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HomeMy WebLinkAbout26-0406 31 S Grove Ave Hampton, Lenzini and Renwick, Inc. Isr R Civil Engineers••Structural Engineers•Land Surveyors•Environmental Specialists guwww.hlrengineenng.com April 2, 2025 Mr. Giovanni Jungo, Senior Management Analyst City of Elgin 150 Dexter Ct. Elgin, IL 60120 Re: 31 S.Grove Avenue, Elgin Dear Mr Jungo. We prepared this letter to serve as the agreement between the City of Elgin (Client) and Hampton, Lenzini and Renwick, Inc. (Consultant)for appraisal services requested relative to 31 S. Grove Avenue, Elgin, IL SCOPE OF SERVICES The Client and Consultant have agreed to a list of Basic Services the Consultant will provide to the Client, listed on the appended Scope of Services, labeled as Exhibit A. If agreed to in writing by the Client and Consultant,Additional Services shall be provided and shall be labeled as Exhibit B, appended hereto. Services not set forth above as Basic Services and not listed in Exhibit A of this Agreement are specifically excluded from the scope of the Consultant's services. The Consultant assumes no responsibility to perform any services not specifically listed in Exhibit A. COMPENSATION Billing Terms For our services we will be paid the lump-sum amount of$3,800 00 for the appraisal report. For trial preparation and actual court time,we will be compensated at$275.00 per hour, which will be considered payment in full to Hampton, Lenzini and Renwick, Inc. for actual employee time utilized to provide the required services, said rates include overhead and burden costs plus profit. Other out-of-pocket expenses will be reimbursed at our actual cost. These rates will remain in effect through December 31, 2026. In the event our services are required after that date,we will submit revised rates to be utilized through December 31, 2027. Payment Terms Invoices shall be submitted by the Consultant on a monthly basis, are due upon presentation and shall be considered past due if not paid within 30 calendar days of the invoice date. If the Client fails to make payment to the Consultant in accordance with the payment terms herein, this shall constitute a material breach of this Agreement and shall be cause for termination of this Agreement by the Consultant. If the Client objects to any portion of an invoice, the Client shall so notify the Consultant in writing within ten (10) calendar days of receipt of the invoice. The Client shall identify in writing the specific cause of the disagreement and the amount in dispute and shall pay that portion of the invoice not in dispute in accordance with the other payment terms of this Agreement Any dispute over invoiced amounts due which cannot be resolved within ten (10) calendar days after presentation of invoice by direct negotiation between the parties shall be resolved within 1707 N Randall Road 380 Shepard Drive 380 N Terra Gotta Road 3085 Stevenson Drive 323 West 3rd Street Suite 100 Elgin.Illinois 60123-7010 Unit G Suite 201 P 0 Box 160 Elgin,IL 60123 Tel 847 697 6700 Crystal Lake Illinois 60012 Springfield.Illinois 62703 Mt Carmel,Illinois 62863 Tel.847 697 6700 Fax 847 697 6753 Tel 847 697 6700 Tel 217 546 3400 Tel 618 262 8651 Fax 847 697 6753 Fax 847 697 6753 Fax 217 546 8116 Fax 618 263 3327 Giovanni Jungo City of Elgin April 11, 2025 Page 2 thirty(30)calendar days in accordance with the Dispute Resolution provision of this Agreement. Interest as stated above shall be paid by the Client on all disputed invoice amounts that are subsequently resolved in the Consultant's favor and shall be calculated on the unpaid balance from the due date of the invoice. Payments to the Consultant shall not be withheld, postponed.or made contingent on the construction, completion, or success of the project or upon receipt by the Client of offsetting reimbursement or credit from other parties who may have caused Additional Services or expenses. No withholdings, deductions, or offsets shall be made from the Consultant's compensation for any reason unless the Consultant has been found to be legally liable for such amounts. GENERAL TERMS AND CONDITIONS Assignment Neither party to this Agreement shall transfer, sublet, or assign any rights under or interest in this agreement without the prior written consent of the other party. Subcontracting to sub-consultants normally contemplated by the Consultant shall not be considered an assignment for purposes of this agreement. Authorized Representatives The Client and Consultant hereby designate their authorized representatives to act on their behalf with respect to the services and responsibilities under this agreement. The following designated representatives are authorized to receive notices, transmit information. and make decisions regarding the Project on behalf of their respective parties. For the Client: Name: Giovanni Jungo Title: Senior Management Analyst Address' 150 Dexter Ct. Elgin, IL 60120 Phone: 847-931-56021 E-mail: Giovanni.jungo@elgin.il.gov For the Consultant: Name: ReJena Lyon Title: President/CEO Address: 1707 N. Randall Rd. Elgin, IL 60123 Phone: 847-697-6700 E-mail:jlyon@hlreng.com Name: David Rogers Title: Appraiser Address: 1707 N Randall Rd. Elgin, IL 60123 Phone: 630-205-8367 E-mail: drogers@hlreng.com Changed Conditions If, during the term of this Agreement, circumstances or conditions that were not originally contemplated by or known to the Consultant are revealed.to the extent that they affect the scope of services,compensation. schedule, allocation of risks, or other material terms of this Agreement. the Consultant may call for renegotiation of appropriate portions of this Agreement. The Consultant shall notify the