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HomeMy WebLinkAboutTruex Appraisal ServicesTruex Appraisal Services East Main/Rangeline Road Project Engineering Dept. - 2000 0 11°/, O0'°'r/ ./ APPROVED, AS TO AGREEMENT FOR PROFESSIONAL SERVICES THIS AGREEMENT FOR PROFESSIONAL SERVICES ("Agreement"), is hereby made and entered into by and between the City of Carmel, Indiana, acting by and through its Board of Public Works and Safety (hereinafter "City"), and Truex Appraisal Services (hereinafter "Professional"). RECITALS WHEREAS, City owns and is responsible for its public works, which responsibility includes, by way of illustration and not by way of limitation, the planning, design, construction, operation and maintenance of the City's infrastructure system; and WHEREAS, from time to time, City needs professional services to assist it in effectively and efficiently fulfilling its foregoing responsibilities; and WHEREAS, Professional is experienced in providing such professional appraisal and other services as are covered by this Agreement; and WHEREAS, City desires to engage Professional as an independent contractor for the purpose of providing to City, on a non-exclusive basis, the professiona. 1 services referenced herein; and WHEREAS, Professional is qualified and desires to provide City with such professional services. NOW, THEREFORE, in consideration of the foregoing recitals and the covenants and conditions set forth herein, City and Professional mutually agree as follows: SECTION 1. INCORPORATION OF RECITALS The foregoing recitals are hereby incorporated into this Agreement and made a part hereof. SECTION 2. SCOPE OF SERVICES 2.1 City desires to engage Professional as an independent contractor for the professional services ("Services") set forth in attached Exhibit A which is incorporated herein by this reference. Professional desires to provide the Services to City. 2.2 Professional acknowledges that it has read and understands this Agreement, and that Professional's acceptance and/or provision of any Services hereunder shall constitute Professional' s acceptance of this Agreement and of all its terms and conditions. 2.3 Professional understands and agrees that City may; from time to time, request Professional, on a non-exclusive basis, to provide additional professional services to assist City in the planning, design, construction, operation and/or maintenance of its infrastructure system. The scope of such Truex Appraisal Services East Main/Rangeline Road Project Engineering Dept. - 2000 additional services to be provided by Professional to City shall be as requested and defined by the Mayor or his duly authorized representative. When City desires additional services from Professional, the Mayor or his duly authorized representative shall notify Professional and set forth the scope of such additional services desired, as well as the time frame in which such services are to be rendered. Professional shall then provide, at no cost to City, an estimated cost for such additional services, as well as the date by which such additional services will be provided. Only after City has approved Professional's time and cost estimate for the provision of such additional services shall Professional be authorized to commence same, the description of which additional services shall be set forth in documents which shall be numbered and attached hereto in the order approved. 2.4 Professional understands and agrees that City reserves the right, at any time, to direct changes, or cause Professional to make changes, in the Services and/or additional services provided, or to otherwise change the scope of the work covered by this Agreement, and Professional agrees to promptly make such changes. Any difference in price or time of performance resulting from such changes shall be equitably adjusted by City and Professional after receipt of documentation from Professional in such form and detail as City may require. 2.5 Professional expressly warrants that all Services and/or additional services covered by this Agreement will conform to the specifications, drawings, samples, instructions, directions and/or descriptions furnished to City by Professional or by Professional to and accepted by City, and that such Services and/or additional services will be performed in a timely manner, in a good and workmanlike manner and free from defects. 2.6 Professional acknowledges and agrees that it knows of City's intended use and expressly warrants that all Services and/or additional services covered by this Agreement which have been selected, provided or performed by Professional, based upon City's stated use, will be fit and sufficient for the particular purposes intended by City. 2.7 Time is of the essence of this Agreement. SECTION 3. CITY'S RESPONSIBILITIES 3.1 Upon City's request of Professional for a time and cost estimate for the Services and/or additional services to be provided hereunder, City shall provide such criteria and information with respect to same as are reasonably necessary for Professional to understand the Services and/or additional services requested and to provide a time and cost estimate thereon. 