No preview available
HomeMy WebLinkAboutRAP24-01 Cushman and Wakefield of Colorado, Inc.1 AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN RIVERVIEW APARTMENTS PRESERVATION LP AND CUSHMAN AND WAKEFIELD OF COLORADO, INC. THIS AGREEMENT (“Agreement”) is effective as of the _______________ by and between Cushman and Wakefield of Colorado, Inc., a Colorado corporation (hereinafter “Consultant”), and Riverview Apartments Preservation, LP, a Colorado limited partnership (hereinafter “RAP”). RECITALS WHEREAS, RAP is the owner and operation of the Riverview Apartments located at 39169 US Hwy 6 & 24, Avon, CO (the “Property”); and WHEREAS, in conjunction with operation of the Property, RAP receives Housing Assistance Payments from the United States Department of Housing and Urban Development (“HUD”); and WHEREAS, the Property is categorized by HUD as Project Based Section 8 housing and is therefore required to conduct a Rent Comparability Study every five years; and WHEREAS, in conformance with HUD regulations, RAP desires to retain Consultant to conduct a Rent Comparability Study in 2024 (the “Project”); and WHEREAS, Consultant is a property advisement and valuation company and is authorized to do business in the State of Colorado and has the time, skill, expertise, and experience necessary to provide the Services for the Project as defined below in paragraph 1 hereof; and WHEREAS, this Agreement shall govern the relationship between Consultant and RAP in connection with the services. AGREEMENT NOW, THEREFORE, in consideration of the foregoing and the following promises Consultant and RAP agree as follows: 1. Services. Consultant agrees to diligently provide all services, labor, personnel, and materials necessary to perform and complete the services described in Exhibit A (“Services”) which is attached hereto and incorporated herein by reference. The Services shall be performed in accordance with the provisions and conditions of this Agreement. a. Consultant agrees to furnish the Services in accordance with the schedule established in Exhibit A and shall provide the HUD Compliant Comparability Study no later than June 15, 2024. Consultant agrees to furnish the Services in a timely and expeditious manner consistent with the DocuSign Envelope ID: 68834BA7-D300-4D93-BC6F-8D67F82293D8 4/3/2024 2 applicable standard of care. By signing below Consultant represents that it has the expertise and personnel necessary to properly and timely perform the Services. b. In the event of any conflict or inconsistency between the terms and conditions set forth in Exhibit A and the terms and conditions set forth in this Agreement, the terms and conditions set forth in this Agreement shall prevail. c. Consultant agrees that it will not enter into any consulting or other arrangements with third parties that will conflict in any manner with the Services. 2. RAP’s Representative. The Housing Manager, Daniel Murray, the Housing Department’s designee shall be Consultant’s contact with respect to this Agreement and performance of the Services. 3. Term of the Agreement. This Agreement shall commence upon the date first written above, and subject to the provisions of paragraph 12 hereof, shall continue in full force and effect through the 31st day of August, 2024. 4. Extension or Modification. This Agreement may not be amended or supplemented, nor may any obligations hereunder be waived, except by agreement signed by both parties. No additional services or work performed by Consultant shall be the basis for additional compensation unless and until Consultant has obtained written authorization and acknowledgement by RAP for such additional services in accordance with RAP’s internal policies. Accordingly, no course of conduct or dealings between the parties, nor verbal change orders, express or implied acceptance of alterations or additions to the Services, and no claim that RAP has been unjustly enriched by any additional services, whether or not there is in fact any such unjust enrichment, shall be the basis of any increase in the compensation payable hereunder. In the event that written authorization and acknowledgment by RAP for such additional services is not timely executed and issued in strict accordance with this Agreement, Consultant’s rights with respect to such additional services shall be deemed waived and such failure shall result in non-payment for such additional services or work performed. 