Client of the changed conditions necessitating renegotiation. and the Consultant and the Client shall promptly and in good faith enter into renegotiation of this Agreement to address the changed conditions. If terms cannot be agreed to,the parties agree that either party has the absolute right to terminate this Agreement. in accordance with the Termination provision hereof. Giovanni Jungo City of Elgin April 11, 2025 Page 3 Confidential Communications The Consultant may be required to report on or render confidential opinions about the past or current performance and/or qualifications of others engaged or being considered for engagement directly or indirectly by the Client Those about whom reports and opinions are rendered may as a consequence initiate claims against the consultant. To help create an atmosphere in which the Consultant may freely report or express such opinions candidly in the interest of the Client,the Client agrees,to the fullest extent permitted by law,to indemnify and hold harmless the Consultant against all damages, liabilities, or costs arising from the rendering of such confidential opinions and reports by the Consultant to the Client or to the Client's agents. Consequential Damages Notwithstanding any other provision of this Agreement,and to the fullest extent permitted by law,neither the Client nor the Consultant, their respective officers, directors, partners, employees, contractors, or sub-consultants shall be liable to the other or shall make any claim for any incidental, indirect, or consequential damages arising out of or connected in any way to the Project or to this Agreement. This mutual waiver of consequential damages shall include, but is not limited to, loss of use, loss of profit, loss of business, loss of income, loss of reputation, or any other consequential damages that either party may have incurred from any cause of action including negligence, strict liability, breach of contract, and breach of strict or implied warranty. Both the Client and the Consultant shall require similar waivers of consequential damages protecting all the entities or persons named herein in all contracts and subcontracts with others involved in this project. Corporate Protection It is intended by the parties to this Agreement that the Consultant's services in connection with the Project shall not subject the Consultant's individual employees, officers, or directors to any personal legal exposure for the risks associated with this Project. Therefore, and notwithstanding anything to the contrary contained herein, the Client agrees that as the Client's sole and exclusive remedy, any claim, demand, or suit shall be directed and/or asserted only against Hampton, Lenzini and Renwick, Inc., a Delaware corporation, and not against any of the Consultant's individual employees, officers, or directors. Defects in Service The Client shall promptly report to the Consultant any defects or suspected defects in the Consultant's services of which the Client becomes aware, so that the Consultant may take measures to minimize the consequences of such a defect. The Client further agrees to impose a similar notification requirement on all contractors in its Client/Contractor contract and shall require all subcontracts at any level to contain a like requirement. Failure by the Client and the Client's contractors or subcontractors to notify the Consultant shall relieve the Consultant of the costs of remedying the defects above the sum such remedy would have cost had prompt notification been given when such defects were first discovered. Delays The Client agrees that the Consultant is not responsible for damages arising directly or indirectly from any delays for causes beyond the Consultant's reasonable control, nor shall the Consultant be deemed in default of this Agreement. For purposes of this Agreement, such causes include, but are not limited to, strikes or other labor disputes; work slowdowns or stoppages, government ordered industry shutdowns; power or server outages, severe weather disruptions or other natural disasters; fires, riots, war, widespread infectious disease outbreaks (including but not limited to epidemics and pandemics), or other emergencies or acts of nature, failure of any government agency or utility to act in timely manner; failure of the Client to furnish timely information or approve or disapprove of the Consultant's services or work product;delays caused by the faulty performance by the Client's or by contractors of any level; or discovery of any hazardous substances or differing site conditions. In addition, if the delays resulting from any such causes increase the cost or time required by the Consultant to perform its services in an orderly and efficient manner,the Consultant shall be entitled to an equitable adjustment in schedule and/or compensation. Giovanni Jungo City of Elgin April 11, 2025 Page 4 Entire Agreement This Agreement, comprising pages 1 through 7, and Exhibit A, is the entire Agreement between the Client and the Consultant It supersedes all prior communications, understandings, and agreements,whether oral or written. Amendments to this Agreement must be in writing and signed by both the Client and the Consultant Extension of Protection The Client agrees that any and all limitations of the Consultant's liability and indemnifications by the Client to the Consultant shall include and extend to those individuals and entities the Consultant retains for performance of the services under this Agreement, including but not limited to the Consultant's officers, partners,and employees and their heirs and assigns, as well as the Consultant's sub-consultants and their