3.2 Once City has accepted Professional's time and cost estimate for the Services and/or additional services, City shall: 3.2.1 Furnish to Professional, upon request, such studies, reports and other available data in City's possession as City considers reasonably pertinent to the Services and/or additional services to be provided, and which Professional shall be entitled to rely upon in performing the Services and/or additional services, unless, in its review of same, Professional determines that such information is not consistent and fails to promptly so notify City; and 3.2.2 Arrange and make all provisions for Professional to enter upon public and private property 2 Truex Appraisal Services East Main/Rangeline Road Project Engineering Dept. - 2000 as reasonably required for Professional to perform the Services and/or additional services; and 3.2.3 Make reasonably available to Professional for consultation, as needed, such individuals as are necessary for Professional to provide the Services and/or additional services to City. 3.3 City shall designate the Mayor or his duly authorized representative to act on City's behalf on all matters regarding the Services and/or additional services. SECTION 4. PROFESSIONAL'S RESPONSIBILITIES 4.1 Professional shall provide to City, within five (5) business days after City requests same, a time and cost estimate for the Services and/or additional services requested by City to be performed by Professional. 4.2 Once City has accepted Professional's time and cost estimate for the Services and/or additional services, such Services and/or additional services shall be performed pursuant to the terms of this Agreement, within such time and cost estimate, and pursuant to any other terms and conditions set forth or referenced herein or attached hereto. 4.3 Professional shall coordinate its performance, in the form of physical meetings and/or status reports, with the Mayor or his duly authorized representative, pursuant to a mutually agreeable schedule and/or as circumstances dictate. 4.4 Professional shall provide the Services and/or additional services by following and applying at all times the highest professional and technical guidelines and standards. SECTION 5. COMPENSATION 5.1 As full and complete compensation for the Services performed by Professional hereunder, and subject to the terms and conditions contained in this Agreement, including, but not limited to, the termination provisions set forth in paragraph 7.1 hereinbelow, City shall pay Professional as set forth in the attached Exhibit A. 5.2 Professional shall submit an invoice to City no more than once every thirty (30) days for Services and/or additional services provided City during the time period encompassed by such invoice. Invoices shall be submitted on a form containing the same information as that contained on the Professional Services Invoice attached hereto as Exhibit B, which is incorporated herein by this reference. City shall pay Professional for all undisputed Services and/or additional services rendered and stated on such invoice within thirty (30) days after the date of City's receipt of same. If the undisputed portion of an invoice amount is not paid within thirty (30) days of its receipt by City, Professional shall so notify City. If such undisputed portion of the invoice amount is not thereafter paid within five (5) business days after City's receipt of such notice, then a late charge in a sum equal to one percent (1%) of such unpaid and undisputed invoice amount shall accrue and be immediately due and payable by City to Professional as a separate debt for each month same remains unpaid. 5.3 In the event an invoice amount is disputed, City shall so notify Professional. If such dispute is not resolved to City's satisfaction within ten (10) business days after notice of such dispute is sent by Truex Appraisal Services East Main/Rangeline Road Project Engineering Dept. - 2000 City to Professional, City shall pay such amount, under protest, into the City Court of Carmel, which Court shall hold same until notified of a resolution signed by both parties hereto or the entry of a final judgment thereon. 5.4 City, in its sole discretion, may agree to pre-pay all or any portion of the compensation to be paid Professional as a result of its provision of the Services and/or additional services hereunder, which pre-payment shall be expressly contingent upon and subject to an accounting and reconciliation by and between the parties at such time as such Services and/or additional services are fully performed, this Agreement is terminated and/or upon City's request. Professional agrees to immediately disgorge to City any prepayment amount it has received from City for Services and/or additional services that are disputed by City and/or which constitutes an overpayment for same. 5.5 If additional professional services are required and Professional wishes to hire an outside source for the performance of same, Professional shall so notify City, in advance of the engagement of such outside source, with an explanation of the need and qualifications of same. If City consents to such outside source, which consent shall not be unreasonably withheld, City shall reimburse Professional for the actual cost of same, which reimbursement sum shall be subtracted from the amount of compensation due Professional from City hereunder. Professional understands and agrees that any and all outside sources so hired shall be employees or contractors of Professional only. Professional warrants and indemnifies City for and from any and all costs, fees, expenses and/or damages incurred by City as a direct or indirect result of the use by Professional of an outside source. This indemnification obligation shall survive the termination of this Agreement. SECTION 6. TERM Subject to the termination provisions set forth in Section 7.1 hereinbelow, this Agreement shall be in effect from the Effective Date through December 31, 2000, and shall thereafter, on the first day of January in each subsequent year, automatically renew for a period of one (1) year, unless earlier terminated in accordance with the terms and conditions hereof. SECTION 7. MISCELLANEOUS 7.1 Termination. 