5. Compensation. RAP shall compensate Consultant for the performance of the Services in a sum computed and payable as set forth in Exhibit A. The performance of the Services under this Agreement shall not exceed $4,000.00. Consultant shall not be entitled to bill at overtime and/or double time rates for work done outside of normal business hours unless specifically authorized in writing by RAP. a. Payment will be made for Services satisfactorily performed within thirty (30) days of receipt of a proper and accurate invoice from Consultant. All invoices shall include detail regarding the hours spent, tasks performed, who performed each task, and such other detail as RAP may request. b. Any out-of-pocket expenses to be incurred by Consultant and reimbursed by RAP shall be identified on Exhibit A. Out-of-pocket expenses will be reimbursed without any additional mark-up thereon and are included in the not to exceed contract amount set forth above. Out-of-pocket expenses shall not include any payment of salaries, bonuses, or other compensation to personnel of Consultant. DocuSign Envelope ID: 68834BA7-D300-4D93-BC6F-8D67F82293D8 3 Consultant shall not be reimbursed for expenses that are not set forth on Exhibit A unless specifically approved in writing by RAP. c. If, at any time during the term or after termination or expiration of this Agreement, RAP reasonably determines that any payment made by RAP to Consultant was improper because the Services for which payment was made were not performed as set forth in this Agreement, then upon written notice of such determination and request for reimbursement from RAP, Consultant shall forthwith return such payment(s) to RAP. Upon termination or expiration of this Agreement, unexpended funds advanced by RAP, if any, shall forthwith be returned to RAP. d. RAP 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. 6. Sub-consultants. Consultant acknowledges that RAP has entered into this Agreement in reliance upon the particular reputation and expertise of Consultant. Consultant shall not enter into any sub- consultant agreements for the performance of any of the Services or additional services without RAP’s prior written consent, which may be withheld in RAP’s sole discretion. RAP shall have the right in its reasonable discretion to approve all personnel assigned to the subject Project during the performance of this Agreement and no personnel to whom RAP has an objection, in its reasonable discretion, shall be assigned to the Project. Consultant shall require each sub-consultant, as approved by RAP and to the extent of the Services to be performed by the sub-consultant, to be bound to Consultant by the terms of this Agreement, and to assume toward Consultant all the obligations and responsibilities which Consultant, by this Agreement, assumes toward RAP. RAP shall have the right (but not the obligation) to enforce the provisions of this Agreement against any sub-consultant hired by Consultant and Consultant shall cooperate in such process. The Consultant shall be responsible for the acts and omissions of its agents, employees, and sub-consultants or sub-contractors. 7. Insurance. Consultant agrees to provide and maintain at Consultant’s sole cost and expense, the following insurance coverage with limits of liability not less than those stated below: a. Types of Insurance. 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. DocuSign Envelope ID: 68834BA7-D300-4D93-BC6F-8D67F82293D8 4 iv. Professional liability insurance with prior acts coverage for all Services required hereunder, in a form and with an insurer or insurers satisfactory to RAP, with limits of liability of not less than $1,000,000 per claim and $2,000,000 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. Continuous coverage will be maintained during any applicable statute of limitations for the Services and Project. b. Other Requirements. i. The automobile and commercial general liability coverage shall be endorsed to include RAP, its associated or affiliated entities, its successors and assigns, elected officials, employees, agents and volunteers as additional insureds. ii. Consultant’s certificates of insurance shall include sub-consultants as additional insureds under its policies or Consultant shall furnish to RAP separate certificates and endorsements for each sub-consultant. All coverage(s) for sub-consultants shall be subject to the same minimum requirements identified above. Consultant and sub-consultants, if any, shall maintain the foregoing coverage in effect until the Services are completed. In addition, all such policies shall be kept in force by Consultant and its sub-consultants until the applicable statute of limitations for the Project and the Services has expired. iii. Insurance shall be placed with insurers duly licensed or authorized to do business in the State of Colorado and with an “A.M. Best” rating of not less than A-VII. iv. Consultant’s insurance coverage shall be primary and non-contributory with respect to all other available sources. Consultant’s policy shall contain a waiver of subrogation against RAP. v. All policies must contain an endorsement affording an unqualified thirty (30) days' notice of cancellation to RAP in the event of cancellation of coverage. vi. All