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2014/03/01 Boznanski and Company Kay Ceniceros Community/Senior Center Appraisal PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT for Professional Services ("Agreement") is made this 1st day of March, 2014 ("Effective Date") by and between the CITY OF MENIFEE ("City') and Boznanski & Company, a sole proprietor, ("Consultant") (together sometimes referred to the "Parties"). Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Consultant shall provide to City the services described in the Scope of Work, (Exhibit A) and incorporated here. Consultant will perform subsequent Task Orders as requested by the Contract Administrator, in accordance with the Scope of Work. In the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit A, this Agreement shall prevail. 1.1 Term of Services. The term of this Agreement shall begin on March 1, 2014 and shall end on June 30, 2014 unless the term of the Agreement is otherwise terminated or extended as provided for in Section 8. The time provided to Consultant to complete the services required by this Agreement shall not affect the City's right to terminate the Agreement, as provided for in Section 8. 1.2 Standard of Performance. Consultant shall perform all services required pursuant to this Agreement in the manner and according to the standards observed by a competent practitioner of the profession in which Consultant is engaged in the geographical area in which Consultant practices its profession and to the sole satisfaction of the Contract Administrator. 1.3 Assignment of Personnel. Consultant shall assign only competent personnel to perform services pursuant to Agreement. In the event that City, in its sole discretion, at any time during the term of this Agreement, desires the reassignment of any such persons, Consultant shall, immediately upon receiving notice from City of such desire of City, reassign such person or persons. 1.4 Time. Consultant shall devote such time to the performance of services pursuant to this Agreement as may be reasonably necessary to satisfy Consultant's obligations hereunder. 1.5 Authorization to Perform Services. The Consultant is not authorized to perform any services or incur any costs whatsoever under the terms of this Agreement until receipt of authorization from the Contract Administrator. Section 2. COMPENSATION. City hereby agrees to pay Consultant a sum not to exceed seven thousand five hundred and 00/00 ($7,500.00) notwithstanding any contrary indications that may be contained in Consultant's proposal, for services to be performed and reimbursable costs incurred under this Agreement. In the event of a conflict between this Agreement and Exhibit A, regarding the amount of compensation, this Agreement shall prevail. City shall pay Consultant for services rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified below shall be the only payments from City to Consultant for services rendered pursuant to this Agreement. Consultant shall submit all Professional Services Agreement-Boznanski&Company(Senior Center Appraisal) 1 of 11 invoices to City in the manner specified herein. Except as specifically authorized in advance by City, Consultant shall not bill City for duplicate services performed by more than one person. 2.1 Invoices. Consultant shall submit invoices monthly during the term of this Agreement, based on the cost for services performed and reimbursable costs incurred prior to the invoice date. Invoices shall contain the following information: • Serial identifications of progress bills; i.e., Progress Bill No. 1 for the first invoice, etc.; • The beginning and ending dates of the billing period; • A Task Summary containing the original contract amount, the amount of prior billings, the total due this period, the balance available under the Agreement, and the percentage of completion; • At City's option, for each work item in each task, a copy of the applicable time entries or time sheets shall be submitted showing the name of the person doing the work, the hours spent by each person, a brief description of the work, and each reimbursable expense; • The total number of hours of work performed under the Agreement by Consultant and each employee, agent, and subcontractor of Consultant performing services hereunder necessary to complete the work described in Exhibit A; • Receipts for expenses to be reimbursed; • The Consultant's signature. Invoices shall be submitted to: City of Menifee Attn: Accounts Payable 29714 Haun Road Menifee, CA 92586 2.2 Monthly Payment. City shall make monthly payments, based on invoices received, for services satisfactorily performed, and for authorized reimbursable costs incurred. City shall have thirty (30) days from the receipt of an invoice that complies with all of the requirements above to pay Consultant. 2.3 Final Payment. City shall pay the last ten percent (10%) of the total sum due pursuant to this Agreement within sixty (60) days after completion of the services and submittal to City of a final invoice, if all services required have been satisfactorily performed. 2.4 Total Payment. City shall not pay any additional sum for any expense or cost whatsoever incurred by Consultant in rendering services pursuant to this Agreement. City shall make no payment for any extra, further, or additional service pursuant to this Agreement. In no event shall Consultant submit any invoice for an amount in excess of the maximum amount of compensation provided above either for a task or for the entire Agreement, unless the Agreement is modified in writing prior to the submission of such an invoice. Professional Services Agreement-Boznanski&Company(Senior Center Appraisal) 2 of 11 2.5 Hourly Fees. Fees for work performed by Consultant on an hourly basis shall not exceed the amounts shown on the fee schedule included with Exhibit A. 2.6 Reimbursable Expenses. Reimbursable expenses are included within the maximum amount of the contract. 2.7 Payment of Taxes. Consultant is solely responsible for the payment of employment taxes incurred under this Agreement and any federal or state taxes. 2.8 Payment upon Termination. In the event that the City or Consultant terminates this Agreement pursuant to Section 8, the City shall compensate the Consultant for all outstanding costs and reimbursable expenses incurred for work satisfactorily completed as of the date of written notice of termination. Consultant shall maintain adequate logs and timesheets in order to verify costs incurred to that date. Section 3. FACILITIES AND EQUIPMENT. Except as otherwise provided, Consultant shall, at its sole cost and expense, provide all facilities and equipment necessary to perform the services required by this Agreement. City shall make available to Consultant only physical facilities such as desks, filing cabinets, and conference space, as may be reasonably necessary for Consultant's use while consulting with City employees and reviewing records and the information in possession of the City. The location, quantity, and time of furnishing those facilities shall be in the sole discretion of City. In no event shall City be required to furnish any facility that may involve incurring any direct expense, including but not limited to computer, long- distance telephone or other communication charges, vehicles, and reproduction facilities. Section 4. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement, Consultant, at its own cost and expense, shall procure the types and amounts of insurance checked below and provide Certificates of Insurance, indicating that Consultant has obtained or currently maintains insurance that meets the requirements of this section and which is satisfactory, in all respects, to the City. Consultant shall maintain the insurance policies required by this section throughout the term of this Agreement. The cost of such insurance shall be included in the Consultant's compensation. Consultant shall not allow any subcontractor, consultant or other agent to commence work on any subcontract until Consultant has obtained all insurance required herein for the subcontractor(s) and provided evidence thereof to City. Verification of the required insurance shall be submitted and made part of this Agreement prior to execution. Consultant acknowledges the insurance policy must cover inter-insured suits between the City and other Insureds. 4.1 Workers' Compensation. Consultant shall, at its sole cost and expense, maintain Statutory Workers' Compensation Insurance and Employer's Liability Insurance for any and all persons employed directly or indirectly by Consultant. The Statutory Workers' Compensation Insurance and Employer's Liability Insurance shall be provided with limits of not less than ONE MILLION DOLLARS ($1,000,000.00) per accident, ONE MILLION DOLLARS ($1,000,000.00) disease per employee, ONE MILLION DOLLARS ($1,000,000.00) disease per policy . In the alternative, Consultant may rely on a self-insurance program to meet those requirements, but only if the program of self-insurance complies fully with the provisions of the California Labor Code. Determination of whether a self-insurance program meets the standards of the Labor Code shall be solely in the discretion of the Contract Administrator. The insurer, if Professional Services Agreement-Boznanski &Company(Senior Center Appraisal) 3 of 11 insurance is provided, or the Consultant, if a program of self-insurance is provided, shall waive all rights of subrogation against the City and its officers, officials, employees, and authorized volunteers for loss arising from work performed under this Agreement. 4.2 Commercial General Automobile Liability Insurance. 4.2.1 General requirements. Consultant, at its own cost and expense, shall maintain commercial general and automobile liability insurance for the term of this Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000.00) per occurrence, combined single limit coverage, for risks associated with the work contemplated by this Agreement, TWO MILLION DOLLARS ($2,000,000.00) general aggregate, TWO MILLION DOLLARS ($2,000,000.00) products/completed operations aggregate. If a Commercial General Liability Insurance or an Automobile Liability form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom, and damage to property resulting from activities contemplated under this Agreement, including the use of hired, owned and non-owned automobiles. 4.2.2 Minimum scope of coverage. Commercial general coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001 or GL 0002 (most recent editions) covering comprehensive General Liability and Insurance Services Office form number GL 0404 covering Broad Form Comprehensive General Liability. Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability form CA 0001 (ed. 12/90) Code 8 and 9. No endorsement shall be attached limiting the coverage. 4.2.3 Additional requirements. Each of the following shall be included in the insurance coverage or added as a certified endorsement to the policy: a. The insurance shall cover on an occurrence or an accident basis, and not on a claims-made basis. b. Any failure of Consultant to comply with reporting provisions of the policy shall not affect coverage provided to City and its officers, employees, agents, and volunteers. 4.3 Professional Liability Insurance. 4.3.1 General requirements. Consultant, at its own cost and expense, shall maintain for the period covered by this Agreement professional liability insurance for licensed professionals performing work pursuant to this Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000) covering the licensed professionals' errors and omissions. Any deductible or self-insured retention shall not exceed $150,000 per claim. 4.3.2 Claims-made limitations. The following provisions shall apply if the professional liability coverage is written on a claims-made form: Professional Services Agreement-Boznanski&Company(Senior Center Appraisal) 4 of 11 a. The retroactive date of the policy must be shown and must be no later than the commencement of the work. b. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the Agreement or the work, so long as commercially available at reasonable rates. C. If coverage is canceled or not renewed and it is not replaced with another claims-made policy form with a retroactive date that precedes the date of this Agreement, Consultant must provide extended reporting coverage for a minimum of five (5) years after completion of the Agreement or the work. Such continuation coverage may be provided by one of the following: (1) renewal of the existing policy; (2) an extended reporting period endorsement; or (3) replacement insurance with a retroactive date no later than the commencement of the work under this Agreement. The City shall have the right to exercise, at the Consultant's sole cost and expense, any extended reporting provisions of the policy, if the Consultant cancels or does not renew the coverage. d. A copy of the claim reporting requirements must be submitted to the City prior to the commencement of any work under this Agreement. 4.4 All Policies Requirements. 4.4.1 Acceptability of insurers. All insurance required by this section is to be placed with insurers with a Bests' rating of no less than A:VII and admitted in California. 4.4.2 Verification of coverage. Prior to beginning any work under this Agreement, Consultant shall furnish City with Certificates of Insurance, additional insured endorsement or policy language granting additional insured status complete certified copies of all policies, including complete certified copies of all endorsements. All copies of policies and certified endorsements shall show the signature of a person authorized by that insurer to bind coverage on its behalf. The Certificate of Insurance must include the following reference: (Senior Center Appraisal). The name and address for Additional Insured endorsements, Certificates of Insurance and Notice of Cancellation is: City of Menifee, 29714 Haun Road, Menifee, CA 92586. The City must be endorsed as an additional insured for liability arising out of ongoing and completed operations by or on behalf of the Consultant. 