7.1.1 The obligation to provide all or any portion of the Services and/or additional services under this Agreement may be terminated by City or Professional without cause upon thirty (30) days notice to the other party. 7.1.2 The obligation to provide all or any portion of the Services and/or additional services under this Agreement may be terminated by City for cause, or upon City's failure to appropriate monies sufficient to pay for same, immediately upon Professional's receipt of City's "Notice To Cease Services." 7.1.3 In the event of full or partial Agreement termination, and as full and complete compensation hereunder, Professional shall be paid for all such Services and/or additional services rendered and expenses incurred as of the date of termination of same that are not in dispute. Disputed compensation amounts shall be resolved as set forth in paragraph 5.3 Truex Appraisal Services East Mair~/Rangeline Road Project Engineering Dept. - 2000 hereinabove. 7.2 Binding Effect. City and Professional, and their respective officers, officials, agents, partners, successors, executors, administrators, assigns and legal representatives are bound to the other and to its officers, agents, partners, successors, executors, administrators, assigns and legal representatives, in all respects as to all covenants, agreements and obligations of this Agreement. 7.3 No Third Party Beneficiaries. Nothing contained herein shall be construed to give any rights or benefits hereunder to anyone other than City and/or Professional. 7.4 Relationship. The relationship of the parties hereto shall be as provided for in this Agreement, and neither Professional nor any of its agents, employees, contractors, subcontractors and outside sources are or shall become employees of City. Furthermore, Professional shall have the sole responsibility to pay to or for its agents, employees, contractors, subcontractors and outside sources all statutory, contractual and other benefits and/or obligations as they become due, and City shall not be responsible for same. Rather, the compensation to be paid hereunder by City to Professional shall be the full and maximum amount of compensation and monies required of City to be paid to Professional hereunder. Professional hereby warrants and indemnifies City for and from any and all costs, fees, expenses and/or damages incurred by City as a direct or indirect result of any statutory, contractual or other claim for wages, benefits or otherwise by any agent, employee, outside source, contractor or subcontractor of Professional regarding or related to the subject matter of this Agreement. This indemnification obligation shall survive the termination of this Agreement. 7.5 Insurance. Professional shall procure and maintain, with an insurer licensed to do business in the State of Indiana and reasonably acceptable to City, Professional Responsibility Insurance and such other insurance as is necessary for the protection of City and Professional from any and all claims for damages or otherwise under workers' compensation, occupational disease and/or unemployment compensation acts, because of errors and omissions, because of bodily injury, including, but not limited to, personal injury, sickness, disease or death of any and all of Professional's employees, agents, contractors, subcontractors or outside sources, and/or because of injury to or destruction of property, including, but not limited to, any loss of use resulting therefrom. The coverage amounts shall be no less than those amounts set forth on attached Exhibit C. Professional shall cause its insurers to name City as an additional insured on all such insurance policies (except on its Professional Responsibility Insurance policy), shall, upon request, provide City with copies of all such policies, and shall provide that such policies will not be canceled without thirty (30) days prior notice to City. 7.6 Force M~eure. Truex Appraisal Services East Main/Rangeline Road Project Engineering Dept. - 2000 Any delay or failure of either party to perform its obligations hereunder shall be excused if, and to the extent, it is caused by an event or occurrence beyond the reasonable control of the party and without its fault or negligence, provided that notice of such delay (including the anticipated duration of the delay) shall be given by the affected party to the other party within five (5) business days after discovery of the cause of such delay. During any such period of delay or failure to perform by Professional, City, in its sole option, may purchase some or all of the same or similar Services and/or additional services from other sources and reduce the Services requested of Professional hereunder by such degree, without liability to Professional, or have Professional provide some or all of the Services and/or additional services from other sources at times requested by City and at the prices set forth in this Agreement. 