Integra Michael C. Lady AdvisorIntegra Michael C. Lady Advisors, Inc..
Appraisal Services
Legal Dept. - 2000
APPROVED, AS TO
AGREEMENT FOR PROFESSIONAL SERVICES FORM
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 Integra Michael C. Lady Advisors, Inc. (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 appraisal and other related services to
assist it in effectively and efficiently fulfilling its foregoing responsibilities; and
WHEREAS, Professional is experienced in providing such professional appraisal and other related
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 professional 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 provision of professional
appraisal and other related 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
Integra Michael C. Lady Advisors, Inc..
Appraisal Services
Legal 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
3A
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
Integra Michael C. Lady Advisors, Inc.,
Appraisal Services
Legal Dept. - 2000
3.2.2 Arrange and make all provisions for Professional to enter upon public and private property
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.
Integra Michael C. Lady Advisors, Inc.,
Appraisal Services
Legal Dept. - 2000
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
City to Professional, City shall pay such amount, under protest, into the City Court of Cannel,
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
Integra Michael C. Lady Advisors, Inc:
Appraisal Services
Legal Dept. - 2000
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
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
Integra Michael C. Lady Advisors, Inc:
Appraisal Services
Legal Dept. - 2000
prior notice to City.
7.6 Force Maieure.
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 Govemment 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
Integra Michael C. Lady Advisors, Inc.,
Appraisal Services
Legal Dept. - 2000
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.
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 Vietuam 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:
Integra Michael C. Lady Advisors, Inc.,
Appraisal Services
Legal Dept. - 2000
City of Carmel
One Civic Square
Carreel, iN 46032
ATTN: Douglas Haney
(with a copy to the City Attorney,
Department of Law, same address)
Integra Michael C. Lady Advisors, Inc.
4981 N. Franklin Road
Indianapolis, iN 46226-2000
ATTN: Michael C. Lady
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
(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 Governin~ 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 Cannel, Indiana. The parties further agree that, in the event a lawsuit is filed hereunder,
they waive any rights 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 Al~reement.
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.
Integra Michael C, Lady Advisors, Inc..
Appraisal Services
Legal Dept. - 2000
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.
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]
lntegra Michael C. Lady Advisors, Inc._
Appraisal Services
Legal 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
BY:
James Brainard, Presiding Officer
Integra Michael C. Lady Advisors, Inc.
4981 N. Franklin Road
Indianapolis, 1N 46226-2000
BY:
Authorized Signature
Prin,,d~ame: ~&.,~-/c,
~:,tle: ~,,,~,~ b,,~-,- '
C,.,~sN:
Date:
ATTEST:
(Diana Cordraf, ~C, Clerli-Treasurer
Date: ~/tU 1('()
,,.as. Itvtl[lllr!llll _ W!ll'k'l_~ll'kVlt ell& Ikll~llllr~-lll'AleJellkl
July 13.2000
Mr. Robert A. Hicks
Hall, Render, Killinn. Heath 8z Lyreart, P.S.C.
Suite 2000, Box 82064
One American Square
Indianapolis, 1N 46282
Land Appmisal
N/W/C and S/W/C 106th Street & Hazel Dell Parkway
Cannel, Indiana 46033
Dear Bob:
Pursuant to our discussion, please consider this our proposal to prepare a complete appraisal of the captioned
property. It is our understanding this appraisal is to be prepared in a self-contained report format. The appraisal
report will be prepared in canfonmty with and subject to the Standards of Professional Practice and the Code of
Ethics of the Appraisal Institute and the Uniform Standards of Professional Appraisal Practice developed by the
Appraisal Standards Board of the Appraisal Foundation. These reports will be kept confidential except that they
will be subject to the requirements of the Appraisal Institute relating to review by its duly authorized
representatives. Furthermore, both parties agree the appraisal of real estate requires market data to perform
competent analysis, therefore, the appraisers are released to utilize subject data in the Integra Realty
Resources/Appraisal Institute database.
