection that may be available in the Consultant. Consultant agrees to provide any
assistance required to perfect such protection. Consultant agrees to take further actions and execute and deliver such
further agreements and other instruments as Customer may reasonably request to give effect to this Section 5.
5.3. Pre-existing.Materials.Notwithstanding any provision of this Agreement to the contrary,any
routines,libraries,tools,methodologies,processes or technologies created,adapted,or used by Consultant in its
business generally,including all associated intellectual property rights(collectively,the"Development Tools")shall
be and remain the sole property of Consultant,and Customer shall have no interest in or claim to such Development
Tools except as necessary to exercise its rights in the Work Product. In addition notwithstanding any provision of
this Agreement to the contrary,Consultant shall be free to use any ideas,concepts,or know-how developed or
acquired by Consultant during the performance of this Agreement to the extent obtained and retained by Consultant's
personnel as impressions and general learning. Subject to Customer's intellectual property rights,nothing in this
Agreement shall be construed to preclude Consultant from acquiring,developing,marketing,or enhancing for itself
or others similar technology performing the same or similar functions as the technology used or created pursuant to
this Agreement.
5.4. "Work Product" Defined. As used herein,the term"Work Product"shall mean any
programming,documentation,data compilations,reports,property valuation appraisals,and any other media,
materials,or other objects produced as a result of Consultant's Work or delivered by Consultant in the course of
performing that Work.
Section 6
ASSURANCES
6.1. No Conflict. Consultant represents and warrants that it has no obligations to any third party that
will in any way limit or restrict its ability to perform consulting Services to Customer hereunder. Consultant agrees
that it will not disclose to Customer,nor make use in the performance of any Work hereunder,any trade secrets,or
rm any proprietary information anon of a y third party, unless Consultant may do so without Consultant or Customer
incurring any obligation(past or future)to such third party for such Work or any future application thereof.
6.2. No Recruiting. During the term of this Agreement and for a period of six(6)months thereafter,
Consultant shall not knowingly solicit,entice,or persuade any employees of Customer to terminate their employment
with Customer for any reason.
Section 7
MISCELLANEOUS
7.1. Force Majeure. Consultant shall not be liable to Customer for any failure or delay caused by
events beyond Consultant's control, including,without limitation,Customer's failure to furnish necessary
information as specified in this Agreement;sabotage,failure or delays in transportation or communication;failure or
substitutions of equipment; labor disputes;accidents;shortages of labor,fuel,raw materials,or equipment,or
technical failures.
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7.2. Governing Law. This Agreement shall be governed and construed in all respects in accordance
with the laws of the State of Colorado as they apply to a contract entered into and performed in that State. Venue for
the purposes of any litigation arising from this Agreement shall only be proper in the Eagle County District Court.
7.3. Independent Contractors. The parties are and shall be independent contractors to one another,
and nothing herein shall be deemed to cause this Agreement to create an agency,partnership,or joint venture
between the parties. Nothing in this Agreement shall be interpreted or construed as creating or establishing the
relationship of employer and employee between Customer and Consultant or any employee or agent of Consultant.
7.4. Notices. All notices required or permitted hereunder shall be in writing addressed to the
respective parties as set for therein,unless another address shall have been designated,and shall be delivered by
hand or by registered certified mail,postage prepaid.
7.5. Entire Agreement. This Agreement constitutes the entire integrated and merged understanding of
the parties hereto and supersedes all prior terms,conditions,promises,understandings,representations,proposals,
discussions,and communications,whether oral or in writing,unless embodied in this Agreement in writing. This
Agreement may be modified only in writing and shall be enforceable in accordance with its terms when signed by the
party sought to be bound.
7.6 Insurance. Consultant shall maintain the following insurance during the term of this Agreement:
i. Workers' Compensation insurance as required by law.
ii. Auto coverage with limits of liability not less than$1,000,000 each accident combined
bodily injury and property damage liability insurance,including coverage for owned,hired,and non-owned vehicles.
iii. Commercial General Liability coverage to include premises and operations,
personal/advertising injury,products/completed operations,broad form property damage with limits of liability not
less than$1,000,000 per occurrence and$2,000,000 aggregate limits.
iv. Professional liability insurance with prior acts coverage for all Services required
hereunder, in a form and with an insurer or insurers satisfactory to County, with limits of liability of not less than
$1,000,000 per claim and $12,000,000 in the aggregate. In the event the professional liability insurance is on a
claims-made basis, Consultant warrants that any retroactive date under the policy shall precede the effective date of
this Agreement.
7.7 Limitation of Liability. Any damages due to or arising from professional negligence, breach of
contract,or any cause of action,shall be limited to the limits of Consultant's insurance as required in this Agreement.