7.7 Liens. Professional shall not cause or permit the filing of any lien on any of City's property. In the event such a lien is filed of record and Professional fails to remove it within ten (10) days after the date of filing thereof, by payment or bonding, City shall have the right to pay such lien or obtain such bond, all at Professional's sole cost and expense. Professional shall indemnify and hold harmless City from and against any and all liabilities, losses, claims, costs, attorney fees, expenses and/or damages incurred by City in connection with any such lien or the removal thereof. This indemnification obligation shall survive the termination of this Agreement. 7.8 Default. In the event Professional: (a) repudiates, breaches or defaults under any of the terms or conditions of this Agreement, including Professional's warranties; (b) fails to perform the Services and/or additional services as specified; (c) fails to make progress so as to endanger timely and proper completion of the Services and/or additional services and does not correct such failure or breach within five (5) business days (or such shorter period of time as is commercially reasonable under the circumstances) after receipt of notice from City specifying such failure or breach; or (d) becomes insolvent, files, or has filed against it, a petition in bankruptcy, for receivership or other insolvency proceeding, makes a general assignment for the benefit of creditors or, if Professional is a partnership or corporation, dissolves, each such event constituting an event of default hereunder, City shall have the right to, among other things: (1) terminate all or any part of this Agreement, without liability to Professional; (2) perform or obtain, upon such terms and in such manner as it deems appropriate in its sole discretion, the Services and/or additional services which were to be provided by Professional and Professional shall be liable to City for any excess costs to City in performing or obtaining same; and/or (3) exercise any other right or remedy available to City at law or in equity. 7.9 Government Compliance. Professional agrees to comply with all present and future federal, state and local laws, executive orders, rules, regulations, codes and ordinances which may be applicable to Professional's performance of its obligations under this Agreement, and all relevant provisions thereof are incorporated herein by this reference. Professional agrees to indemnify and hold harmless City from any and all losses, damages, costs, attorney fees and/or liabilities resulting from any violation of such law, order, rule, regulation, code or ordinance. This indemnification obligation shall survive the termination of this Agreement. 6 Truex Appraisal Services East Main/Rangeline Road Project Engineering Dept. - 2000 7.10 Indemnification. Professional shall indemnify and hold harmless City and its officers, officials, employees, agents, assigns and legal representatives from any and all losses, liabilities, claims, judgments and liens, including, but not limited to, all damages, costs, expenses and attorney fees arising out of any intentional or negligent act or omission of Professional and/or any of its employees, agents, outside sources, contractors or subcontractors in the performance of this Agreement, or otherwise. The failure to do so shall constitute a material breach of this Agreement. This indemnification obligation shall survive the termination of this Agreement. 7.11 Discrimination Prohibition. Professional represents and warrants that it and each of its employees, agents, contractors, subcontractors and outside sources shall comply with all existing and future laws of the United States, the State of Indiana and City prohibiting discrimination against any employee, applicant for employment and/or other person in the subcontracting of work and/or in the performance of any Services and/or additional services contemplated by this Agreement with respect to hire, tenure, terms, conditions or privileges of employment or any matter directly or indirectly related to employment, subcontracting or work performance hereunder because of race, religion, color, sex, handicap, national origin, ancestry, age, disabled veteran status or Vietnam era veteran status. City reserves the right to collect a penalty as provided in IC 5-16-6-1 for any person so discriminated against. This indemnification obligation shall survive the termination of this Agreement. 7.12 Severability. If any provision or portion of this Agreement is held to be invalid, illegal or unenforceable by a court of competent jurisdiction, that provision or portion thereof shall be stricken, and all other provisions of this Agreement which can operate independently of such stricken provision shall continue in full force and effect. 7.13 Notice. Any notice, invoice, order or other correspondence required or allowed to be sent pursuant to this Agreement shall be written and either hand-delivered or sent by prepaid U.S. certified mail, return receipt requested, addressed to the parties as follows: CITY: PROFESSIONAL: City of Carmel One Civic Square Carmel, IN 46032 ATTN: Kate Boyle-Weese (with a copy to the City Attorney, Department of Law, same address) Truex Appraisal Services 722 Lexington Avenue Indianapolis, Indiana 46203-4502 ATTN: Bryan L. Truex Indiana Certified General Appraiser Notwithstanding the above, City may orally provide to Professional any notice required or permitted by this Agreement, provided that such notice shall also then be sent as required by this paragraph within ten Truex Appraisal Services East Main/Rangeline Road Project Engineering Dept. - 2000 (10) business days from the date of such oral notice. 