officers, employees, heirs and assigns. Governing Law and Jurisdiction The Client and the Consultant agree that this Agreement and any legal actions concerning its validity, interpretation, and performance shall be governed by the laws of the State of Illinois It is further agreed that any legal action between the Client and the Consultant arising out of this Agreement or the performance of the services shall be brought in a court of competent jurisdiction in the County of Kane, Illinois. Hazardous Materials-Suspension of Services Both parties acknowledge that the Consultant's scope of services does not include any services related to the presence of any hazardous or toxic materials. In the event the Consultant or any other party encounters any hazardous or toxic materials, or should it become known to the Consultant that such materials may be present on or about the jobsite or any adjacent areas that may affect the performance of the Consultant's services, the Consultant may, at its option and without liability for consequential or any other damages, suspend performance of its services under this Agreement until the Client retains appropriate consultants or contractors to identify and abate or remove the hazardous or toxic materials and warrants that the jobsite is in full compliance with all applicable laws and regulations. Indemnification The Consultant agrees,to the fullest extent permitted by law,to indemnify and hold harmless the Client,its officers, directors, and employees (collectively, Client) against all damages, liabilities, or costs, including reasonable attorneys'fees and defense costs,to the extent caused by the Consultant's negligent performance of professional services under this Agreement and that of its sub-consultants or anyone for whom the Consultant is legally liable. The Client agrees,to the fullest extent permitted by law,to indemnify and hold harmless the Consultant,its officers, directors, employees, and sub-consultants (collectively, Consultant) against all damages, liabilities, or costs, including reasonable attorneys' fees and defense costs, to the extent caused by the Client's negligent acts in connection with the Project and the acts of its contractors,subcontractors, or consultants,or anyone for whom the Client is legally liable Neither the Client nor the Consultant shall be obligated to indemnify the other party in any manner whatsoever for the other party's own negligence. Ownership of Instruments of Service The Client acknowledges the Consultant's construction documents, including electronic files, as instruments of professional service Nevertheless,the final documents prepared under this Agreement shall become the property of the Client upon completion of services and payment in full of all fees due to the Consultant.The Client shall not reuse or make any modification to the final documents without the prior written authorization of the Consultant. The Client agrees,to the fullest extent permitted by law,to indemnify and hold harmless the Consultant, its officers, directors,employees,and sub-consultants against any damages, liabilities,or costs, arising from the unauthorized reuse or modification of the documents by the Client or any person or entity that acquires or obtains the documents from or through the Client without the written authorization of the Consultant. Giovanni Jungo City of Elgin April 11, 2025 Page 5 Right of Entry The Client shall provide for the Consultant's right to enter the property owned by the Client and/or others in order for the Consultant to fulfill the Scope of Services included hereunder. Although the Consultant will exercise reasonable care in performing its services, the Client understands that use of testing or other equipment may unavoidably cause some damage,the correction of which is not part of this Agreement. The Client agrees, to the fullest extent permitted by law, to indemnify and hold harmless the Consultant, its officers, directors, employees, and sub-consultants (collectively, Consultant) against any damages, liabilities, or costs, including reasonable attorneys' fees and defense costs, arising or allegedly arising from procedures associated with testing or investigative activities or connected in any way with the discovery of hazardous materials or suspected hazardous materials on the property. Severability Any term or provision of this Agreement found to be invalid under any applicable statute or rule of law shall be deemed omitted and the remainder of the Agreement shall remain in full force and effect. Standard of Care In providing services under this Agreement, the Consultant will endeavor to perform in a manner consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances. Suspension of Services If the Project or the Consultant's services are suspended by the Client for more than thirty (30) calendar days, consecutive or in the aggregate, over the term of this Agreement, the Consultant shall be compensated for all services performed and reimbursable expenses incurred prior to the receipt of notice of suspension In addition, upon resumption of services,the Client shall compensate the Consultant for expenses incurred as a result of the suspension and resumption of its services,and the Consultant's schedule and fees for the remainder of the Project shall be equitably adjusted. If the Consultant's services are suspended for more than ninety (90) days, consecutive or in the aggregate, the Consultant may terminate this Agreement upon giving not less than five (5) calendar days' written notice to the Client. If the Client is in breach of the payment terms or otherwise is in material breach of this Agreement,the Consultant may suspend