insurers must be licensed or approved to do business within the State of Colorado and all policies must be written on a per occurrence basis unless otherwise provided herein. vii. Consultant’s certificate of insurance evidencing all required coverage(s) is attached hereto as Exhibit B. Upon request, Consultant shall provide a copy of the actual insurance policy and/or required endorsements required under this Agreement within five (5) business days of a written request from RAP, and hereby authorizes Consultant’s broker, without further notice or authorization by Consultant, to immediately comply with any written request of RAP for a complete copy of the policy. viii. Consultant shall advise RAP in the event the general aggregate or other aggregate limits are reduced below the required per occurrence limit. Consultant, at its own expense, will reinstate DocuSign Envelope ID: 68834BA7-D300-4D93-BC6F-8D67F82293D8 5 the aggregate limits to comply with the minimum limits and shall furnish RAP a new certificate of insurance showing such coverage. ix. If Consultant fails to secure and maintain the insurance required by this Agreement and provide satisfactory evidence thereof to RAP, RAP shall be entitled to immediately terminate this Agreement. x. The insurance provisions of this Agreement shall survive expiration or termination hereof. xi. The parties hereto understand and agree that RAP is relying on, and does not waive or intend to waive by any provision of this Agreement, the monetary limitations or rights, immunities and protections provided by the Colorado Governmental Immunity Act, as from time to time amended, or otherwise available to RAP, its affiliated entities, successors or assigns, its elected officials, employees, agents, and volunteers. xii. Consultant is not entitled to workers’ compensation benefits except as provided by the Consultant, nor to unemployment insurance benefits unless unemployment compensation coverage is provided by Consultant or some other entity. The Consultant is obligated to pay all federal and state income tax on any monies paid pursuant to this Agreement. 8. Indemnification. The Consultant shall indemnify and hold harmless RAP, and any of its officers, agents, and employees against any losses, claims, damages, or liabilities for which RAP may become subject to insofar as any such losses, claims, damages, or liabilities arise out of, directly or indirectly, this Agreement, or are based upon any performance or nonperformance by Consultant or any of its sub- consultants hereunder; and Consultant shall reimburse RAP for reasonable attorney fees and costs, legal and other expenses incurred by RAP in connection with investigating or defending any such loss, claim, damage, liability, or action. This indemnification shall not apply to claims by third parties against the RAP to the extent that RAP is liable to such third party for such claims without regard to the involvement of the Consultant. This paragraph shall survive expiration or termination hereof. 9. Ownership of Documents. All documents prepared by Consultant in connection with the Services shall become property of RAP. Consultant shall execute written assignments to RAP of all rights (including common law, statutory, and other rights, including copyrights) to the same as RAP shall from time to time request. For purposes of this paragraph, the term “documents” shall mean and include all reports, plans, studies, tape or other electronic recordings, drawings, sketches, estimates, data sheets, maps, and work sheets produced, or prepared by or for Consultant (including any employee or subcontractor in connection with the performance of the Services and additional services under this Agreement). 10. Notice. Any notice required by this Agreement shall be deemed properly delivered when (i) personally delivered, or (ii) when mailed in the United States mail, first class postage prepaid, or (iii) when delivered by FedEx or other comparable courier service, charges prepaid, to the parties at their respective addresses listed below, or (iv) when sent via facsimile so long as the sending party can provide DocuSign Envelope ID: 68834BA7-D300-4D93-BC6F-8D67F82293D8 6 facsimile machine or other confirmation showing the date, time and receiving facsimile number for the transmission, or (v) when transmitted via e-mail with confirmation of receipt. Either party may change its address for purposes of this paragraph by giving five (5) days prior written notice of such change to the other party. RIVERVIEW APARTMENTS PRESERVATION LP: Attention: Kim Williams 500 Broadway Post Office Box 850 Eagle, CO 81631 Telephone: 970-328-8773 Facsimile: 970-328-8787 E-mail: kim.williams@eaglecounty.us With a copy to: Eagle County Attorney 500 Broadway Post Office Box 850 Eagle, Co 81631 Telephone: 970-328-8685 E-mail: atty@eaglecounty.us