4.4.3 Notice of Reduction in or Cancellation of Coverage. A certified endorsement shall be attached to all insurance obtained pursuant to this Agreement stating that coverage shall not be suspended, voided, canceled or materially changed by either party, or reduced in coverage or in limits, except after thirty (30) days' prior written notice by certified, mail, return receipt requested, has been given to the City. In the event that any coverage required by this section is reduced, limited, cancelled, or materially affected in any other manner, Consultant shall provide written notice to City at Consultant's earliest possible opportunity and in no case later than ten (10) working days after Consultant is notified of the change in coverage. 4.4.4 Additional insured: primary insurance. City and its officers, employees, agents, and authorized volunteers shall be covered as additional insureds with respect to each of the following: liability arising out of activities performed by or on behalf of Professional Services Agreement-Bomanski &Company(Senior Center Appraisal) 5 of 11 Consultant, including the insured's general supervision of Consultant; products and completed operations of Consultant, as applicable; premises owned, occupied, or used by Consultant; and automobiles owned, leased, or used by the Consultant in the course of providing services pursuant to this Agreement. The coverage shall contain no special limitations on the scope of protection afforded to City or its officers, employees, agents, or authorized volunteers. The insurance provided to the City as an additional insured must apply on a primary and non- contributory basis with respect to any insurance or self-insurance program maintained by the City. Additional insured status shall continue for(1)year after delivery of product(s). A certified endorsement must be attached to all policies stating that coverage is primary insurance with respect to the City and its officers, officials, employees and volunteers, and that no insurance or self-insurance maintained by the City shall be called upon to contribute to a loss under the coverage. 4.4.5 Deductibles and Self-insured Retentions. Consultant shall obtain the written approval of City for the self-insured retentions and deductibles before beginning any of the services or work called for by any term of this Agreement. During the period covered by this Agreement, only upon the prior express written authorization of Contract Administrator, Consultant may increase such deductibles or self-insured retentions with respect to City, its officers, employees, agents, and volunteers. The Contract Administrator may condition approval of an increase in deductible or self-insured retention levels with a requirement that Consultant procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses that is satisfactory in all respects to each of them. 4.4.6 Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. 4.4.7 Variation. Contract Administrator may approve in writing a variation in the foregoing insurance requirements, upon a determination that the coverage, scope, limits, and forms of such insurance are either not commercially available, or that the City's interests are otherwise fully protected. 4.5 Remedies. In addition to any other remedies City may have if Consultant fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, City may, at its sole option, exercise any of the following remedies, which are alternatives to other remedies City may have and are not the exclusive remedy for Consultant's breach: • Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under the Agreement; • Order Consultant to stop work under this Agreement or withhold any payment that becomes due to Consultant hereunder, or both stop work and withhold any payment, until Consultant demonstrates compliance with the requirements hereof; and/or Professional Services Agreement-Boznanski&Company(Senior Center Appraisal) 6 of 11 • Terminate this Agreement. Section 5. INDEMNIFICATION. (a) Indemnification for Professional Liability. Where the law establishes a professional standard of care for Consultant's Services, to the fullest extent permitted by law, Consultant shall indemnify, protect, defend and hold harmless any and all losses, liabilities, damages, costs and expenses, including attorney's fees and costs to the extent same are caused in whole or in part by any negligent or wrongful act, error or omission of Consultant, its officers, agents, employees or sub-consultants (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of professional services under this Agreement. (b) Indemnification for Other than Professional Liability. Other than in the performance of professional services and to the full extent permitted by law, Consultant shall indemnify, protect, defend and hold harmless the City of Menifee, and any and all of its employees, officials and agents from and against any liability(including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any kind, whether actual, alleged or threatened, including attorneys fees and costs, court costs, interest, defense costs, and expert witness fees), where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Consultant or by any individual or entity for which Consultant is legally liable, including but not limited to officers, agents, employees or sub-contractors of Consultant. (c) Limitation of Indemnification. Notwithstanding any provision of this Section 5, Indemnification to the contrary, design professionals are required to defend and indemnify the City of Menifee only to the extent permitted by Civil Code Section 2782.8, which limits the liability of a design professional to claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the design professional. The term "design professional" as defined in Section 2782.8, is limited to licensed architects, licensed landscape architects, registered professional engineers, professional land surveyors, and the business entities that offer such services in accordance with the applicable provisions of the California Business and Professions Code. (b)The provisions of this section do not apply to claims occurring as a result of City's sole or active negligence. The provisions of this section shall not release City from liability arising from gross negligence or willful acts or omissions of City or any and all of its officials, employees and agents. Section 6. STATUS OF CONSULTANT. 6.1 Independent Contractor. At all times during the term of this Agreement, Consultant shall be an independent contractor and shall not be an employee of City. City shall have the right to control Consultant only insofar as the results of Consultant's services rendered pursuant to this Agreement and assignment of personnel pursuant to Subparagraph 1.3; however, otherwise City shall not have the right to control the means by which Consultant accomplishes services rendered pursuant to this Agreement. Notwithstanding any other City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Consultant and any of Professional Services Agreement-Boznanski&Company(Senior Center Appraisal) 7 of 11 its employees, agents, and subcontractors providing services under this Agreement shall not qualify for or become entitled to any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in the California Public Employees Retirement System (PERS) as an employee of City and entitlement to any contribution to be paid by City for employer contributions and/or employee contributions for PERS benefits. Section 7. LEGAL REQUIREMENTS. 