7.14 Effective Date. The effective date ("Effective Date") of this Agreement shall be the date on which the last of the parties hereto executes same. 7.15 Governing Law: Lawsuits. This Agreement shall be governed by and construed in accordance with the laws of the State of Indiana, except for its conflict of laws provisions, as well as by all ordinances and codes of the City of Carmel, Indiana. The parties further agree that, in the event a lawsuit is filed hereunder, they waive any fights to a jury trial they may have, agree to file any such lawsuit in an appropriate court in Hamilton County, Indiana only, and agree that such court is the appropriate venue for and has jurisdiction over same. 7.16 Waiver. Any delay or inaction on the part of either party in exercising or pursuing its rights and/or remedies hereunder or under law shall not operate to waive any such rights and/or remedies nor in any way affect the rights of such party to require such performance at any time thereafter. 7.17 Non-Assignment. Professional shall not assign or pledge this Agreement, whether as collateral for a loan or otherwise, and shall not delegate its obligations under this Agreement, without City's prior consent. 7.18 Entire Agreement. This Agreement contains the entire agreement of and between the parties hereto with respect to the subject matter hereof, and no prior agreement, understanding or representation pertaining to such subject matter, written or oral, shall be effective for any purpose. No provision of this Agreement may be amended, added to or subtracted from except by an agreement in writing signed by both parties hereto and/or their respective successors in interest. To the extent any provision contained in this Agreement conflicts with any provision contained in any exhibit attached hereto, the provision contained in this Agreement shall prevail. 7.19 Representation and Warranties. Each party hereto represents and warrants that it is authorized to enter into this Agreement and that any person or entity executing this Agreement on behalf of such party has the authority to bind such party or the party which they represent, as the case may be. 7.20 Headings. All headings and sections of this Agreement are inserted for convenience only and do not form a part of this Agreement nor limit, expand or otherwise alter the meaning of any provision hereof. Truex Appraisal Services East Main/Rangeline Road Project Engineering Dept. - 2000 7.21 Advice of Counsel. The parties warrant that they have read this Agreement and understand it, are fully aware of their respective rights, have had the opportunity for the advice and assistance of an attorney throughout the negotiation of this Agreement, and enter into this Agreement freely, voluntarily, and without any duress, undue influence, coercion or promise of benefit, except as expressly set forth herein. [remainder of page intentionally left blank] Truex Appraisal Services East Main/Rangeline Road Project Engineering Dept. - 2000 IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as follows: CITY OF CARMEL, INDIANA by and through its Board of Public Works and Safety TRUEX APPRAISAL SERVICES Printed Name: Title: FID/SSN: Date: ATTESt,4~ . ' lo Exhibit A - Page 1 of 5 TRUEX APPRAISAL SERVICES 722 Lexington Avenue Indianapolis, Indiana 46203-1045 Phone: (317) 632-5660 Facsimile: (317) 632-4502 E-maih TruexL~.MIBOR.net DATE OF FEE QUOTATION: CLIENT NAME AND ADDRESS: APPRAISER: IDENTIFICATION OF THE REAL ESTATE: Property Address 41 Range Line Road, S. 11 Range Line Road, S. 21 Main Street, E 0 Range Line Road, S. January 5,2000 City of Camel one civic square carmel, Indiana 46032 Contact: M. Kate Boyle-Weese City Engineer Department of Engineering Telephone: Facsimile: (317) 571-2441 (317) 571-2439 Bryan L. Truex TRUEX APPRAISAL SERVICES 722 Lexington Avenue Indianapolis, Indiana 46203-1045 Parcel Number 1610300301030000 1610300301003000 1610300301002000 1610300301001000 Four commercial buildings located at the southeast quadrant of East Main Street & Range Line Road. More specifically identified as follows: Owner of Record FOREMAN, William E. & Marcia A. ANDICH, Marshall ANDICH, Marshall E. & Sandra Lee ANDICH, Marshall E. o DESCRIPTION OF APPRAISAL ASSIGNMENT: OBJECTIVE OF THE ASSIGNMENT: The objective of this assignment is to estimate market values of the above referenced properties, as defined below, in accordance with the Financial Institutions Reform, Recovery and Enforcement Act of 1989 and the Uniform Standards of Professional Appraisal Practice as promulgated by the Appraisal Standards Board of the Appraisal Foundation for the purposes of mortgage lending. PROPERTY RIGHTS TO BE APPRAISED: Fee Simple Estate of any owner occupied buildings and Leased Fee Estate of any buildings rented as of the date of valuation. C. TYPES OF VALUE TO BE ESTIMATED: "As is" market value as of the date of valuation. Exhibit A - Page 2 of 5 TRUEX APPRAISAL SERVICES 722 Lexington Avenue Indianapolis, Indiana 46203-1045 Phone: (317)632-5660 Facsimile: (317)632-4502 E-mail: Truex~.MIBOR.net 6. TARGETED DELIVERY DATE: The appraiser understands that time is of the essence. The Client understands that each appraisal is different