CONSULTANT: Cushman and Wakefield of Colorado, Inc. Attn: Mark Lodmill 1401 Lawrence Street, Suite 1100 Denver, CO 80202 Telephone: 303-312-4247 E-mail: mark.lodmill@cushwake.com 11. Coordination. Consultant acknowledges that the development and processing of the Services for the Project may require close coordination between various consultants and contractors. Consultant shall coordinate the Services required hereunder with the other consultants and contractors that are identified by RAP to Consultant from time to time, and Consultant shall immediately notify such other consultants or contractors, in writing, of any changes or revisions to Consultant’s work product that might affect the work of others providing services for the Project and concurrently provide RAP with a copy of such notification. Consultant shall not knowingly cause other consultants or contractors extra work without obtaining prior written approval from RAP. If such prior approval is not obtained, Consultant shall be subject to any offset for the costs of such extra work. 12. Termination. RAP may terminate this Agreement, in whole or in part, at any time and for any reason, with or without cause, and without penalty therefor with seven (7) calendar days’ prior written notice to the Consultant. Upon termination of this Agreement, Consultant shall immediately provide RAP with all documents as defined in paragraph 9 hereof, in such format as RAP shall direct and shall DocuSign Envelope ID: 68834BA7-D300-4D93-BC6F-8D67F82293D8 7 return all RAP owned materials and documents. RAP shall pay Consultant for Services satisfactorily performed to the date of termination. 13. Venue, Jurisdiction, and Applicable Law. Any and all claims, disputes or controversies related to this Agreement, or breach thereof, shall be litigated in the District Court for Eagle County, Colorado, which shall be the sole and exclusive forum for such litigation. This Agreement shall be construed and interpreted under and shall be governed by the laws of the State of Colorado. 14. Execution by Counterparts; Electronic Signatures. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. The parties approve the use of electronic signatures for execution of this Agreement. Only the following two forms of electronic signatures shall be permitted to bind the parties to this Agreement: (i) Electronic or facsimile delivery of a fully executed copy of the signature page; (ii) the image of the signature of an authorized signer inserted onto PDF format documents. All documents must be properly notarized, if applicable. All use of electronic signatures shall be governed by the Uniform Electronic Transactions Act, C.R.S. 24-71.3-101 to 121. 15. Other Contract Requirements. a. Consultant shall be responsible for the completeness and accuracy of the Services, including all supporting data or 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 RAP has accepted or approved the Services shall not relieve Consultant of any of its responsibilities. Consultant shall perform the Services in a skillful, professional and competent manner and in accordance with the standard of care, skill and diligence applicable to Consultants performing similar services. Consultant represents and warrants that it has the expertise and personnel necessary to properly perform the Services and covenants that its professional personnel are duly licensed to perform the Services within Colorado. This paragraph shall survive termination of this Agreement. b. Consultant agrees to work in an expeditious manner, within the sound exercise of its judgment and professional standards, in the performance of this Agreement. Time is of the essence with respect to this Agreement. c. This agreement constitutes an agreement for performance of the Services by Consultant as an independent contractor and not as an employee of RAP. Nothing contained in this Agreement shall be deemed to create a relationship of employer-employee, master-servant, partnership, joint venture or any other relationship between RAP and Consultant except that of independent contractor. Consultant shall have no authority to bind RAP. d. Consultant represents and warrants that at all times in the performance of the Services, Consultant shall comply with any and all applicable laws, codes, rules and regulations. DocuSign Envelope ID: 68834BA7-D300-4D93-BC6F-8D67F82293D8 8 e. This Agreement contains the entire agreement between the parties with respect to the subject matter hereof and supersedes all other agreements or understanding between the parties with respect thereto. f. Consultant shall not assign any portion of this Agreement without the prior written consent of the RAP. Any attempt to assign this Agreement without such consent shall be void. g. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective permitted assigns and successors in interest. Enforcement of this Agreement and all rights and obligations hereunder are reserved solely for the parties, and not to any third party. h. No failure or delay by either party in the exercise of any right hereunder shall constitute a waiver thereof. No waiver of any breach shall be deemed a waiver of any preceding or succeeding breach. i. The invalidity, illegality, or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision hereof. j. Consultant shall maintain for a minimum of three years, adequate financial and other records for reporting to RAP. Consultant shall be subject to financial audit by federal, state or RAP auditors or their designees. Consultant authorizes such audits and inspections of records during normal business hours, upon 48 hours’ notice to Consultant. Consultant shall fully cooperate during such audit or inspections. k. The signatories to this Agreement aver to their knowledge, no employee of RAP has any personal or beneficial interest whatsoever in the Services or Property described in this Agreement. The Consultant has no beneficial interest, direct or indirect, that would conflict in any manner or degree with the performance of the Services and Consultant shall not employ any person having such known interests. l. The Consultant, if a natural person eighteen (18) years of age or older, hereby swears and affirms under penalty of perjury that he or she (i) is a citizen or otherwise lawfully present in the United States pursuant to federal law, (ii) to the extent applicable shall comply with C.R.S. 24-76.5-103 prior to the effective date of this Agreement. [Rest of page intentionally left blank] DocuSign Envelope ID: 68834BA7-D300-4D93-BC6F-8D67F82293D8 9 IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first set forth above. RAP Riverview Apartments Preservation, LP By and through Riverview Apartments Preservation, LLC, its general partner By and through Eagle County Housing and Development Authority, its sole member By: _______________________ Kimberly Bell Williams, Executive Director CONSULTANT: Cushman & Wakefield of Colorado, Inc. By:________________________________ Print Name:_________________________ Title: ______________________________ DocuSign Envelope ID: 68834BA7-D300-4D93-BC6F-8D67F82293D8 Mark Lodmill Executive Director 10 EXHIBIT A SCOPE OF SERVICES, SCHEDULE, FEES DocuSign Envelope ID: 68834BA7-D300-4D93-BC6F-8D67F82293D8 Mark Lodmill, MAI Executive Director Cushman & Wakefield of Colorado, Inc. 1401 Lawrence Street, Suite 1100 Denver, Colorado 80202 303-489-4955 Tel mark.lodmill@cushwake.com March 27, 2024 Mr. Daniel Murray Housing Manager HOUSING EAGLE COUNTY 500 Broadway Eagle, CO 81631 Re: Riverview Apartments - RCS 39169 Highway 6 Avon, Colorado 81620 Dear Mr. Murray: Thank you for requesting our proposal for appraisal consulting services for a HUD compliant Rent Comparability Study (RCS). This proposal letter will become, upon your acceptance, our letter of engagement to provide the services outlined herein. TERMS OF ENGAGEMENT I. PROBLEM IDENTIFICATION The Parties to This Agreement: Cushman & Wakefield of Colorado, Inc. (“C&W”) and HOUSING EAGLE COUNTY (the “Client”). Intended Users: The RCS will be prepared for the Client and is intended only for the use specified below. The Client agrees that there are no other Intended Users. Intended Use: The RCS will be used for the determination of market rent for the subject property. Type of Opinion: Determination of market rent for the subject Date of Analysis:  Date of inspection Subject of the Assignment and Relevant Characteristics: The property to be analyzed is the Riverview Apartments, a 72 unit multi-tenant apartment containing 2BR and 3BR units. The property is located in Avon, Colorado. Assignment Conditions: We do not anticipate the use of any extraordinary assumptions or hypothetical conditions. II. ANTICIPATED SCOPE OF WORK USPAP Compliance: C&W will develop an appraisal in accordance with USPAP and the Code of Ethics and Certification Standards of the Appraisal DocuSign Envelope ID: 68834BA7-D300-4D93-BC6F-8D67F82293D8 Mr. Daniel Murray Housing Eagle County March 27, 2024 Page 2 CW LOE 9/2023 Institute. General Scope of Work:  Property Inspection to the extent necessary to adequately identify the real estate  Research relevant market data, in terms of quantity, quality, and geographic comparability, to the extent necessary to produce credible assignment results  Review and analyze the appropriate comparables in a HUD compliant grid for conclusion of market rent levels. III. REPORTING AND DISCLOSURE Scope of Work Disclosure: The actual Scope of Work will be reported within the report. Reporting Option: The results will be communicated in a rent comparability study report. IV. FEE, EXPENSES AND OTHER TERMS OF ENGAGEMENT Fee: $4,000. All invoices are due and payable within 30 days of