HomeMy WebLinkAboutAGENDA REPORT 2021 0203 CCSA REG ITEM 10DCITY OF MOORPARK, CALIFORNIA
City Council Meeting
of February 3, 2021
ACTION Approved Staff Recommendation,
Including Adoption of Resolution No. 2021-
3991. (Roll Call Vote: Unanimous). BY
B.Garza.
D. Consider Amendment to Agreement with Kosmont Real Estate Services, Inc.
dba Kosmont Realty for Real Estate Advisory and Brokerage Services and
Resolution Amending Fiscal Year (FY) 2020/21 Budget by Appropriating
$25,000 from the General Fund and City Housing Fund for Real Estate
Advisory Services. Staff Recommendation: 1) Approve Amendment No. 1 to
Agreement with Kosmont Realty Services, Inc. for real estate advisory and
brokerage services, and authorize the City Manager to sign the Agreement,
subject to final language approval of the City Manager; and 2) Adopt Resolution
No. 2021-3991 amending the FY 2020/21 budget to fund real estate advisory
services. (Staff: Jessica Sandifer) (ROLL CALL VOTE REQUIRED)
Item: 10.D.
MOORPARK CITY COUNCIL
AGENDA REPORT
TO: Honorable City Council
FROM: Jessica Sandifer, Community Services Manager
DATE: 02/03/2021 Regular Meeting
SUBJECT: Consider Amendment to Agreement with Kosmont Real Estate
Services, Inc. dba Kosmont Realty for Real Estate Advisory and
Brokerage Services and Resolution Amending Fiscal Year
(FY) 2020/21 Budget by Appropriating $25,000 from the General Fund
and City Housing Fund for Real Estate Advisory Services
BACKGROUND
On February 1, 2012, the Redevelopment Agency of the City of Moorpark was dissolved
when the California Supreme Court upheld and modified ABX1 26 (the ”Dissolution
Act”). The City of Moorpark elected to become the Successor Agency to the
Redevelopment Agency of the City of Moorpark (Successor Agency). One of the many
requirements of the Dissolution Act was the adoption of a Long Range Property
Management Plan (LRPMP). The LRPMP outlined which of the former Redevelopment
Agency properties would be retained by the City and which properties would be sold by
the Successor Agency and the manner in which they would be sold. The Successor
Agency LRPMP was approved by the State Department of Finance (DOF) on
February 15, 2015. Of the 17 properties listed on the LRPMP, five were designated for
disposition and listed as retain for future development. The five properties are 192 High
Street (Granary Site), 467 High Street, 347 Moorpark Avenue, 500 Los Angeles
Avenue, and Princeton Avenue lots (just east of Caltrans Freeway overpass). In
addition, the City has a number of housing assets that need to be disposed of prior to
August 12, 2022, which is the extended deadline established in Redevelopment
Dissolution law for disposal of Successor Housing Agency properties.
In December 2019, the City hired Kosmont Real Estate Services, Inc., dba Kosmont
Realty (Kosmont) to provide pre-sale real estate advisory/due diligence services for the
remaining LRPMP properties and the Housing Assets.
Item: 10.D.
388
Honorable City Council
2/03/2021 Regular Meeting
Page 2
DISCUSSION
Kosmont has been working diligently on various properties pre-sale disposition
activities. However, the properties that the City and Successor Agency are selling have
some unique challenges due to the fact that the properties were purchased with Bond
funding. Ensuring that the sales of the properties are in line with the requirements of
the bonds has required more time and attention than originally budgeted for.
Additionally, the recently enacted changes to the Surplus Land Act which became
effective on January 1, 2020, have created some additional land disposition challenges
that have resulted in Kosmont spending more time to prepare reports and agreements
that satisfy the new requirements than would be required in traditional property sale
activities. Due to this additional work, Kosmont has requested an amendment to their
agreement for additional compensation to account for the added pre-sale work brought
on by these challenges. Staff concurs with Kosmont’s request and is recommending
approval of their agreement amendment.
Kosmont’s original agreement proposal was $24,000 plus a $2,500 contingency and
$2,500 reimbursable allowance for a total contract of $29,000. The Amendment request
is for an additional not-to-exceed amount of $25,000, which would bring their total
contract to $54,000.
FISCAL IMPACT
Funds for the added pre-sale real estate services have not been budgeted in the
FY 2020/21 budget. Staff is requesting an aggregate budget amendment of $25,000,
$15,000 from the General Fund (1000) for the LRPMP Properties and $10,000 from the
Housing Fund (2121) for the housing asset properties, for these services.
COUNCIL GOAL COMPLIANCE
This action is consistent with City Council Strategy 1, Goal 3, Objective 1 (1.3.1):
“Dispose of applicable former Moorpark Redevelopment Agency owned properties.”
STAFF RECOMMENDATION (ROLL CALL VOTE REQUIRED)
1. Approve Amendment No. 1 to Agreement with Kosmont Realty Services, Inc. for
real estate advisory and brokerage services, and authorize the City Manager to
sign the Agreement, subject to final language approval of the City Manager; and
2. Adopt Resolution No. 2021-____ amending the FY 2020/21 budget to fund real
estate advisory services.
