HomeMy WebLinkAboutMASON & MASONSTANDARD ---!�-'—O�N—S—U-l-,—TA-N�T AGREEMENT
THIS AGREEMENT, made and entered into this ( b �� day of S�411 , 2002 by
and between Mason & Mason, a California corporation (hereinafter "Consultant'-'—),an—d the City
of Santa Ana, a charter city and municipal corporation organized and existing tinder the
Constitution and laws of the State of California (hereinafter "City").
RECITALS
A. The City desires to retain a consultant having special skill and knowledge in the field of
real estate appraisal services on all as -needed basis. These appraisal services include
determining the fair market value for acquisitions of entire properties and portions of
properties. In addition, appraisal services are needed to determine the market value
of city -owned Surplus property for sale purposes.
B. Consultant represents that Consultant is able and willing to provide such services to the
City.
C. In undertaking the Performance of this Agreement, Consultant represents that it is
knowledgeable in its field and that any services performed by Consultant under this
Agreement will be perforined in compliance with such standards as may reasonably be
expected from a professional consulting firm in the field.
NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the
terms and conditions hereinafter set forth, the parties agree as follows:
1. SCOPE OF SERVICES
Consultant shall perform those services as set forth in Exhibit A to this Agreement.
2. COMPENSATION
a. City agrees to pay, and Consultant agrees to accept as total payment for its services,
the rates and charges in accordance with the negotiated fee per individual project with the e
schedule as set forth in Exhibit P. e c fe
The total sum to be expended tinder this Agreement, shall not
exceed $755000.00 during the term of this Agreement.
b. Payment by City shall be made within thirty (30) days following receipt of proper
invoice evidencing work pertbi-med, subject to City accounting procedures. Payment need not
be made for work which fails to meet the standards of performance set forth in the Recitals
which may reasonably be expected by City.
INSURANCE 11 -_ OT ON HLE
WORK MAY' NO[ PROCEED
CLERK OF.COUNCH-
DATE,-
3. TERM
This Agreement shall commence on the date first written above and terminate on October
1, 2003, unless terminated earlier in accordance with Section 12, below. The term of this
Agreement may be extended upon a writing executed by the Executive Director of the Public
Works Agency and the City Attorney.
4. INDEPENDENT CONTRACTOR
Consultant shall, during the entire term of this Agreement, be construed to be an
independent contractor and not an employee of the City. This Agreement is not intended nor
shall it be construed to create an employer -employee relationship, a joint venture relationship, or
to allow the City to exercise discretion or control over the professional manner in which
Consultant performs the services which are the subject matter of this Agreement; however, the
services to be provided by Consultant shall be provided in a mariner consistent with all
applicable standards and regulations governing such services. Consultant shall pay all salaries and
wages, employer's social security taxes, unemployment insurance and similar taxes relating to
employees and shall be responsible for all applicable withholding taxes.
5. INSURANCE
Prior to undertaking performance of work under this Agreement, Consultant shall
maintain and shall require its subcontractors, if any, to obtain and maintain insurance as
described below:
a. Commercial General Liability Insurance. Consultant shall maintain commercial
general liability insurance naming the City, its officers, employees, agents, volunteers and
representatives as additional insured(s) and shall include, but not be limited to protection against
claims arising from bodily and personal injury, including death resulting therefrom and damage
to property, resulting from any act or occurrence arising out of Consultant's operations in the
performance of this Agreement, including, without limitation, acts involving vehicles. The
amounts of insurance shall be not less than the following: single limit coverage applying to
bodily and personal injury, including death resulting therefrom, and property damage, in the total
amount of $1,000,000 per occurrence. Consultant shall supply City with a fully executed
additional insured endorsement in substantially the form attached hereto as Exhibit C upon
execution of this Agreement and shall be approved in form by the City Attorney.
b. Business automobile liability insurance, or equivalent form, with a combined single
limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for
owned, hired and non -owned automobiles.
c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300
of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against
liability for worker's compensation or to undertake self-insurance. Prior to commencing the
performance of the work under this Agreement, Consultant agrees to obtain and maintain any
employer's liability insurance with limits not less than $1,000,000 per accident.