the invoice date. The Client shall be solely responsible for C&W’s fees and expenses hereunder. Acknowledgement of this obligation is made by the countersignature to this agreement by an authorized representative of the Client. Additional Expenses: Fee quoted is inclusive of expenses related to the preparation of the report. Retainer: A retainer is not required for this assignment in order to commence work. Report Copies: The final report will be delivered in electronic format. Up to three hard copies will be provided upon request. Start Date: The process will initiate upon receipt of signed agreement, applicable retainer, and the receipt of the property- specific data. Final Report Delivery: Within thirty (30) days of receipt of your written authorization to proceed, assuming prompt receipt of necessary property information. Payment of the fee shall be due and payable upon delivery of the draft report. Changes to Agreement: The identity of the Client, Intended User(s) identified herein, or Intended Use identified herein; the date of value; type of value or interest appraised; or property appraised cannot be changed without a new agreement. Prior Services Disclosure: USPAP requires disclosure of prior services performed by the individual appraiser within the three years prior to this assignment. The undersigned appraisers has/have not provided prior services within the designated time frame. Future Marketing Disclosure: Unless otherwise directed, at the conclusion of this engagement, we may disclose that we have analyzed the subject property in future marketing documents and materials. DocuSign Envelope ID: 68834BA7-D300-4D93-BC6F-8D67F82293D8 Mr. Daniel Murray Housing Eagle County March 27, 2024 Page 3 CW LOE 9/2023 Conflicts of Interest: C&W adheres to a strict internal conflict of interest policy. If we discover in the preparation of our appraisal a conflict with this assignment we reserve the right to withdraw from the assignment without penalty. Withdrawal of Appraiser Prior to Completion of Assignment: C&W may withdraw without penalty or liability from the assignment(s) contemplated under this agreement before completion or reporting of the appraisal in the event that C&W determines, at C&W’s sole discretion, that insufficient information was provided to C&W prior to the engagement, that Client or other parties have not or cannot provide C&W with documentation or information necessary to C&W’s analysis or reporting, that conditions of the subject property render the original scope of work in appropriate, that appraiser becomes aware that he or she lacks the competency needed for the assignment with the meaning of applicable professional standards, that a conflict of interest has arisen, or that the Client has not complied with its payment obligations under this agreement. C&W shall notify the Client of such withdrawal in writing. Further Conditions of Engagement: The Conditions of Engagement attached hereto are incorporated herein and are part of this letter of engagement. Thank you for calling on us to render these services and we look forward to working with you. DocuSign Envelope ID: 68834BA7-D300-4D93-BC6F-8D67F82293D8 Mr. Daniel Murray Housing Eagle County March 27, 2024 Page 4 CW LOE 9/2023 Sincerely, CUSHMAN & WAKEFIELD OF COLORADO, INC. Mark Lodmill, MAI Executive Director cc: AGREED: CLIENT: HOUSING EAGLE COUNTY By: Date: Mr. Daniel Murray Title: Housing Manager E-mail Address: Phone Number: DocuSign Envelope ID: 68834BA7-D300-4D93-BC6F-8D67F82293D8 Information Needed to Complete the Assignment We understand that you will provide the following information for our review, if available. Physical Information  Plot plan/survey and legal description  Title Report  Building plans  Property Conditions Assessment Report  Environmental Site Assessment  Cost of any major expansions, modifications or repairs incurred over the past three years/capital expense budget  On Site Contact—name and phone number—for property inspection Financial Information  Income & Expense Statements for three previous years plus year-to-date  Pro forma operating budgets  Most recent real estate tax bill or statement  Sales history of the subject property over the past three years at a minimum Supporting Documentation  Detailed Rent Roll in XLS form with all lease charges Other Documentation  Copy of your guidelines or instructions to appraisers/consultants  Supplemental Standards, if applicable (applies only to government agencies, government sponsored entities, other entities that establish public policy)  Additional Information to be considered in the appraisal Note: Please advise if, to your knowledge, C&W is representing the Client or the subject property in any other capacity (i.e., leasing, sale, financing, property management, etc.) DocuSign Envelope ID: 68834BA7-D300-4D93-BC6F-8D67F82293D8 CW LOE 9/2023 CONDITIONS OF ENGAGEMENT 1) Each Intended User identified herein should consider the appraisal as only one factor together with its independent investment considerations and underwriting criteria in its overall investment decision. The appraisal cannot be used by any party or for any purpose other than the Intended User(s) identified herein for the Intended Use described herein. 