7.1 Governing Law. The laws of the State of California shall govern this agreement. 7.2 Compliance with Applicable Laws. Consultant and any subcontractor shall comply with all applicable local, state and federal laws and regulations applicable to the performance of the work hereunder. Consultant shall not hire or employ any person to perform work within the City of Menifee or allow any person to perform work required under this Agreement unless such person is properly documented and legally entitled to be employed within the United States. Consultant shall obtain a City of Menifee business license. Consultant shall require the same of all subcontractors. 7.3 Licenses and Permits. Consultant represents and warrants to City that Consultant and its employees, agents, and any subcontractors have all licenses, permits, qualifications, and approvals of whatsoever nature that are legally required to practice their respective professions. Consultant represents and warrants to City that Consultant and its employees, agents, any subcontractors shall, at their sole cost and expense, keep in effect at all times during the term or this Agreement any licenses, permits, and approvals that are legally required to practice their respective professions. In addition to the foregoing, Consultant and any subcontractors shall obtain and maintain during the term of this Agreement valid Business Licenses from City. Section 8. TERMINATION AND MODIFICATION. 8.1 Termination. City may cancel this Agreement at any time and without cause upon written notification to Consultant. Consultant may cancel this Agreement upon 30 days' written notice to City and shall include in such notice the reasons for cancellation. In the event of termination, Consultant shall be entitled to compensation for services performed to the effective date of termination; City, however, may condition payment of such compensation upon Consultant delivering to City any or all documents, photographs, computer software, video and audio tapes, and other materials provided to Consultant or prepared by or for Consultant or the City in connection with this Agreement. 8.2 Extension. City may, in its sole and exclusive discretion, extend the end date of this Agreement beyond that provided for in Subsection 1.1. Any such extension shall require a written amendment to this Agreement, as provided for herein. Consultant understands and agrees that, if City grants such an extension, City shall have no obligation to provide Consultant with compensation beyond the maximum amount provided for in this Agreement. Similarly, unless authorized by the Contract Administrator, City shall have no obligation to Professional Services Agreement-Boznanski&Company(Senior Center Appraisal) 8 of 11 reimburse Consultant for any otherwise reimbursable expenses incurred during the extension period. 8.3 Amendments. The parties may amend this Agreement only by a writing signed by all the parties. 8.4 Assignment and Subcontracting. City and Consultant recognize and agree that this Agreement contemplates personal performance by Consultant and is based upon a determination of Consultant's unique personal competence, experience, and specialized personal knowledge. Moreover, a substantial inducement to City for entering into this Agreement was and is the professional reputation and competence of Consultant. Consultant may not assign this Agreement or any interest therein without the prior written approval of the Contract Administrator. Consultant shall not subcontract any portion of the performance contemplated and provided for herein, other than to the subcontractors noted in the proposal, without prior written approval of the Contract Administrator. In the event that key personnel leave Consultant's employ, Consultant shall notify City immediately. 8.5 Survival. All obligations arising prior to the termination of this Agreement and all provisions of this Agreement allocating liability between City and Consultant shall survive the termination of this Agreement. 8.6 Options upon Breach by Consultant. If Consultant materially breaches any of the terms of this Agreement, City's remedies shall include, but not be limited to, any or all of the following: 8.6.1 Immediately terminate the Agreement; 8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any other work product prepared by Consultant pursuant to this Agreement; 8.6.3 Retain a different consultant to complete the work described in Exhibit A not finished by Consultant; or 8.6.4 Charge Consultant the difference between the cost to complete the work described in Exhibit A that is unfinished at the time of breach and the amount that City would have paid Consultant pursuant to Section 2 if Consultant had completed the work. Section 9. KEEPING AND STATUS OF RECORDS. 9.1 Records Created as Part of Consultant's Performance. All reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form that Consultant prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the City. Consultant hereby agrees to deliver those documents to the City upon termination of the Agreement. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this Agreement are prepared specifically for the City and are not necessarily suitable for any future or other use. City and Consultant agree that, until final approval by City, all data, plans, specifications, reports and other documents are confidential Professional Services Agreement-Boznanski&Company(Senior Center Appraisal) 9 of 11 and will not be released to third parties without prior written consent of both parties unless required by law. 9.2 Consultant's Books and Records. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services or expenditures and disbursements charged to the City under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of final payment to the Consultant to this Agreement. 9.3 Inspection and Audit of Records. Any records or documents that Section 9.2 of this Agreement requires Consultant to maintain shall be made available for inspection, audit, and/or copying at any time during regular business hours, upon oral or written request of, the City. Under California Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds Ten Thousand Dollars ($10,000.00), the Agreement shall be subject to the examination and audit of the State Auditor, at the request of City or as part of any audit of the City, for a period of three (3) years after final payment under the Agreement. Section 10. MISCELLANEOUS PROVISIONS. 10.1 Attorneys' Fees. If either party to this Agreement brings any action, including an action for declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees and expenses including costs, in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose. 10.2 Venue. In the event that either party brings any action against the other under this Agreement, the parties agree that trial of such action shall be vested exclusively in Riverside County. 