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d. If Consultant is or employs a licensed professional such as an architect or
engineer: Professional liability (errors and omissions) insurance, with a combined single
limit of not less than $1 000,000 per claim.
o. The following requirements apply to the insurance to be provided by
Consultant pursuant to this section:
6) Consultant shall maintain all insurance required above in frail force
and effect for the entire period covered by this Agreement.
(ii) Certificates of insurance shall be famished to the City upon
exwution of this Agreement and ,shall be approved in form by the
City Attorney.
(iii) . Certificates and policies shall state that the policies shall not be
cameled or reduced in coverage or changed in any other material
aspect without thirty (30) days prior written notice to the City.
f, If Consultant falls or refuses to produce or maintain the insurance required by
this section or Fails or refuses to famish the City with required proof that insurance has
been procured and is in force and paid for, the City shall have the right, at the City's
election, to forthwith terminate this Agreement. Such termination shall not effect
Consultant's right to be paid for its time and materials upended prior to notification of
termination. Consultant waives the right to receive compensation and agrees, to
indemnify the City for any work performed prior to approval of insurance by the City.
d. INDEMNIFICATION
Consultant agrees to and shall indemnify and hold harmless the City, its officers,
agents, employees, consultants, special counsel, crud representatives from liability: (1) for
personal injury, damages, just compensation, restitution, judicial or equitable relief
arising out of claia m for personal injury, including health, and claims for property
damage, which may arise from the direct or indirect operations of the Consultant or its
contractors, subcontractors, agents, employees, or other persons acting on their behalf
which relates to the services described in section 1 of this Agreement; and (2) from any
clahn that personal injury, damago$, just aompenfladon, restitution, judicial or equitable
relief is clue by reason of the terms of or effects arising from this Agreement. This
indemnity and hold harmless agreement applies to all claims for'damages, just
compensation, restitution, judicial or equitable relief suffered, or alleged, to have been
suffered, by reason of the events .referred to in this Section or by reason of the terms of,
or effects, arising from this Agreement.
7. CONFIDENTIALITY
If Consultant receives from the City information which due to the nature of such
information is reasonably understood to be confidential and/or proprietary, Consultant agrees
that it shall not use or disclose such information except in the performance of this Agreement,
maon of
and further agrees to exercise the same degree of care it uses to protect its own inforti
like importance, but in no event less than reasonable care. "Confidential Information" shall
include all nonpublic information. Confidential information includes not only written
information, but also information transferred orally, visually, electronically, or by other means.
Confidential information disclosed to either party by any subsidiary and/or agent of the other
party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure
shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is,
through no fault of the Consultant disclosed in a publicly available source; (e) is in rightful
possession of the Consultant without an obligation of confidentiality; (d) is required to be
disclosed by operation of law; or (e) is independently developed by the Consultant without
reference to information disclosed by the City.
8. CONFLICT OF INTEREST CLAUSE
Consultant covenants that it presently has no interests and shall not have interests, direct
or indirect, which would conflict in any manner with performance of services specified under
this Agreement.
9. NOTICE
Any notice, tender, demand, delivery, or other comrunication pursuant to this
Agreement shall be in writing and shall be deemed to be properly given if delivered in person or
mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other
telegraphic communication in the manner provided in this Section, to the following persons:
To City:
Clerk of the City Council
City of Santa Ana
20 Civic Center Plaza (M-30)
P.O. Box 1988
Santa Ana, California 92702-1988
telefacsimile (714) 647-6956
With courtesy copies to:
Executive Director
Public Works Agency
City of Santa Ana
20 Civic Center Plaza
Ross Annex (M-36)
11. ASSIGNMENT
Inasmuch as this Agreement is intended to secure the specialized services of Consultant,
Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior
written consent of the City and any such assignment, transfer, delegation or subcontract without
the City's prior written consent shall be considered null and void. Nothing in this Agreement
shall be construed to limit the City's ability to have any of the services which are the subject to
this Agreement performed by City personnel or by other consultants retained by City.
