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HomeMy WebLinkAbout06553 - CAPITAL REALTY ANALYSTS OR LA QUINTA APPRAISAL OF PLAZA THEATRE APPRAISAL SERVICES AGREEMENT THIS APPRAISAL SERVICES AGREEMENT (the "Agreement") is made this day of Wy , 2014 (herein referred to as the "Effective Date") by and between the City of Palm Springs, a California charter city ("City"), and Capital Realty Analysts of La Quinta, California("Consultant"), who agree as follows: 1. Services. Subject to the terms and conditions set forth in this Agreement, Consultant shall provide to the reasonable satisfaction of CITY the services set forth in Exhibit "A" to this agreement. As a material inducement to CITY to enter into this Agreement, Consultant represents and warrants that it has thoroughly investigated and considered the scope of services and fully understands the difficulties and restrictions in performing the work. Consultant represents that it is experienced in performing the work and will follow professional standards in performance of the work. All services provided shall conform to all federal, state and local laws, rules and regulations and to professional standards and practices. The terns and conditions set forth in this Agreement shall control over any terms and conditions in Exhibit "A" to the contrary. 2. Compensation and Fees. a. Consultant shall be paid in accordance with the rates attached hereto as Exhibit "A", but in no event shall Consultant's total compensation for all services performed under this Agreement exceed Four Thousand Two Hundred Dollars ($4,200.00) without the prior written authorization of the City Manager or the City Manager's designee ("City Manager'). Consultant shall be responsible for notifying the City Manager if the not to exceed amount is about to expended. b. The above fee shall include all costs, including but not limited to, all clerical, administrative, overhead, insurance, reproduction, telephone, travel, auto rental, subsistence and all related expenses. 3. Payment. a. As scheduled services are completed, Consultant shall submit to CITY an invoice for the services completed, authorized expenses and authorized extra work actually performed or incurred. P b. CITY will pay Consultant the amount invoiced within thirty (30) days after the approval of the invoice. C. Payment shall constitute payment in full fof all services, authorized costs and authorized extra work covered by that invoice. 4. Change Orders. No payment for extra services caused by a change in the scope or complexity of work, or for any other reason, shall be made unless and until such extra services e and a price therefore have been previously authorized in writing and approved by the City Manager as an amendment to this Agreement. The amendment shall set forth the changes of work, extension of time for preparation, and adjustment of the fee to be paid by CITY to Consultant. 5. Licenses. Consultant represents that it and any subcontractors it may engage, possess any and all licenses which are required under state or federal law to perform the work contemplated by this Agreement and that Consultant and its subcontractors shall maintain all appropriate licenses, during the performance of this Agreement. 6. Independent Contractor. At all times during the term of this Agreement, Consultant shall be an independent contractor and not an employee of CITY. CITY shall have the right to control Consultant only insofar as the result of Consultant's services rendered pursuant to this Agreement. CITY shall not have the right to control the means by which Consultant accomplishes services rendered pursuant to this Agreement. Consultant shall, at its sole cost and expense, furnish all facilities, materials and equipment which may be required for furnishing services pursuant to this Agreement. Consultant acknowledges that Consultant and any subcontractors, agents or employees employed by 'Consultant shall not, under any circumstances, be considered employees of CITY. 7. Consultant Not Agent. Except as CITY may specify in writing and as set forth in this Agreement, Consultant shall have no authority, express or implied, to act on behalf of CITY in any capacity whatsoever as an agent. Consultant shall have no authority, express or implied, to bind CITY to any obligation whatsoever. 8. Assignment or Subcontracting. No assignment or subcontracting by Consultant of any part of this Agreement or of funds to be received under this Agreement shall be of any force or effect unless the assignment has had the prior written approval of CITY. CITY may terminate this Agreement rather than accept any proposed assignment or subcontracting. 