10.3 Severability. If a court of competent jurisdiction finds or rules that any provision of this Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so adjudged shall remain in full force and effect. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. 10.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this Agreement does not constitute a waiver of any other breach of that term or any other term of this Agreement. 10.5 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of and shall apply to and bind the successors and assigns of the parties. 10.6 Consultant Representative. All matters under this Agreement shall be handled for Consultant by Carl Boznanski. 10.7 City Contract Administration. This Agreement shall be administered by a City Employee, Terri Willoughby ("Contract Administrator'). All correspondence shall be directed to or through the Contract Administrator or his or her designee. Professional Services Agreement-Boznanski&Company(Senior Center Appraisal) 10 Of 11 10.8 Notices. Any written notice to Consultant shall be sent to: Carl Boznanski Boznanski & Company 283 North Rampart Street, Suite A Orange, CA 92868-1850 Any written notice to City shall be sent to the Contract Administrator with a copy to: City Clerk City of Menifee 29714 Haun Road Menifee, CA 92586 10.9 Professional Seal. Where applicable in the determination of the Contract Administrator, the first page of a technical report, first page of design specifications, and each page of construction drawings shall be stamped/sealed and signed by the licensed professional responsible for the report/design preparation. The stamp/seal shall be in a block entitled "Seal and Signature of Registered Professional with report/design responsibility," as in the following example. Seal and Signature of Registered Professional with report/design responsibility. 10.10 Integration. This Agreement, including the scope of work attached hereto and incorporated herein as Exhibit A, represents the entire and integrated agreement between City and Consultant and supersedes all prior negotiations, representations, or agreements, either written or oral. 10.11 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement. 10.12 Nondiscrimination. Consultant shall not discriminate in anyway, against any person n the basis of race, color, religious creed, national origin, ancestry, sex, age, physical handicap, medical condition or marital status in connection with or related to the performance of this Agreement. Section 11. The Parties have executed this Agreement as of the Effective Date. Professional Services Agreement-Boznanski&Company(Senior Center Appraisal) 11 of 11 CITY NI tin & O PANY Robert ohnson, City Manager Carl Boznanski, Presi nt Attest: U'Vl� Kathy 13ennett, City Clerk Approved as to Form: JOITie H. Biggs, erim Attorney Professional Services A.-reement-Boznanski Rc Company(senior Center Appraisal) 12 of 1 1 EXHIBIT A SCOPE OF WORK Determine the fair market value of the land and building improvements located at the Kay Ceniceros Community/Senior Center located at 29995 Evans Road, Menifee, CA, identified as Riverside County Parcel Numbers 338-121-045 and -046. This facility consists of three buildings totaling 14,500 square feet and an 83 space parking lot. The property has an overall area of 67,027 square feet. The outcome from these services will be an Appraisal Report which identifies the subject property as to its characteristics, zoning and location. See attached Proposal (Attachment"A")for further details. Professional Services Agreement-Boznanski&Company(Senior Center Appraisal) 13 of I 1 PROPOSAL FOR APPRAISAL SERVICES OF KAY CENICEROS COMMUNITY/SENIOR CENTER LOCATED AT 29995 EVANS ROAD MENIFEE, CALIFORNIA FOR CITY OF MENIFEE Finance Department Ms.Terri A.Willoughby Director of Finance Dated February 24,2014 By BOZNANSKI & COMPANY Property Valuation and Consultation BOZNANSKI&COMPANY Property Valuation&Consultation 283 North Rampart Street Suite A Orange,California 92868-1850 CARL W.BOZNANSKI TELEPHONE: (714)634-3813 _ LINDA L.BOZNANSKI FAX: (714)634-4026 DYANA R.MURRAY carl@boznauskiappraisal.com BLAKE E. BOZNANSKI w .boznanskiappraisalxom Valuation Consultants RICHARD B.NICHOLSON DENISE M.WERE February 24, 2014 Ms. Terri A. Willoughby Re: Proposal for Appraisal Services— Director of Finance Kay Ceniceros Community/ City of Menifee Senior Center 29714 Haun Road 29995 Evans Road Menifee, California 92586 Menifee, California Dear Ms. Willoughby: Summary In response to your email inquiry, Carl W. Boznanski of Boznanski & Company, a real property appraisal firm, is pleased to submit for your consideration and approval this proposal for appraisal services. Questions regarding the scope of this appraisal should be addressed to the undersigned: Carl W. Boznanski, C.R.A. Principal Appraiser President Boznanski &Company 283 North Rampart, Suite A Orange, California 92668 (714) 634-3813 carl@boznanskiappraisal.com Mr. Boznanski operates as Boznanski &Company, Federal ID 33-0912028. Scope of Appraisal Assignment We have been asked to establish the current fair market value of the land and building improvements located at the Kay Ceniceros Community/Senior Center located at 29995 Evans Road, Menifee, California. It is identified as Riverside County Assessor Parcel Nos. 338-121-045 and-046. Built in 1980, and expanded in 2010, this facility consists of three buildings totaling 14,500 sf and an 83 space parking lot. The property has an overall area of 67,027 sf(1.539+acres). City of Menifee -2- February 24, 2014 We have been asked to establish the fair market value of this facility, land and improvements, as of the present time. We understand that it is currently owned by the County of Riverside with the appraisal to benefit both the County and the City of Menifee. Within the limits of your direction, the undersigned will view this property. In preparation of this appraisal, we would expect to receive as much data pertaining to the parcels. This would include leases, current rents, tax information, a title report, and other special circumstances pertaining to this property, including any building or site plans. Access to the property would be expected to be made available and the contact person, if any, will be identified by you. Within the boundary of this property being appraised, we will note the locational and economic characteristics influencing the subject parcel. We will have discussions with City/County officials regarding zoning, building age and area, traffic, utilities, etc. We will consider existing leases on the property. Based on all of these investigations, a highest and best use conclusion will be arrived at for the site. The property will be valued, as existent as of the date of value, in order to come up with an overall property value, based on sales, in the nearby area of comparable property, either as vacant or as site improved, similar to the subject. These sales will be investigated and individually enumerated through the official records of the county. We would also utilize the Income Approach based on market rent and market rates of return, if appropriate, as well as the Cost-Summation Approach, as deemed