12. TERMINATION
This Agreement may be terminated by the City upon thirty (30) days written notice of
termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant
compensation for all services performed by Consultant prior to receipt of such notice of termination,
subject to the following conditions:
a. As a condition of such payment, the Executive Director may require Consultant to deliver
to the City all work product completed as of such date, and in such case such work product shall be
the property of the City unless prohibited by law, and Consultant consents to the City's use thereof
for such purposes as the City deems appropriate.
b. Payment need not be made for work which fails to meet the standard of performance
specified in the Recitals of this Agreement.
13. DISCRIMINATION
Consultant.shall not discriminate because of race, color, creed, religion, sex, marital
status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited
by applicable law, in the recruitment, selection, training, utilization, promotion, termination or
other employment related activities. Consultant affirms that it is an equal opportunity employer
and shall comply with all applicable federal, state and local laws and regulations.
14. JURIISDICTION - VENUE
This Agreement and all questions relating to its validity, interpretation, performance, and
enforcement shall be government and construed in accordance with the laws of the State of
California. This Agreement has been executed and delivered in the State of California and the
validity, interpretation, performance, and enforcement of any of the clauses of this Agreement
shall be determined and governed by the laws of the State of California. Both parties further
agree that Orange County, California, shall be the venue for any action or proceeding that may
be brought or arise out of, in connection with or by reason of this Agreement.
15. PROFESSIONAL LICENSES
Consultant shall, throughout the term of this Agreement, maintain all necessary licenses,
permits, approvals, waivers, and exemptions necessary for the provision of the services
hereunder and required by the laws and regulations of the United States, the State of California,
the City of Santa Ana and all other governmental agencies. Consultant shall notify the City
immediately and in writing ofher inability to obtain or maintain such permits, licenses,
approvals, waivers, and exemptions. Said inability shall be cause for termination of this
Agreement.
16. MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature hereinbelow has the power,
authority and right to bind their respective parties to each of the terms of this Agreement, and shall
indernnify City fully, including reasonable costs and attorney's fees, for any Injuries or damages to
City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn.
b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set
forth in the body of this Agreement.
17. WORK PRODUCT
All work product prepared by Consultant pursuant to this Agreement shall be the
property of the City and Consultant consents to the City's use thereof for such purposes as the
City deems appropriate. Consultant shall submit all work product to City in hard copy and
produced in a form compatible with City's computer system, as agreed between the City and
Consultant.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year
first above written.
ATTEST:
PATRICIA E. HEALY
Clerk of the Council
APPROVED AS TO FORM:
JOSEPH W. FLETCHER
City Attor y
By:
Cristine L.
Assistant City Attorney
CITY OF SANTA ANA
TN. REAM
City Manager
RECOMMEND
,,� U. KOSS
utive Director
is Works Agency
of Santa Ana
PROVAL: CONSULTANT
Name:
Titled de E 07-
Employer ID
EXHIBIT C
ADDITIONAL INSURED ENDORSEMENT
FOR COMMERCIAL GENERAL LIABILITY POLICY
Insurance Company
This endorsement modifies such insurance as is afforded by the provisions of Policy
# relating to the following:
1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its
officers, employees, agents, volunteers and representatives are named as additional insureds
("additional insureds") with regard to liability and defense of suits arising from the operations
and uses performed by or on behalf of the named insured.
2. With respect to claims arising out of the operations and uses performed by or on
behalf of the named insured, such insurance as is afforded by this policy is primary and is not
additional to or contributing with any other insurance carried by or for the benefit of the
additional insureds.
3. This insurance applies separately to each insured against whom claim is made or
suit is brought except with respect to the company's limits of liability. The inclusion of any
person or organization as an insured shall not affect any right which such person or organization
would have as a claimant if not so included.