performance of services upon five(5)calendar days'notice to the Client.The Consultant shall have no liability to the Client, and the Client agrees to make no claim for any delay or damage as a result of such suspension caused by any breach of this Agreement by the Client.Upon receipt of payment in full of all outstanding sums due from the Client, or curing of such other breach which caused the Consultant to suspend services, the Consultant shall resume services and there shall be an equitable adjustment to the remaining project schedule and fees as a result of the suspension Termination In the event of termination of this Agreement by either party, the Client shall within fifteen (15) calendar days of termination pay the Consultant for all services rendered and all reimbursable costs incurred by the Consultant up to the date of termination, in accordance with the payment provisions of this Agreement. The Client may terminate this Agreement for the Client's convenience and without cause upon giving the Consultant not less than seven (7) calendar days'written notice Either party may terminate this Agreement for cause upon giving the other party not less than seven (7)calendar days'written notice for any of the following reasons Giovanni Jungo City of Elgin April 11, 2025 Page 6 • Substantial failure by the other party to perform in accordance with the terms of this Agreement and through no fault of the terminating party; • Assignment of this Agreement or transfer of the Project by either party to any other entity without the prior written consent of the other party; • Suspension of the Project or the Consultant's services by the Client for more than ninety (90)calendar days, consecutive or in the aggregate; • Material changes in the conditions under which this Agreement was entered into,the Scope of Services or the nature of the Project, and the failure of the parties to reach agreement on the compensation and schedule adjustments necessitated by such changes. In the event of any termination that is not the fault of the Consultant,the Client shall pay the Consultant, in addition to payment for services rendered and reimbursable costs incurred, for all expenses reasonably incurred by the Consultant in connection with the orderly termination of this Agreement,including but not limited to demobilization, reassignment of personnel, associated overhead costs and all other expenses directly resulting from the termination. Third-Party Beneficiaries Nothing contained in this Agreement shall create a contractual relationship with or a cause of action in favor of a third party against either the Client or the Consultant. The Consultant's services under this Agreement are being performed solely for the Client's benefit, and no other party or entity shall have any claim against the Consultant because of this Agreement or the performance or nonperformance of services hereunder. The Client and Consultant agree to require a similar provision in all contracts with contractors, subcontractors, sub-consultants, vendors and other entities involved in this Project to carry out the intent of this provision. If this agreement meets with the City of Elgin's approval, please have the proper officials sign and date same where indicated below and return one(1)copy for our file. If you have questions on any of the above, please call me at our Elgin office. Yours truly, HAMPTON, LENZINI AND RENWICK, INC. Dave Rogers, SR/WA, R/W-AC Appraiser Enclosure Giovanni Jungo City of Elgin April 11, 2025 Page 7 ACCEPTANCE The terms and conditions of this letter agreement are hereby accepted by the City of Elgin for appraisal services set f ove. By ‘,011e9,e4� Date Title ��D�'a:GL ATTEST: By Title vp Exhibit A Appraisal Scope • Estimate the Fee Simple Value of the property at 31 S. Grove Avenue, Elgin, IL 60120. • The reports will be prepared in compliance with the Uniform Standards of Professional Appraisal Practice(USPAP) The reports will be presented in accordance with and are intended to comply with the reporting requirements as set forth in Standard 2-2. Supporting documentation will either be included in the report as addenda exhibits or held in our work files. The depth of discussion in the report will be specific to your needs. • The definition of market value to be used in this report is the definition cited below. "Market Value means 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 are 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; 2. Both parties are well informed or well advised, and acting in what they consider their own best interest; 3. A reasonable time is allowed for exposure in the open market; 4. Payment is made in terms of cash in U.S. dollars or in terms offinancial arrangements comparable thereto;and 5. The price represents the normal consideration for the property sold unaffected by special or creative financing or sale concessions granted by someone associated with the sale." • Research will be completed to identify appropriate market data. • Information will be obtained from public and private sources including our files and available public records(e.g. city,county and township records). When possible, information will be verified by someone directly involved in the sale At a minimum, sales will be verified by a public record. • If compliance with all USPAP requirements is not possible and a Jurisdictional Exception is used the exception must be explained by indicating what USPAP rule is being broken and the valid reason for the non-compliance. • The appraisal reports and, if necessary, appraisal review reports will be completed by Illinois Certified General Appraisers who are on the approved IDOT Appraiser lists.