2) The appraisal report will be subject to our standard Assumptions and Limiting Conditions, which will be incorporated into the appraisal. All users of the appraisal report are specifically cautioned to understand the standard Assumptions and Limiting Conditions as well as any Extraordinary Assumptions and Hypothetical Conditions which may be employed by the appraiser and incorporated into the appraisal. 3) The appraisal report or our name may not be used in any offering memoranda or other investment material without the prior written consent of C&W, which may be given at the sole discretion of C&W. Any such consent, if given, shall be conditioned upon our receipt of an indemnification agreement from a party satisfactory to us and in a form satisfactory to us. Furthermore, Client agrees to pay the fees of C&W’s legal counsel for the review of the material which is the subject of the requested consent. C&W disclaims any and all liability with regard to the appraisal prepared pursuant to the engagement to any party other than the Intended User(s). Under no circumstances will C&W consent to the quote, reference or inclusion of the appraisal in connection with crowd funding activities. Further, crowd funding investors are specifically excluded from any class of Intended Users. 4) The balance of the fee for the appraisal will be due upon delivery of a report. Payment of the fee is not contingent on the appraised value, a loan closing, or any other prearranged condition. Additional fees will be charged on an hourly basis for any work, which exceeds the scope of this proposal, including performing additional valuation scenarios, additional research and conference calls or meetings with any party, which exceed the time allotted by C&W for an assignment of this nature. If we are requested to stop working on this assignment, for any reason, prior to our completion of the appraisal, C&W will be entitled to bill the Client for the time expended to date at C&W’s hourly rates for the personnel involved. 5) C&W disclaims any and all liability to any party with regard to the appraisal report other than an Intended User identified herein. 6) Notwithstanding that C&W may comment on, analyze or assume certain conditions in the appraisal, C&W shall have no monetary liability or responsibility for alleged claims or damages pertaining to: (a) title defects, liens or encumbrances affecting the property; (b) the property’s compliance with local, state or federal zoning, planning, building, disability access and environmental laws, regulations and standards; (c) building permits and planning approvals for improvements on the property; (d) structural or mechanical soundness or safety; (e) contamination, mold, pollution, storage tanks, animal infestations and other hazardous conditions affecting the property; and (f) other conditions and matters for which licensed real estate appraisers are not customarily deemed to have professional expertise. 7) Legal claims or causes of action relating to the appraisal or this agreement are not assignable, except: (i) as the result of a merger, consolidation, sale or purchase of a legal entity, (ii) with regard to the collection of a bona fide existing debt for services but then only to the extent of the total compensation for the appraisal plus reasonable interest, or (iii) in the case of an appraisal performed in connection with the origination of a mortgage loan, as part of the transfer or sale of the mortgage before an event of default on the mortgage or note or its legal equivalent. 8) Each party represents and warrants to the other that it, and all persons and entities owning (directly or indirectly) an ownership interest in it: (a) are not, and will not become, a person or entity with whom a party is prohibited from doing business under regulations of the Office of Foreign Asset Control (“OFAC”) of the Department of the Treasury (including, but not limited to, those named on OFAC’s Specially Designated and Blocked Persons list) or under any statute, executive order or other governmental action; and (b) are not knowingly engaged in, and will not knowingly engage in, any dealings or transactions or be otherwise associated with such persons or entities described in clause (a) above. 