4. With respect to the additional insureds, this insurance shall not be cancelled, or
materially reduced in coverage or limits except after thirty (30) days written notice has been
given to the Clerk of the Council, City of Santa Ana, 20 Civic Center Plaza, Santa Ana,
California 92701.
(Completion of the following, including countersignature, is required to make this endorsement
effective.)
Effective
Policy #
Issued to
this endorsement form as a part of
Named Insured
Countersigned by
Authorized Representative
ATTACHMENT "A"
CONSULTANT RATE COMPARISON FROM
APPRAISAL SERVICES
Assume the City is planning to acquire a 25 foot wide strip in fee for
roadway widening purposes along Main Street, on the east side, between
First and Second'Streets (see attached map).
The following information is available:
Parcel I — Gas Station currently in operation; owner/operator
Parcel 2 -- Single Family Residence; owner/occupied
Parcel 3 — Fast Food Restaurant; Franchise
Provide a fee proposal for the required appraisal services listed on page 2 of
this attachment. List personnel involved, number of hours, and cost for each
phase; indicate total cost for'all services'to be'provided. "
Provide a schedule depicting time required to perform each task and also
total time required to complete all tasks.
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Page 1 of 2
ATTACHMENT "A"
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ATTACHMENT "A"
CONSULTANT RATE COMPARISON FROM
APPRAISAL SERVICES
Based on the information given on page 1 of this attachment, the Consultant
shall complete this form and include it along with the comprehensive fee
schedule in the sealed fee envelope.
Description of Consultant Services
Parcel 1 Full take of Gas Station
Parcel 2 Part -take, + TCE
Parcel Part -take
(Appraisal provides Cost -to -Cure)
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Page 2 of 2
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i r N t'M
�I A S 0 lY & M A S v l 1 Frances Wolfe Mason, MAI
Real Estate Appraisers & Consultants psa�al ssnson'MA
2609 Honolulu Avenue, Suite 100 Vincent G. Maher MAI CRE
Montrose, California 91020-1706 Kate c. Mawatters, MAI `SRA
Telephone (818) 957-1881 Bradford. D, Thompson; MAI
Fax (818) 957-1891 Kendall Thurston, MAI ':-
e-mail: fmason@mason2.com Victoria L.. Valentine; RM, MIRED
Robert W. Waters,'i Al'8FVWA
2002 STANDARD FEE SCHEDULE
Compensation for work performed on a time -and -materials basis will be computed as follows
through December 31, 2002:
APPRAISAL SERVICE'S
• Principal Appraiser $200.00 to $300.00/hour
Associate Appraiser $150.00 to $200.00/hour
• Research $65.00 to $100.00/hour
EXPERT WITNESS SERVICES
Consultation, Deposition, and Court Appearance
• Frances Wolfe Mason, MAI
$300.00/hour
David S. Mason, MAI
$300.00/hour
• Vincent G. Maher, MAI CRE
$225.00 hour
Lisa M. Benson, MAI
$175.00/hour
• Bradford D. Thompson, MAI
$225.00/hour
• Kate C. McWatters, MAI SRA
$225.00/hour
• Robert W. Waters, MAI, SR/WA
$175.00/hour
Victoria L. Valentine, RM, MRED
$150.00/hour
Research $65.00 to $100.00/hour
Court Exhibit Preparation - $30.00 to $65.00/hour
Minimum Charge for Deposition and Court Appearances 4 hours
USPAP REVIEWS & COMPLIANCE CONSULTING
• Kendall Thurston, MAI $300.00/hour
(Retired Director of Screening for Ethics & USPAP- Appraisal Institujq)
MISCELLANEOUS EXPENSES
The following are billed at cost plus 10%:
• Subcontractor Services
• Blue Printing Services and Printing
• Court Exhibits
• Long Distance Telephone Calls, Fax, etc.
• Commercial Delivery Services
• Computer Services
• Air Transportation and Travel Expenses
• Automobile Travel @ $0.33 per mile
Revised ioroi