9. Insurance. Consultant shall maintain during the life of this Agreement professional liability insurance covering errors and omissions arising out of the performance of this Agreement with a combined single limit of $1,000,000. Consultant agrees to keep such policy in force and effect for at least three years from the date of completion of this Agreement as long as such insurance is available on reasonably acceptable terms. Consultant shall provide a certificate of insurance evidencing such coverage. 10. Time Is of the Essence. Time is of the essence in this Agreement. Consultant shall do all things necessary and incidental to the prosecution of Consultant's work. 11. Products of Consultant. The documents and appraisal report and other products produced or provided by Consultant for this Agreement shall become the property of CITY upon receipt. Consultant shall deliver all such products to CITY prior to payment for same. CITY may use, reuse or otherwise utilized such products, but only in connection with City's purchase or acquisition of the property that is the subject of the appraisal. 12. Termination. City Manager may for any reason terminate this Agreement by giving the Consultant not less than five (5) days written notice of intent to terminate. Upon receipt of such notice, the Consultant shall immediately cease work, unless the notice from City Manager provides otherwise. Upon the termination of this Agreement, CITY shall pay Consultant for services satisfactorily provided and all allowable reimbursements incurred to the date of termination in compliance with this Agreement, unless termination by CITY shall be for cause, in which event CITY may withhold any disputed compensation. CITY shall not be liable for any claim of lost profits. 13. Maintenance and Inspection of Records. In accordance with generally accepted accounting principles, Consultant shall maintain reasonably full and complete books, documents, papers, accounting records, and other information (collectively, the "records") pertaining to the costs of and completion of services performed under this Agreement. City Manager shall have access to and the right to audit and reproduce any of Consultant's records regarding the services provided under this Agreement. Consultant shall maintain all such records for a period of at least three (3) years after termination or completion of this Agreement. Consultant agrees to make available all such records for inspection or audit at its offices during normal business hours and upon three (3) days notice from City Manager, and copies thereof shall be furnished if requested. 14. Governing Law. This Agreement shall be construed in accordance with and governed by the laws of the State of California and Consultant agrees to submit to the jurisdiction of California courts. F 15. Integration. This Agreement constitutes the entire agreement of the parties. No other agreement, oral or written, pertaining to the work to be performed under this Agreement shall be of any force or effect unless it is in writing and signed by both parties. Any work performed which is inconsistent with or in violation of the provisions of this Agreement shall not be compensated. 16. Notice. Except as otherwise provided herein, all notices required under this Agreement shall be in writing and delivered personally or b)4 first class mail, postage prepaid, to each party at the address listed below. Either party may change the notice address by notifying the other party in writing. Notices may be sent by either facsimile or U.S. Mail. Notices shall be deemed received upon receipt of same or within 3 days of deposit in the U.S. Mail, whichever is earlier. Notices sent by facsimile shall be deemed received on the date of the facsimile transmission. TO "CONSULTANT": TO "CITY": Capital Realty Analysts City of Palm Springs Michael A. Scarcella, MAI P.O. Box 2743 78015 Main Street, Suite 207 Palm Springs, CA 92263-2743 La Quinta, CA 92253 Attn: City Manager Phone: (760) 564-6222 Phone: (760) 323-8299 Fax: (888) 985-9994 Fax: (760)322-8325 a IN WITNESS of this Agreement, the parties have entered into this Agreement as of the year and day first above written. "CONSULTANT" "CITY" CAPITAL REALTY ANALYSTS CITY OF PALM SPRINGS By: �etBy: David H. Ready, Esq., Ph.D. City Manager nice. WAY\.. ach- k" By: Doug Holland, City Attorney Community & conomic Development ATTEST: By: John S. Raymond, Director ity Clerk Community & Economic Development APPROVED BY DEPARMENT HEAD 10 C=xf+i 6 i T- A SCOPE OF SERVICES Consultant to prepare an appraisal report the Plaza Theatre building (128 South Palm Canyon Drive, Palm Springs, California) and make a report to the City on the market value of the property, factoring in a reasonable assessment of future rents from the operation of the theatre and the anticipated cost of any major repair, replacement or improvement to the structure or major building systems to ensure its use for a future undetermined tenant: and/or any other valuation methods traditionally applied for the valuation of similar properties. s i