9) Each party represents and warrants to the other that it (and any party acting on its behalf) has not, in order to enter into this agreement, offered, promised, authorized or made any payments or transfers of anything of value which have the purpose or effect of public or commercial bribery, kickbacks or other unlawful or improper means of doing business (“Prohibited Activity”) and will not engage in Prohibited Activity during the term of this agreement. In the event of any violation of this section, the non- offending party shall be entitled to immediately terminate this agreement and take such other actions as are permitted or required to be taken under law or in equity. DocuSign Envelope ID: 68834BA7-D300-4D93-BC6F-8D67F82293D8 11 EXHIBIT B INSURANCE CERTIFICATE DocuSign Envelope ID: 68834BA7-D300-4D93-BC6F-8D67F82293D8 Riverview Apartments Preservation LP its associated or affiliated entities, its successors and assigns, elected officials, employees, agents and volunteers are is included as an POLICY PRO- JECT LOC OTHER: CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: PHONE (A/C, No, Ext): FAX (A/C, No): E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ PRODUCTS - COMP/OP AGG $ $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident) $ ANY AUTO BODILY INJURY (Per person) $ OWNED AUTOS ONLY HIRED AUTOS ONLY SCHEDULED AUTOS NON-OWNED AUTOS ONLY BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS-MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENTION $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N / A PER STATUTE OTH- ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ACE American Insurance Company Travelers Property Cas Co of America The Charter Oak Fire Insurance Company The Standard Fire Ins Co A 1/1/2024 1/1/2025 2,000,000 2,000,000 NA 2,000,000 4,000,000 4,000,000 B TC2JCAP-4286L417-TIL -24 1/1/2024 1/1/2025 2,000,000 C UB-0P135893-24-51-K (AOS) UB-8N678063-24-51-R (AZ, WI) 1/1/2024 1/1/2025 1,000,000 1,000,000 1,000,000 3/19/2024 TWXJUB-4286L405-TIL-24 (OH) 750,000SIR Cushman & Wakefield, Inc. 225 West Wacker Drive, Suite 3000 Chicago, IL 60606 Marsh USA, LLC 540 W. Madison Chicago, IL 60661 Riverview Apartments Preservation LP Attn: Kim Williams 500 Broadway, Post Office Box 850 Eagle, CO 81631 USA 1099722 D B 1/1/2024 1/1/2025 1/1/2024 1/1/2025 22667 25674 25615 19070 N 24-25 GLALWC (Cush&Wake Inc.) Policy above includes $500,000 SIR XSL G48907398 Riverview Apartments Preservation LP its associated or affiliated entities, its successors and assigns, elected officials, employees, agents and volunteers are is included as an Additional Insured in regards to General Liability and Auto Liability solely with respect to claims arising out of Cushman & Wakefield acts while on the premises for Cushman & Wakefield operations with the Certificate Holder as required by written contract or agreement and where allowed by law. Insurance afforded to the Additional Insureds in regards to General Liability and Auto Liability policy shall apply as primary insurance and any other insurance carried by the Certificate Holder will not contribute with this insurance and is limited to liability arising out of the operations of the Named Insured where required by written contract and where allowed by law. We waive any right of recovery we have against any person or organization when the Named Insured has agreed to such a waiver in a written contract executed prior to loss. X X X X X Limits shown are as requested 1099722 DocuSign Envelope ID: 68834BA7-D300-4D93-BC6F-8D67F82293D8 POLICY PRO- JECT LOC OTHER: CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND T HE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: PHONE (A/C, No, Ext): FAX (A/C, No): E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE L IMIT APPLIES PER: GENERAL AGGREGATE $ PRODUCTS - COMP/OP AGG $ $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident) $ ANY AUTO BODILY INJURY (Per person) $ OWNED AUTOS ONLY HIRED AUTOS ONLY SCHEDULED AUTOS NON-OWNED AUTOS ONLY BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS-MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENTION $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N / A PER STATUTE OTH- ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Each Claim $1,000,000 See Attached A PSDEF2300578 12/31/2023 12/31/2024 3/19/2024 E&O - MPL - Primary Cushman & Wakefield, Inc. 225 West Wacker Drive, Suite 3000 Chicago, IL 60606 Aon UK Limited 122 Leadenhall Street London EC3V 4AN United Kingdom Riverview Apartments Preservation LP Attn: Kim Williams 500 Broadway, Post Office Box 850 Eagle, CO 81631 USA 1099724 . 23-24 Cush & Wake E&O As respects Errors and Omissions Liability policy PSDEF2300578, Aon Risk Services Central, Inc. is generating and distributing this certificate in an administrative capacity. Aon UK Limited is the broker for the defined policy. Aggregate $2,000,000Claims-Made Policy; SIR applies per SIR $ 350,000policy terms & conditions Limits shown are as requested 1099724 DocuSign Envelope ID: 68834BA7-D300-4D93-BC6F-8D67F82293D8