7.8 Provision Mandated by C.R.S.§8-17.5-101 et seq. PROHIBITIONS ON PUBLIC
CONTRACT FOR SERVICES:
7.8(A) If Consultant has any employees or subcontractors,Consultant shall comply with C.R.S. §8-
17.5-101, et seq., regarding Illegal Aliens— Public Contracts for Services, and this Contract. By execution of this
Contract, Consultant certifies that it does not knowingly employ or contract with an illegal alien who will perform
under this Contract and that Consultant will participate in the E-verify Program or other Department of Labor and
Employment program ("Department Program") in order to confirm the eligibility of all employees who are newly
hired for employment to perform work under this Contract.
7.8(B) Consultant shall not:
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(i) Knowingly employ or contract with an illegal alien to perform work under this contract for
services;or
(ii) Enter into a contract with a subcontractor that fails to certify to the Consultant that the
subcontractor shall not knowingly employ or contract with an illegal alien to perform work under the public
contract for services.
7.8(C) Consultant has confirmed the employment eligibility of all employees who are newly hired for
employment to perform work under this Contract through participation in the E-verify Program or Department
Program, as administered by the United States Department of Homeland Security. Information on applying for the
E-verify program can be found at:
http://www.dhs.gov/xprevprot/programs/gc 1185221678150.shtm
7.8(D) The Consultant shall not use either the E-verify program or other Department Program
procedures to undertake pre-employment screening of job applicants while the public contract for services is being
performed.
7.8(E) If the Consultant obtains actual knowledge that a subcontractor performing work under the public
contract for services knowingly employs or contracts with an illegal alien,the Consultant shall be required to:
(i) Notify the subcontractor and the Customer within three days that the Consultant has actual
knowledge that the subcontractor is employing or contracting with an illegal alien;and
(ii) Terminate the subcontract with the subcontractor if within three days of receiving the notice
required pursuant to subparagraph (i) of the paragraph (E) the subcontractor does not stop employing or
contracting with the illegal alien; except that the 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.
7.8(F) The 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
established in C.R.S. § 8-17.5-102(5).
7.8(G) If a Consultant violates these prohibitions,the Customer may terminate the contract for a breach
of the contract. If the contract is so terminated specifically for a breach of this provision of this Contract, the
Consultant shall be liable for actual and consequential damages to the Customer as required by law.
7.8(H) The Customer will notify the office of the Colorado Secretary of State if Consultant violates this
( ) fY rY
provision of this Contract and the Customer terminates the Contract for such breach.
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IN WITNESS WHEREOF,the parties have caused this Agreement to be executed by their duly authorized
representatives,on the date and year first above-written.
EAGLE COUNTY,COLO' • De
By and throw , • s B•.rd •f) • Commissioners
4fGC. By: .i Arai
0 C
1 ? ; ct /J' ian H. 'yan,Chai an
Attest * *
Teak J.Simonton,Clerk to the Board
" p` 'y Address for correspondence:
Eagle County Assessor
P.O. Box 449
Eagle,CO 81631
VALUEWEST,INC.
By.
John . immerman .` esident
Address for correspondence:
5125 S. Kipling Parkway
Littleton,CO 80127
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EXHIBIT A—2014/2015 CONTRACT
Scope of Work
Eagle.County, Colorado
Commercial/Industrial Reappraisal for 2014 and 2015
Introduction
ValueWest, Inc. is a professional ad valorem valuation company with over 50 years of experience in
Colorado assessment practices. The company currently works for 12 Colorado counties in providing a
variety of valuation related services. The Company worked with the Eagle County Assessor's office in
conducting the 2009, 2011 and 2013 reappraisals. Services included model building, time trend analysis,
training and commercial valuation services in 2011 and 2013. The County Assessor has budgeted funds
to continue the ValueWest,Inc service for the 2014 budget year in preparation for the 2015 reappraisal.
A significant portion of the 2015 reappraisal will be done in 2014 as a part of the statutory two year
reappraisal cycle in Colorado. Significant additional work will be necessary in 2015.
Qualifications
We are an experienced valuation service company that focuses on assisting Colorado counties with the
reappraisal of various classes of property. We have extensive experience in the area of mass appraisal of
Residential and Commercial property. Much of our experience has been achieved in the Colorado
assessment arena. We have had extensive experience in the multiple regression analysis(MRA)
modeling of residential property in five states and approximately 40 appraisal jurisdictions. The principle
members of the staff are John Zimmerman and Judy Kahl. These two individuals are Certified General
Appraisers and will be primarily responsible for the work to be completed in Eagle County for 2015.
ValueWest, Inc. maintains an office space at 5125 S.Kipling Parkway Suite 301,Littleton, CO 80127.
The company is licensed to use several software products including the statistical packages SPSS and
SAS,Arc GIS, Microsoft SQL Server and common PC software such as MS Office. Our network is
protected by Trend Micro Security products and we have a Certified Microsoft Professional who monitors
our network,backups and performance.