and that each particular assignment may take more or less time than other appraisal assignments with similar facts or problems, depending on the issues which need to be resolved, and the complexity of the property and assignment. Nevertheless, it is anticipated that the delivery date of the completed reports should be no later than thirty days after notice to proceed or access to the property is gained. This "anticipated delivery date" is not a guarantee, but rather a projected date based on the information available at this time. This "anticipated delivery date" is also strictly conditioned on Truex Appraisal Services being granted access to the properties. This 'anticipated delivery date" is also strictly conditioned on Truex Appraisal Services being supplied with as many of the items detailed in paragraph 8 as physically possible. 7. NUMBER OF COPIES OF REPORT TO BE PROVIDED: Three (3) originals of the final report. 8. ITEMS TO BE SUPPLIED TO TRUEX APPRAISAL SERVICES BY THE CLIENT (to the extent they are available): Construction Plans Design Specifications Survey with Legal Description Plot Plan or Plat Environmental Assessment or Report or Soils Report Historical Operating Expenses, Rents, or Sales Data List of Capital Improvement Expenditures (Historical) List of and Documentation for Proposed Capital Expenditures Copy of Loan Commitment Letter, if applicable Copy of Title Insurance Binder or Report Current Agreement of Sale/Listing, if applicable 9. FEE AND PAYMENT TERMS: Property Address J Parcel Number 41 Range Line Road, S. 1610300301030000 11 Range Line Road, S. 1610300301003000 21 Main Street, E 1610300301002000 0 Range Line Road, S. 1610300301001000 Owner of Record FOREMAN, William E. & Marcia A. ANDICH, Marshall ANDICH, Marshall E. & Sandra Lee ANDICH, Marshall E. $2,900.00 $2,600.00 $2,600.00 $2,600.00 The aforementioned maximum fees are for self-contained appraisal reports. The appraiser will make every effort to keep the cost low and, if possible, the cost will be below the above range. In addition, there would be an $100 per copy of additional reports requested. As indicated in Section 5 of the "Agreement for Professional Services", payment for the appraisal reports will be expected within thirty (30) days of receipt of invoice. Exhibit A - Page 3 of 5 TRUEX APPRAISAL SERVICES 722 Lexington Avenue Indianapolis, Indiana 46203-1045 Phone: (317) 632-5660 Facsimile: (317) 632-4502 E-maih Truex~.MIBOR.net ASSUMPTIONS AND LIMITING CONDITIONS Appraisals and other analyses are performed, and written reports are prepared by, or under the supervision of members or candidates of the Appraisal Institute in accordance with the Institute's Standards of Professional Practice and Code of Professional Ethics. No opinion is rendered as to property title, which is assumed to be good and marketable. Unless otherwise stated, no consideration is given to liens or encumbrances against the property. Sketches, maps, photos, or other graphic aids included in appraisal reports are intended to assist the reader in ready identification and visualization of the property, and are not intended for technical purposes. Appraisal and analysis reports may contain prospective financial information, estimates or opinions to represent the appraiser°s view of reasonable expectations at a particular point in time, but such information, estimates or opinions are not offered as predictions or as assurances that a particular level of income or profit will be achieved, that events will occur, or that a particular price will be offered or accepted. Actual results achieved during the period covered by our Prospective Financial Analysis will vary from those described in our report, and the variations may be material. It is assumed that legal, engineering, or other professional advice, as may be required, has been or will be obtained from professional sources and that the appraisal report will not be used for guidance in legal or technical matters such as, but not limited to, the existence of encroachments, easements or other discrepancies affecting the legal description of the property. It is assumed that there are no concealed or dubious conditions of the subsoil or subsurface waters including water table and flood plain, unless otherwise noted. We further assume there are no regulations of any government entity to control or restrict the use of the property unless specifically referred to in the report. In the absence of competent technical advice to the contrary, it is assumed that the property being appraised is not adversely affected by concealed or unapparent hazards such as, but not limited to asbestos, hazardous or contaminated substances, toxic waste or radioactivity, unless otherwise noted. The report, the conclusions reached and prospective financial analyses included herein, are intended for the information of the person or persons to who they are addressed, solely for the purposes stated therein, and should not be relied upon for any other purpose. Neither our report, nor its contents, nor any reference to the appraiser, may be included or quoted in any offering circular or registration statement, prospectus, sales brochure, other appraisal, or other agreement or document without our prior written permission. Permission will be granted only upon meeting certain conditions. Information furnished by others is presumed to be reliable, and where so specified in the report, has been verified; but