It is our understanding that the purpose of the appraisal will be to estimate the just compensation for the
proposed acquisition by the City of Carmel for the above referenced properly as of September 16. 1997. It is
our understanding that the function or use of the appraisal is for possible court proceedings by the City of
Carmel, Indiana. Plaintiffvs. Helen Moffitt Mueller, Defendant.
Our fee for this assignment will be $6,500.00, plus any fees which need to be paid to a mineral specialist for the
purpose of evaluating the extent of mineral reserves on, in or under the property. Court testimony and
preparation will be billed at a rote of $250.00 per hour. X~ will ,~t~i~ a ,~tainer of $a,750.00 in order to
initial, e 11~ ',~signmont. The balan~ of the f~e will be duc upon delivery of the report. Unlcss ,,~,angcmcnts are-
u130/~ ntht-nviqe n lal~' chp. rg, e of l~°,(o per annum ~vill be Chnrgg, d on any balance not paid within flinty (30) days
of d~li,,.l: ~f the rgpurt. lntegra Michael C. Lad), Advisors. Inc. will provide two copies of the report:
additional copies will be available at the actual cost of reproduction.
We xvill make even.' effort to have the appraisal report to you by October 1. 200(I.
LOCAL EXPERTISE...NATIONALLY
4981 N. Franklin Road · Indianapolis, IN 46226-2000 · Phone: 317-546-4720 · Fax: 317-546-1407 · Email: mlady@irr. com
Mr. Robert Hicks
Hall, Render, Killinn, Heath & Lyman, P.S.C.
July 13. 2000
Page 2
Client understands that we will need access to pertinent documents, materials, fadlilies and/or personnel in
order to complete its assignment in a timely and professional manner. Client understands and agrees that any
delays in the assignment caused by parties not employed by Integra Michael C. Lady Advisors, Inc. are not our
responsibility.
We are not experts in the areas of environmental conditions, ADA or weftands. Therefore, unless we have been
provided with environmental studies or an ADA study, our reports will assume there are no environmental or
ADA compliance problems. The fee quotes stated in this proposal also assume there are no environmental or
ADA problems dealing with such issues which typically require additional research and the possible use of third
party experts.
The appraisal reports will be addressed to and shall be solely for your use and benefit, unless prior to its
Ili~}osu~,. tu ux ua~. by utLJ3, wo give our expreu: written gour~nt ~nd alxp?nvTL Thg reports nr~ t~ he .qed only
for the purpocos statul hc,,.L,. Vie s~ipre~gly r~erv~ the tinrestricted fight to withhold our eoh~.t oJtd app~uval
to 3~ou~ dti~lo~uro of ,h~ ai. iprai~l reports or a~v pan th~f~.of to third l~des Without limiting our riots, tn
ruthhold Cun~hl, it iS a~lmowtedged that our poli~ is not to pa-rc, it the use of our appraisal reports by anyone
nthcf ~h~'t Our ~lient~, i,',l,~eg n.r client and such third pm~y provid~ us with an indcmmty. TI~ fornu~Ah~
indenmity k availabls upo'~ ~qu,~ FXlrth~rrnote, it i~ agreed lhat lhe nppi~iVM repoll3 will not be m
couns~cion with railiRg fim,]c fnr shp parchSop Of any eqUily interest in ths property, including ~ estate
limi~./l l~h-tnershil~ ~,,a ~yndicminns
Our al, ptoi~al re!agv ~,ill he Specifically tubjeer 16
-AKtump~ong ana 1 imiti~ C~di~nn~,
h~fiBg ~On8 Whi~ b~Ome ~ppnr~t andrig lh~ COVr~ ~i~t:'Pl~~T~f
Employment ~d Standard ~s.,~tie-- ~d
In the event we are called upon to give testimony in any suit or proceeding or otherwise become involved in any
litigation relating to this engagement or the subject properr),, we will make every reasonable effo~t to assist you
and give such testimony and you hereby agree to compensate us at our then current rate, plus reimbursement for
all expenses incurred. Our invoice tenus for such work will be net thirty (30) days. ann b~ar iraerect at the rote of
l~e/b F, Cr annum thereafter. IX,fu~ ~u,,.,mn~ing su~b ,,,~,rlr, w~ ~mtl have ~c ,ight to request that you pay us
reasonable retainer to be orodited a~ainst fees and c~sts.