appropriate. Outcoming.from our investigation will be a single Appraisal Report which identifies the subject property as to its characteristics, zoning and location. We will compare it with other similarly improved properties in the area marketplace in order to establish its underlying value. Appropriately supportive maps and photographs will be contained in the narrative appraisal report. Delivery Schedule We would anticipate having the Appraisal Report completed within six weeks of your formal notification to proceed. Fee Quotation For the preparation of this appraisal report, including all field work, data gathering and analysis, as well as all report preparation, our fee due and payable upon delivery of the report is proposed at: $7,500.00 City of Menifee -3- February 24, 2014 Experience Mr. Boznanski has had extensive appraisal experience in valuing all types of properties, both as vacant land and as improved, including institutional, commercial, industrial, residential and special purpose. Mr. Boznanski has appraised thousands of properties throughout California, as well as in other states. This has included governmental facilities. He has recently preformed an appraisal assignment on behalf of the City of Menifee which included the valuation of several governmental assets, larger in scope,but otherwise similar to that proposed for the City of Menifee. Specifically, he has extensive appraisal experience working for and on behalf of various types of governmental agencies including 45 cities and redevelopment agencies, and 45 school districts, water districts and agencies such as the County of Orange, the Orange County Transit Authority, Caltrans, the Metropolitan Water District and the Metropolitan Transit Authority, as further depicted on his resume as follows. It should be noted that the undersigned appraiser, in the latter part of 2011,prepared an Appraisal Report of seven parks that were transferred from the County of Riverside to the City of Menifee. Personnel The principal appraiser of the firm is Carl W. Boznanski, C.R.A. who is currently licensed by the State of California as a Certified General Real Estate Appraiser AGO 10837 which expires June 15,2013. A copy of his resume is enclosed. Mr. Boznanski has a Bachelor's Degree in Aeronautical Engineering from the University of Notre Dame, a Master's Degree in Business Administration from the University of Southern California and has completed numerous appraisal related courses, seminars, and conferences over the years. He is a designated Senior Member of the National Association of Review Appraisers (CRA). Mr. Boznanski was a Planning Commissioner for the City of Yorba Linda from 1980 to 2007 and had served as Chairman six times during that period. Thus, he is intimately aware of the real property development process both from the private sector and from the governmental perspective. He has appraised some 25,000 separate properties with a value of over seven billions of dollars over the years. Valuation appraisals have been performed for acquisition purposes, for both governmental and private clients; for assessment districts; for domestic and partnership settlements; for private litigation; for tax matter, including estate purposes; and in support of various financial dealings. City of Menifee -4- February 24,2014 These appraisals call for the determination of either present or past fair market value. They include whole and fractional interests as well as discounted cash flow analysis. Long-term lease fee and lease hold estates have also been determined. Easements and surface rights values have also been established. Numerous ground leases have been valued. The appraisals have covered all types of properties, including vacant land as well as improved properties. Specific types of property appraised have included farm land, single family and multiple family residential, including condominiums, as well as a wide variety of commercial, office, industrial and special purpose property parcels. Among the special purpose properties appraised have been a major sports stadium, a major amusement park, sub-division land development studies, hospitals, medical centers, nursing homes, retirement homes, hotels, motels, shopping centers, service stations, car washes, garden nurseries, building centers, auto dealerships, bowling alleys, municipal buildings, mobile home parks, dairy processing plants, wineries, preschools, schools, school sites, residential tracts, etc. He has had the opportunity to conduct appraisals of properties located throughout the State of California as well as in the States of Nevada, Arizona, New Mexico and North Carolina. Appraisals in the State of California have been done in the Counties of Alameda, Contra Costa, El Dorado, Fresno, Humboldt, Imperial, Inyo, Kern, Los Angeles, Marin, Merced, Madera, Monterey, Orange, Placer, Riverside, Sacramento, San Bernardino, San Diego, San Francisco, San Joaquin, San Luis Obispo, San Mateo, Santa Clara, Sonoma, Stanislaus,Tuolumne, Ventura and Yolo. Mr. Boznanski has performed numerous condemnation appraisals (Eminent Domain) for both governmental and private clients, and has appeared numerous times in various California Superior Courts as an Expert Witness in real property matters. He has also appeared as an expert witness in arbitration hearings and assessment appeals. In addition, he has testified on several occasions in the United States Federal Bankruptcy Court. These Expert Witness testimonies have exceeded 75 appearances. Boznanski & Company has also been responsible for land use feasibility, absorption and economic studies conducted on residential, commercial and industrial sites in order to establish cost-benefit ratios for proposed or existing developments. At the present time Boznanski & Company has two full-time fee appraisers along with a full-time secretary and a data researcher and technical assistant. Boznanski & Company would not require the hiring of any additional staff or additional facilities to undertake this project. All of the reports will be prepared under responsibility of Carl W. Boznanski, who will sign off on each report. All personnel assigned to this task would be directly aegis to the Project Manager, Carl W. Boznanski. City of Menifee -5- February 24, 2014 There are no current assignments that we have with either public agencies or private entities, which would pose either a conflict of interest or a conflict in scheduling in order to accomplish the tasks outlined herein within the time frame noted. We would be able to commence our activity essentially immediately upon our notice to proceed. All of the reports, information, data, etc., prepared or assembled by Boznanski and Company, under this agreement are confidential and we agree that they shall not be made available to any individual or organization without your prior written approval. Following this write-up is presented Mr. Boznanski's resume. Conclusion We feel that Carl W. Boznanski, based on his broad appraisal experience, which is extensive and unique, has the qualifications to establish real property valuations in this matter. Further, his experience in litigation