no responsibility, whether legal or otherwise, is assumed for its accuracy, and it cannot be guaranteed as being certain. No single item of information was completely relied upon to the exclusion of other information. Appraisal and consulting assignments are accepted with the understanding that there is no obligation to furnish services after completion of the original assignment. If the need for subsequent services related to an appraisal assignment (e.g., testimony, updates, conferences, reprint or copy services), is contemplated, special arrangements acceptable to the appraiser(s) must be made in advance. It is assumed that the property will not operate in violation of any applicable government regulations, codes, ordinances or statutes. No significant change is assumed in the supply and demand patterns indicated in the report. The appraisal assumes market conditions as observed as of the current date of our market research stated in the letter of transmittal. These market conditions are believed to be correct; however, the appraiser(s) assumes no liability should market conditions materially change because of unusual or unforseen circumstances. The valuation (if applicable) and/or other conclusions apply only to the property described and for the purpose so stated and should not be used for any other purpose. Any allocation of total price between land and the improvements as shown is Exhibit A - Page 4 of 5 TRUEX APPRAISAL SERVICES 722 Lexington Avenue Indianapolis, Indiana 46203-1045 Phone: (317) 632-5660 Facsimile: (317) 632-4502 E-mail: Truex~.MIBOR.net invalidated if used separately or in conjunction with any other report. Neither the report nor any portions thereof (especially any conclusions as to value, the identity of the appraiser(s) or any reference to the Appraisal Institute shall be disseminated to the public through public relations media, news media, sales media or any other public means of communication with the prior wr'~ten consent and approval of the appraiser(s). The date of the valuation to which the value estimate and/or other conclusions apply is set forth in the letter of transmittal and with the body of the report. The value, if estimated. is based on the purchasing power of the United States dollar as of that date. It should be specifically noted by any prospective mortgagee that the appraisal assumes that the property will be competently managed, leased, and maintained at least in keeping with the conditions observed on the effective date of appraisal by financially sound owners over the expected period of ownership. We will neither evaluate management°s or owner's effectiveness, nor be responsible for future marketing efforts and other management or ownership actions upon which actual results will depend. The appraiser(s) does not, as part of this valuation, perform an audit, review or examination (as defined by the AICPA) of any of the historical or prospective financial information used, and therefore does not express any opinion with regard to same. It is assumed that availability of utilities will be continual throughout the property's economic life. All improvements are assumed provided in accordance with the plans, specifications, applicable codes, and ordinances or regulations. All mechanical equipment is assumed to be operational and in satisfactory condition currently, or upon completion of constructions. Neither the report nor the writer guarantees or warrants any mechanical or physical aspect of the property or its conformance to design specifications and/or applicable code, whether contemplated or completed. The American with Disabilities Act ("ADA") became effective January 26, 1992. I have not made a specific compliance survey and analysis of this property to determine whether or not it is in conformity with the various detailed requirements of the ADA. It is possible that a compliance survey of the property together with a detailed analysis of the requirements of the ADA, could reveal that the property is not in compliance with one or more of the requirements of the Act. If so, this fact could have a negative effect upon the value of the property. Since I have no direct evidence relating to this issue, I did not consider possible non-compliance with the requirements of ADA in estimating the value of the property. Exhibit A - Page 5 of 5 TRUEX APPRAISAL SERVICES 722 Lexington Avenue Indianapolis, Indiana 46203-1045 Phone: (317) 632-5660 Facsimile: (317) 632-4502 E-mail: Truex~_MIBOR.net DEFINITION OF MARKET VALUE The operative definition~ of "market value" is as follows: The most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby: 1. buyer and seller are typically motivated; both parties are well informed or well advised and each acting in what they consider their best interests; 3. a reasonable time is allowed for exposure in the open market; and, payment is made in terms of cash in United States dollars or in terms of financial arrangements comparable thereto; and, the price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. Adjustments to the comparables must be made for special or creative financing or sales concessions. No adjustments are necessary for those costs that are normally paid by sellers as a result of tradition or law in a market area; these costs are readily identifiable since the seller pays these costs in virtually all sales transactions. Special or creative financing adjustments can be made to the comparable property by comparisons to financing terms offered by a third party institution lender that is not already involved in the property or transactions. Any adjustment should not be calculated on a mechanical dollar for dollar cost of the financing or concession, but the dollar amount of any adjustment should approximate the market's reaction to the financing or concessions based on the appraiser's judgement. 