•
Scope of Work
ValueWest, Inc. proposes to perform the following services for the 2015 reappraisal of Eagle County Real
Property:
Overall Consulting:
1. Provide regular market reports based on current Eagle Appraiser Dataview data which will be
provided as requested by the assessor.
2. Provide an initial time trend analysis to the chief appraiser. This will be done as soon after the
completion of the June 30, 2014 appraisal data as possible and is contingent on the Eagle County
Appraisal staffs' completion of sales confirmation and qualification. This will include Single Family
Residential,Townhomes, Condominiums, Vacant Land and Commercial/Industrial Property. It will
be done both on a county wide basis and on economic area or"Super Neighborhood" levels as well.
3. Perform preliminary sales ratio studies using the new sales data collection period and the existing
2013 assessor value on a county wide and Super Neighborhood level for each property class;
Commercial, Industrial,Vacant,Residential,Townhouses and Condominiums.
4. We will be available throughout the reappraisal to assist with existing models and recalculation of
neighborhood adjustments as requested by the Eagle County Chief Appraiser.
5. When values are complete for 2015, we will do post valuation time trending, ratio analysis and value
change analysis for all the major classes of Real Property. This will be assembled into a 2015 report
which will summarize the reappraisal process. The report will document time trending decisions,
sales ratio levels and sales listing for each class of property.
Commercial/Industrial Reappraisal
1. Review sales and complete sales verifications for Commercial/Industrial improved sales and
Commercial/Industrial Land sales county-wide.
2. Perform physical inspection of all commercial/industrial land and improved sales in 24 month period
between July 1, 2012 and June 30, 2014.
3. Perform market and income analysis for commercial/industrial property.
4. Review 2013 valuations and protests for commercial/industrial property.
5. Revalue all commercial/industrial vacant and improved using the Tyler Eagle Appraiser system.
Exclusions: these properties are excluded regardless of abstract code and include Golf Courses,
Ski Areas, Possessory Interest, Oil and Gas Properties, Parking Structures, Parking Spaces,
Personal Property, Guest Ranches and Industrial property such as the Gypsum plant. (Mutually
agreed to before contract acceptance.)
Commercial Lodging (Hotels and Motels)are excluded from this proposal at the direction of the
County Assessor.
6. Provide personnel and resources to address all protests on the properties appraised by the consultant
during the initial protest period and County Board of Equalization. County will work to facilitate the
scheduling of commercial and industrial C.B.O.E. hearings in a manner compliant with the
consultants scheduling needs.
7. Provide income questionnaire analysis using updated data similar to the same project in the 2011 and
2013 reappraisals.
II
Cost
These services can be provided for a fee of$7,300 per month for 2014 and 2015. Total cost$87,600 per
year for a two year period billed in monthly increments over 24 months. The work in 2015 is contingent
on the approval of funding in the assessors 2015 budget as required by Colorado law.
Requirements:
Eagle County
• The county will provide a reliable and consistent way to use the Eagle Appraiser system via a
remote connection.
• The county will provide a reasonable workspace with a computer when ValueWest is working in
the county.
• The county will maintain the commercial/industrial database with regard to building permits,
remodels and new construction.
• The county will provide all available documentation of sales including;TD1000, Sale
Confirmations,copies of transfer instruments via hardcopy or scanned images.
• The county will ensure a working connection to the Eagle Appraiser Dataview feature and will
assist in submitting support issues to Tyler Eagle Appraiser support people when necessary.
• The consultant will handle all Assessor and CBOE level of appeals for Commercial/Industrial
property within their assigned property list. The County will facilitate protest and C.B.O.E.
related meetings according to scheduling needs of the consultant.
ValueWest,Inc. (Company)
• Company will provide monthly progress reports and billings.
• Company will provide a timely and professional completion of work as soon as possible but no
later than April 15, 2015.
• Company will use accepted mass appraisal practices to complete the project.
• Company will provide adequate documentation for the auditor and for the county archives.
• Company will represent the county in a professional and efficient manner at all times.
• All travel expenses will be paid by ValueWest, Inc through the C.B.O.E. level of appeals. Up to
forty hours of preparation and testimony, and 1000 miles of travel expense will be allowed for
higher level appeals (arbitration and/or Board of Assessment Appeals)at no additional cost to the
county. Travel and time exceeding this amount for high level appeals may be billed based on
advanced prior authorization by the Eagle County Assessor.
Conclusion
This proposal offers a comprehensive valuation solution for Eagle County Colorado
Commercial/Industrial properties based on the reappraisal cycle defined by the State of Colorado. It will
assure success in the valuation of properties for 2015 and will help to set forth a foundation for future
reappraisals that will serve the taxpayers of the county well. We are pleased that you have given us the
opportunity to submit this Scope of Work and we look forward to serving the taxpayers of Eagle County.