matters, including depositions and court appearances, is likewise,broad. We remain available to discuss with you any questions that may arise as a result of this proposal and we are available to personally meet with you and your client, or his representatives, as may be appropriate. If you agree with the scope and nature of this proposal please indicate your acceptance below and return one copy of this document or provide us with a City Purchase Order. If you have any further questions regarding this matter, please feel free to contact me. We appreciate your interest in Boznanski and Company, and we look forward to working with you on this engagement. Respectfully submitted, BOZNANSKI&COMPANY Carl W. Boznanski, C.R.A. Principal Appraiser President Certified General Appraiser CWB/drm CA#AG010837 Approved By Date: 2014 CARL W.BOZNANSKI LICENSE State of California: Certified General Real Estate Appraiser No. AGO10837 (Expires June 15, 2015) EDUCATION University of Southern California-M.B.A. Degree, Major in Management, Minor in Finance University of Notre Dame-B.S.A.E. Degree,Major in Aeronautical Engineering University of Southern California, University of California and Orange Coast College - First Year Law School - Real Estate Courses in Finance, Law and Practice; Contracts Courses Appraisal Institute, Society of Real Estate Appraisers, Orange Coast College, Acheson Appraisal, Real Estate Trainers, California State University - Fullerton, Marshall Valuation Service, Caltrans-Over 600 hours in courses and seminars covering topics such as: USPAP; Federal & State Laws; Standards of Professional Practice;. Appraisal Principles; Basic Valuation Procedure; Real Estate Appraisal; Capitalization & Cash Flow; Basic Valuation/Capitalization; Regression Analyses; Income Capitalization; Hotel/Motel Valuation; Commercial/Residential Cost Analyses; FIItREA - Overview & Application; Partial Taking; Understanding Limited Appraisals; Appraising Land; Land Development; Appraisal Computer Application; Special Purpose Properties. EXPERIENCE Boznanski and Company, 1984 - Present. Mr. Boznanski is the founder and Principal Appraiser of this real property valuation and consultation firm. Property evaluation has encompassed all types of real estate for a myriad of purposes. The firm has performed business appraisals as well. The appraisals cover all types of property, including vacant land as well as improved property. Valuation appraisals have been performed for acquisition purposes, both for governmental and private client; for assessment districts; for domestic and partnership property settlements; for litigation; for tax matters, for estate purposes; and in support of various financial dealings. These appraisals call for the determination of either present or past fair market value, based on a highest and best use analysis. They include whole and fractional interests as well as discounted cash flow analysis. Long-term leased fee and leasehold estate evaluations have also been determined. Easements and surface right values have been established. Ground leases have been valued. Specific types of property appraised have included farm land, single family and multiple family residential, including condominiums, as well as commercial, office, industrial and special purpose parcels. Among the special purpose properties appraised have been a major sports stadium, a major amusement park, cemeteries, sub-division land development studies, EXPERIENCE (Cont.): hospitals, medical centers, nursing homes, retirement homes, hotels/motels, shopping centers, service stations, car washes, garden nurseries, building centers, auto dealerships, bowling alleys, municipal buildings, mobile home parks, dairy processing plants, wineries, mortuaries, pre-schools, school sites, schools, churches, residential tracts, etc. Several very large scale municipal appraisal projects have been performed encompassing more than 100 parcels. These latter right-of-way appraisals have been for total acquisition as well as for partial taking. Other types of appraisals performed include reuse appraisals of property to be used for industrial, office, residential, commercial and auto center purposes. This type of appraisal considers the evaluation of properties with certain developmental restrictions. Review of appraisals have been conducted for numerous governmental agencies, financial institutions and private parties in order to determine the adequacy of appraisals prepared by others. Mr. Boznanski has performed numerous condemnation appraisals (eminent domain) for both governmental and private clients and has appeared many times in various California Superior Courts as an expert witness in real property matters. In addition, he has testified on numerous occasions in United States Federal Bankruptcy Court. He has also been responsible for land use feasibility, absorption and economic studies conducted on residential, commercial and industrial sites in order to establish cost-benefit ratios for proposed or existing developments. Donahue & Company, Inc. 1970-1984. A founder of Donahue and Company, Inc. and one of two principals, Mr. Boznanski, as a Senior Property Specialist of the fun, was responsible for performing appraisals on all types of real property, as well as managing the development of urban study programs. He oversaw the general operations of the firm in his capacity of Executive Vice President. Trans-Capital Investment Associates, 1969 - 1974. General Partner, providing consultation and operational direction to a private investment fund, Venture Equity. Systematic Management Associates, 1967-1968 and 1969-1970. Principal providing management and engineering consultation concerning systems controls of aerospace projects. PRC Technical Applications, Inc. 1968-1969. Regional Manager of the firm performing a wide range of engineering and management services. These tasks were performed for government agencies as well as for major contractors. He was responsible for the marketing, management and technical performance of a staff of 25. EXPERIENCE (Cont.): North American Rockwell, 1958-1967. Engineering Supervisor accountable for the implementation of engineering systems controls for various systems of the Apollo spaceship as well as other aerospace projects. ASSOCIATIONS National Association of Review Appraisers & Mortgage Underwriters - Senior Member(C.R.A.) PUBLIC OFFICE Planning Commissioner, City of Yorba Linda, 1980-2007 Chairman- 1981/1986/1991/1996/2001/2006 Vice Chairman- 1980/1985/1990/1995/2000/2005 Yorba Linda Water District—2009 -present Chairman, Citizens Advisory Committee PUBLIC SPEAKING/TEACHING-REAL PROPERTY VALUATION Association For Governmental Leasing&Finance- Boston 1995 Approved California Office of Real Estate Appraiser instructor CLIENTS (Partial List) Approved Appraiser-Resolution Trust Corporation Public- Cities and Redevelopment Agencies Apple Valley Fontana Norco Santa Ana Azusa Fullerton Orange Stanton Baldwin Park Glendale Palmdale Tehachapi Barstow Hesperia Pasadena Temple City Big Bear Lake Indio Placentia Tustin Carson Irwindale Pleasanton Victorville Claremont Lakewood Pomona West Covina Colton