1 "Uniform Standards of Professional Appraisal Practice," The Appraisal Foundation, December 1990. Name of Company: Address & Zip: Telephone No.: Fax No.: EXHIBIT B Professional Services Invoice Date: Project Name: Invoice No: Person Performing Service Service Services Provided Date (Describe in detail in tenth hour units) Hourly one- Rate Hours Worked Total GRAND TOTAL Signature Printed Name EXHIBIT C INSURANCE Worker's Compensation & Disability Employer's Liability: Bodily Injury by Accident: Bodily Injury by Disease Bodily Injury by Disease Property damage, contractual liability, products-completed operations: General Aggregate Limit (other than Products/Completed Operations): Products/Completed Operations: Personal & Advertising Injury Limit: Each Occurrence Limit: Fire Damage (any one fire): Medical Expense Limit (any one person): Comprehensive Auto Liability Owned, hired and non-owned Bodily Single Limit: injury and property damage Umbrella Excess Liability Each occurrence and aggregate Maximum Deductible Professional Responsibility Insurance: Per Occurrence: Aggregate: COVERAGES Statutory Limits $100,000 each accident $ 500,000 policy limit $100,000 each employee $1,000,000 $1,000,000 $1,000,000 $1,000,000 $ 5O,0OO $ 5,000 each accident $1,000,000 $1,000,000 $ 10,000 $1,000,000 $1,000,000 ": Cityof Carme'_ January 26,2000 Bryan Truex Truex AppmisalSeNices 722 Lexington Ave. Indianapolis, iN 46203-4502 Dear Mr. Truex: On January 19, 2000, the Board of Public Works and Safety approved a contract to do business with your company. Enclosed is a copy of the signed agreement. Please review the enclosed sample invoice (Exhibit B of your contract). You do not need to use this specific form, but we require you to submit the requested information in a similar layout. This format replaces any other form previously used by the City and is effective upon approval of your contract. Please call Clerk-Treasurer Diana Cordray at 571-2414 if you have any questions. Sincerely, Robin L. Butler Deputy Clerk Enclosure pc: Kate Boyle-Weese, City Engineer ONE C1VIC SQUARE CARMEL. INDIANA 46032 317/571-24OO March 9, 2000 Cky of Carme'. Bryan Truex Truex Appraisal Services 722 Lexington Avenue Indianapolis, IN 46203-1045 RE: Additional Services # 1, Per Contract # 0119.00.04 Dear Bryan: As we discussed, the City of Carmel is requesting additional professional services from you and pursuant to our current contract with you, Contract # 0119.00.04. I have requested and received from you the proposed scope of services and fee estimates for the following work tasks: Additional Services # 1 - Appraisals Property located at: 31 East Main Street 41 East Main Street 40 First Avenue SE 0 First Avenue SE 1,900.00 1,900.00 300.00 900.00 Total fee of $ 5,000.00 Per our contract procedural requirements, I hereby approve the above additional services estimate, and grant you the Notice to Proceed on providing these services. Please be advised that all invoices for work on our original and this additional service contract should be billed separately, and referenced by the original Contract Number and/or the Additional Services Number where applicable. Thank you for your continued assistance in providing the City of Carmel with your professional, quality services. If you should have any questions, please give me a call. Sincerely, Director of Administration Joseph C. Staehler, Director of Administration James Brainard, Mayor Kate Weese, City Engineer Diana Cordray, Clerk-Treasurer Steve Engelking, Director of Community Services ONE CIVIC SQUARE CARMEL, INDIANA 46032 317/571-2400 March 9, 2000 Ci:y ,o'5 Carme'_ Bryan Truex Truex Appraisal Services 722 Lexington Avenue Indianapolis, IN 46203-1045 RE: Additional Services # 2, Per Contract # 0119.00.04 Dear Bryan: As we discussed, the City of Carmel is requesting additional professional services from you and pursuant to our current contract with you, Contract # 0119.00.04. I have requested and received from you the proposed scope of services and fee estimates for the following work tasks: Additional Services # 2- Appraisals Property located at: 120 West Main Street 130 West Main Street 2, 100.00 2,700.00 Total fee of $ 4,800.00 Per our contract procedural requirements, I hereby approve the above additional services estimate, and grant you the Notice to Proceed on providing these services. Please be advised that all invoices for work on our original and this additional service contract should be billed separately, and referenced by the original Contract Number and/or the Additional Services Number where applicable. Thank you for your continued assistance in providing the City of Carmel with your professional, quality services. If you should have any questions, please give me a call. Sincerely, C. Staehler Director of Administration Cc: Joseph C. Staehler, Director of Administration James Brainard, Mayor Kate Weese, City Engineer Diana Cordray, Clerk-Treasurer Steve Engelking, Director of Community Services ONE CIVIC SQUARE CARMEL, INDIANA 46032 317/571-2400