If this proposal is acceptable to you, please authorize us to proceed by signing in the space provided below and
initialing the attachments. Please return one copy to us and retain the other for your files.
Thank you for considering us for this assignment and we very much look forward to working with you. Please
call if you wish to discuss this proposal or the assignment any further.
Sincerely,
Indiana Certified General Appraiser
#CG69100223
Managing Director
MCL/bp
Attachments
1NTEGRA REAL IT RESOURCES A TTA CHMENT i -ASSUMPTIONS AND LIMITING CONDITIONS
ASSUMPTIONS AND LEVIflING CONDITIONS
This appraisal is subject to the following assumptions and limiting conditions:
1. Ti~e to the propera' is assumed to be good and marketable and the legal description correct.
2. No responsihility for legal matters is assumed. All existing liens, mortgages or other encumbrances have
been disregarded and the property is appraised as though free and clear, under responsible ownership and
competent management
3. All sketches in this report are intended to be visual aids and should not be construed as surveys or
engineering reports.
4. All information in this report has been obtained from reliable sources. The appraisers cannot, however,
guarantee or be responsible for the accuracy of information furnished by others.
5. This opinion of value applies to land and improvements only. The value of trade fixtures, furnishings and
other equipment has not been included with the value of the real estate.
6. Possession of tins report or a copy thereof does not imply the right of publication or use for any purpose by
any other than the addressee without the written consent of the appraisers.
7. The appraisers are not required to give testimony or attendance in court by reason of this appraisal, unless
prior agreements have been made in writing.
8. The distribution of the total valuation in this report between land and improvements applies only to the
existing utihzation. The separate valuations for land and building must not be used in conjunction with any
other appraisal and are invalid if so used.
9. The land, and particularly the soil, of the area under appraisement appears finn and solid. Subsidence in the
area is unknown or uncommon, but the appraisers do not warrant against this condition or occurrence.
10. Subsurface rights (minerals and oil) were not considered in making this appraisal.
11. The inspecting appraisers inspected the building involved in this appraisal report and damage, if any, by
termites, dry rot or other infestations was reported as a matter of information and no guarantee of the
amount or degree of damage, ff any, is implied.
12. The comparable sales data relied upon in this appraisal is believed to be from reliable sources; however, it
was not possible to inspect the cornparables completely, and it was necessary to rely on information
furnished by others as to said data, therefore, the value concinsions are subject to the correcthess and
verification of said data.
13. The appraisers have inspected, as far as possible, by observation, the land and the improvements thereon;
however it was not possible to personally observe conditions beneath the soil or hidden structural
components within the improvements, therefore, no representations are made herein as to these matters and
unless specifically considered in the report, the value estimate is subject to any such conditions that could
cause a loss in value. Condition of heating, cooling, ventilating, electrical and plumbing equipment is
considered to be commensurate with the condition of the balance of the improvements unless otherwise
stated.
14. NGth,., all her an)' part of the con~nts nf lhi~ report Fillall b~ ~onv~yed V, *he publit- through adverticing,
publi~ ~ota~o~.o, m.w~, ~al~.~ u~ u~,,-~ m,..dia. wi~uut ~lc ~qitten eon~nt and approva1 nf lhp antbar%
-partinularly a~ to vaination conclusions. the identity of the appmiserc or firm with winch they are connected
u~ u~iy rcfcronoo to the ApF~aiaal h~titutc.