La Habra Poway West Sacramento Compton La Mirada Rialto Corona Lancaster Rancho Mirage Costa Mesa Los Angeles Riverside Downey Lynwood San Bernardino Duarte Montebello San Clemente El Monte Madera San Diego El Segundo National City San Dimas Public-Other Anaheim Union High School District Federal Deposit Insurance Corporation Apple Valley Unified School District Fountain Valley Municipal Water District Apple Valley Water District Fountain Valley Elementary School District Azusa Light&Water Hemet Unified School District Caltrans(State Transportation Dept.) Glendale Unified School District Center Unified School District Keppell Union School District Chaffey Community College District Lancaster Elementary School District Downey Unified School District Lake Elsinore Unified School District Escondido School District Los Angeles County Sanitation Districts CLIENTS (Partial List) (Cont.): Los Banos Unified School District Rancho Santiago Community College District Manhattan Beach Unified School District Rescue Union Elementary School Metropolitan Transit Authority Rim of the World Unified School District Metropolitan Water District Riverside Highland Water Moreno Valley Unified School District Romoland School District Moss Landing Harbor District San Bernardino Economic Development Murrieta Valley Unified School District San Dieguito Union High School District Orange,County of—GSA/Real Estate Division San Jacinto Unified School District Orange County Transit Authority Santa Ana Unified School District Palmdale Unified School District Southern Kern School District Perris Union High School District Tehachapi Unified School District Placentia-Yorba Linda Unified School District Western Placer Unified School District Pomona Unified School District U. S.Department of Agriculture,Forest Service Pomona Valley Municipal Water District U.S.Department of Navy Val Verde Unified School District Corporate and Financial Adams Properties,Inc. Dah Sing Bank Adohr Farms DBS Bank American Continental Bank Diversified Shopping Centers American International Bank East West Bank American Plus Bank Eastern International Bank AOB Management El Dorado Bank ARCO Elmore Toyota Bank of A.Levy Emerson International Bank of America Espee Federal Credit Union Bank of Anaheim Ewing Development Co. Bank of California Exxon Company,U.S.A. Bank of Hollywood Fairway Ford Bank of Newport Fallbrook National Bank Bank of Taiwan Far East National Bank Bank of the West Far West Savings and Loan Bank of Yorba Linda Farm Credit West Beacon Bay Enterprises Farmers Insurance Bianchi International Farmers&Merchants Bank R.C.Boatman,Co. Fedco Bourns,Inc. First Bank and Trust Buena Park Lumber Company First Centennial Bank California Commerce Bank First Commercial Bank California State Bank First Continental Bank Carl Karcher Enterprises First General Bank Century America Corp. First Pacific Bank Cerritos Valley Bank First State Bank Charter Pacific Bank First Security Bank China Trust Bank of California Fluorcarbon Co. City National Bank Ford Motor Land Development Co. Citycorp Real Estate Forest Lawn Co. Coast Savings and Loan Founders Financial Co. Commerce Federal Savings Friedman Homes Columbia Savings and Loan Fullerton Savings and Loan Continental Bank of America CLIENTS (Partial List) (Cont.): GMAC Commercial Mortgage Rancon Corporation General Bank Rhoades Development Co. Global Cellular,Inc. Safeway Stores W.R.Grace Corp. St.Joseph Health System Gulf Oil Co. Santa Barbara Federal Savings Hazel Corp. Sanwa Bank Hopkins Development Co. Shappell Industries Howard Hughes Corporation Shanghai Commercial Bank Hua Man Community Bank Shell Oil Company Hudson United Bank Siam Commercial Bank Hunco Development Co. SingerLewak CPA's Imperial Bank South Bay Bank Imperial Federal Savings Standard Oil of California Independence Savings and Loan Standard Savings Bank Julius Realty Sterling Transit Co.,Inc. Kavli Foundation Sun West Bank Laura Scudders,Inc. Systems Auto Parks,Inc. Leach Corporation Taiwan California Bank Lewis Homes Temecula Valley Bank A.M.Lewis,Inc. Thriftimart,Inc. Lippo Bank Tierra Financial,Inc. Long Beach Bank Tokai Bank Long Beach Equities,Inc. Torrey Pines Bank Los Angeles National Bank Traffic Control Services Lunnen Development Co. Trans-National Bank Malibu Savings and Loan Trust Bank Marineland Union Bank Marine National Bank United National Bank Mega Bank United Overseas Bank Merchants Bank Universal Bank Miller&Schroeder Financial University National Bank Mismi-Manufactures Bank VED Corporation Mobil Land Development Co. Ventura County Bank Municipal Services Vineland Bank National Building Centers Virginia Hardwood Company National Investor Financial,Inc. Vista Bank Northland Financial Co. Washington National Savings Bank Omni Bank Wells Fargo Bank Overland Bank Western State Bank Overland Pacific&Cutler Corp Westin Mortgage Pacific National Bank Westminster Nurseries PaineWebber Wing Lung Bank Paragon Partners Woodhaven Developers Price Company Price Waterhouse Rancho Bank Attorneys,Private Firms and Individuals Lee Abbott,Esq.,Westwood William J.Acromite,Esq.,San Juan Capistrano Leon Alexander,Esq.,Anaheim Michael Antin,Esq.,Westwood Best,Best&Kreiger,Esq.,Riverside and Irvine C.Alexei Brenot,Esq.,Glendale. Edward L.Butterworth,Pasadena Robert W.Clemmer,Esq.,Orange E. Gene Crain,Esq.,Newport Beach CLIENTS (Partial List) (Cont.): E.Avery Crary,Esq.,Irvine Cooksey,Coleman&Howard,Esq.,Tustin John Culbertson,Fallbrook Richard Devericks,Camarillo Jan Mark Dudman,Esq.,Santa Ana Ferrari Lumber,Azusa Steve Henry,Santa Monica Howrey&Simon,Esq.Los Angeles Houlihan,Lokey,Howard&Zukin,Century City Verlyn Jensen,Esq.,Newport Beach David Kagon,Esq.,Century City Teong H.Kay,Los Angeles Thomas King,Esq.,Huntington Beach Larry Kirschenbaum,Esq.,Santa Ana Anthony Lanza,Esq.,Irvine Dr.Robert Larner,Los Angeles Raymond J.Larson,Tustin Leigh,Day&Co.,Esq.,London,England Lewis Brisbois Bisgaard&Smith,Los Angeles Garfield L.Logan,Esq.,San Juan Capistrano David Lowry,Rancho California Manning&Marder,Esq,Los Angeles Lee Marvin,Tucson,Arizona John D.McGuire,Esq.,Santa Ana Paul Miller,Esq., Santa Fe Springs Minyard Morris,Esq.,LLP,Newport Beach John G.Nelson,Esq.,Whittier Nossaman,Guthner,Knox&Elliott,Esq.,Irvine Frank A.Oldmen,Esq.,Costa Mesa Michael Oldmen,Esq.,Costa Mesa Brian Ostler,Esq.,Anaheim Gerald J.Phillips,Esq.,Tustin Robert C.Politiski,Esq.,Santa Ana Denis W.Retoske,Jr.,Esq.,San Juan Capistrano Sabo&Green,Esq., Calabasas and San Bernardino Shepherd,Mullin,Richter&Hampton,Esq.,Los Angeles Shemoff,Lipsky&Blickenstaff,Esq.,Claremont Michael A.Vanic,Esq.,Los Angeles Julian R.Warner,Esq.,Century City Ronald E.Wiksell,Esq.,Santa Ana Gerold G.Williams,Esq.,Newport Beach Herbert B.Wittenberg,CPA,West Covina Thomas L.Woodruff,Esq.,Orange QUALIFIED REAL PROPERTY EXPERT WITNESS Kem County Superior Court Los Angeles County Superior Court Orange County Superior Court Riverside County Superior Court San Bernardino County Superior Court San Diego County Superior Court Ventura County Superior Court United States District Court,Los Angeles and Orange County Orange County Assessment Appeals Board Private Arbitration Hearings