]NTEGRA REAL TY RESOURCES ATTACHMENT I -ASSUMPTIONS AND LIMITING CONDITIONS
15. Unless otherwise stated in this report, the existence of hazardous substances, including without limitation,
asbestos, polychlurinated biphenyls, petroleum leakage, or agricultural chemicals, which may or may not
be present on the property.), or other environmental conditions, were not called to the attention of nor did
the appraisers become aware of such during inspection. The appraisers have no knowledge of the existence
of such materials on or in the propert>.-, unless otherwise stated. The appraisers, however, are not qualified
to test such substances or conditions. If the presence of such substances, such as asbestos, mee
formaldehyde, foam insulation or other haTardous substances or environmental conditions, may affect the
value of the property, the value estimated is predicated on the assumption that there is no such condition on
or in the property or in such proximity thereto that it would cause a loss in value. No responsibility is
assumed for any such conditions, nor for any expertise or engineering knowledge required to discover
them. The client is urged to retain an expert in the field of environmental impacts upon real estate ff so
desired.
16. The appraisers are not considered experts with regard to compliance with the Americans with Disabilities
Act (AD A) of 1991. Unless otherwise stated, no responsibility is assumed for any non-compliance with the
provision of the ADA. The client is urged to retain an expert in the field of ADA assessment impacts upon
real estate ff so desired.
17. Unless otherwise stated in this report, problems with year 2000 compliance were not investigated, nor
called to the attention of, nor did the appraiser become aware of such during the appraiser' s inspection.
Problems with year 2000 compliance of embedded systems and the cost to correct them would affect the
value of the propen)', but the appraiser is not qualified to recognize or estimate the cost to solve such
problems. The value estimated herein is predicated on the assumption that no such year 2000 problems
exist and no responsibility is assumed for any such problems, nor for any expertise or knowledge required
This appraisal report has been prepared for the exclusive benefit of lt.d,,,d A. Iti,.k~ ,d IIall, Rcndor,
^
IGlhan, H~ath & L:~atn, P.S.C. It nm) her b~ uo~d ,~; rotied upon by any other p~,'ty. Any party who uses
or relies upon any information in this report, without the preparer's written consent, does so at his own risk.
htdiaaut was a lttjn-di~k,Kjaut~ State until January 1, -2000, and tha~, ~vm~, uf ~,,. marltot salee data hi this
{~potr may -,,* h. ,,r l~blic rer. e?a ~-d nk~ obtained through eer, fi&~,fiat ~vu,~¢~. A~,coidltigly, ate
data presented in tttic repoxt, ~vtfich is not of public record, i~,eludi,,g all l,md, tort[ aid ~1~ cump~uabl~,
sUiedy ennfidontial information and should bo utilized only for .?our internal use. This data should not bo
di~,nthtattA re, ea,y ~lt~t urnsine purees WRitout di~ ~.xpt~ ,,titten c. on~nt uf Integla Michael C. Lady
Advisora. trio.
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 COVERAGES
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:
Statutory Limits
$100,000 each accident
$ 500,000 policy limit
$100,000 each employee
$ 500,000
$ 500,000
$ 500,000
$ 500,000
$ 50,000
$ 5,000
each accident
$ 500,000
$ 500,000
$ 10,000
Per Occurrence: $ 500,000
Aggregate: $ 500,000
October 11, 2000
Mr. Michael C. Lady
INTEGRA MICHAEL C. LADY ADVISORS, INC.
4981 Noah Franklin Road
Indianapolis, IN 46226-2000
Dear Mr. Lady:
On August 16, 2000, the Board of Public Works and Safety approved a contract to do business
with your company. Enclosed is a fully executed copy of the AgXeement for your records.
Please review the enclosed sample invoice (Exhibit B). 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 do not hesitate to contact me at 317.571.2413 if you have any questions or concerns.
Sincerely,
COPY
Carfie A. Groce
Deputy Clerk-Treasurer
Enclosure
cc: Douglas Haney
Department of Law