Attachment 1: Agreement
Attachment 2: Draft Resolution No. 2021-____
389
AMENDMENT NO. 1
TO PROFESSIONAL SERVICES AGREEMENT BETWEEN
THE CITY OF MOORPARK AND
KOSMONT REAL ESTATE SERVICES DBA KOSMONT REALTY FOR
REAL ESTATE ADVISORY AND BROKERAGE SERVICES
This Amendment No. 1 to the Agreement between the City of Moorpark, a
municipal corporation (“City”), and Kosmont Real Estate Services dba Kosmont Realty,
a corporation (“Consultant”), for real estate advisory and brokerage services
(“Agreement”), is made and entered into on this ___ day of ____________________,
2021.
RECITALS
WHEREAS, on December 19, 2019, the City and Consultant entered into an
Agreement to have the Consultant provide real estate advisory and brokerage services;
and
WHEREAS, the City and Consultant now desire to amend the Agreement to
increase the compensation for services to be performed by Consultant from twenty-nine
thousand dollars ($29,000) by a value of twenty-five thousand dollars ($25,000) for a
total contract value of fifty-four thousand dollars ($54,000), and document said
agreement to amend by jointly approving Amendment No. 1 to the Agreement.
NOW, THEREFORE, it is mutually agreed by and between the parties to the
Agreement as follows:
I.Section 2, SCOPE OF SERVICES, is amended by replacing this section in its
entirety as follows:
“City does hereby retain Consultant, as an independent contractor,
in a contractual capacity to provide real estate advisory and brokerage
services, as set forth in Exhibit C and Exhibit D. In the event there is a
conflict between the provisions of Exhibit C, Exhibit D, and this
Agreement, the language contained in this Agreement shall take
precedence.
Consultant shall perform the tasks described and set forth in Exhibit
C and Exhibit D.
Compensation for the services to be performed by Consultant shall
be in accordance with Exhibit C and Exhibit D. Compensation shall not
exceed the rates or total contract value forty-nine thousand dollars
($49,000) as stated in Exhibit C and D plus a reimbursable allowance of
two thousand five hundred dollars ($2,500) and a contingency amount of
two thousand five hundred dollars ($2,500) for a total contract amount of
fifty-four thousand dollars ($54,000), without a written Amendment to the
Agreement executed by both parties. Payment by City to Consultant shall
be in accordance with the provisions of this Agreement.”
ATTACHMENT 1
390
Amendment No. 1 to Agreement between City of Moorpark and Kosmont Real Estate Services. Page 2
II. Section 5, PAYMENT, is amended by replacing the second paragraph in its
entirety as follows:
“The City agrees to pay Consultant monthly, in accordance with the
payment rates and terms and the schedule of payment as set forth in
Exhibit C and Exhibit D, based upon actual time spent on the above tasks.
This amount shall not exceed forty-nine thousand dollars ($49,000) as
stated in Exhibit C and Exhibit D, plus a reimbursable allowance of two
thousand five hundred dollars ($2,500) and a contingency amount of two
thousand five hundred dollars ($2,500) for a total contract amount of fifty-
four thousand dollars ($54,000) for the total term of the Agreement unless
additional payment is approved as provided in this Agreement.”
III. Remaining Provisions:
Except as revised by this Amendment No. 1, all of the provisions of the
Agreement shall remain in full force and effect.
In W itness W hereof, the parties hereto have caused this Amendment to be
executed the day and year first above written.
CITY OF MOORPARK KOSMONT REAL ESTATE SERVICES
dba KOSMONT REALTY
_______________________________ _______________________________
Troy Brown
City Manager
Larry Kosmont
President
Attest:
_______________________________
Ky Spangler
City Clerk
391
1601 N. Sepulveda Blvd. #382, Manhattan Beach, CA 90266 I ph 424.297.1079 I www.kosmontrealty.com
November 20, 2020
Mr. Troy Brown
City Manager
City of Moorpark
799 Moorpark Avenue
Moorpark, CA 93021
Re: Follow-On Proposal for Real Estate Advisory Pre-Sale Due Diligence Services
Dear Mr. Brown:
Kosmont Real Estate Services, Inc. (“KRES”) dba Kosmont Realty (“KR” or “Kosmont”), a
licensed California brokerage firm (Department of Real Estate License #02058445), is
pleased to present this proposal to the Successor Agency to the Moorpark Redevelopment
Agency (“Successor Agency” or “SA”), Housing Successor Agency to the Moorpark
Redevelopment Agency (“Housing Successor Agency” or “HSA”), and City of Moorpark
(collectively referred to as “City” or “Owner” or “Client”) for pre-sale/disposition real estate
advisory/due-diligence services in connection with the future sale and disposition of
certain SA and HSA owned properties as described herein.
This follow-on proposal serves as an agreement (“Agreement”) when executed and
returned by Client to KR. The benefit of working with KR is our multi-faceted expertise and
hands-on knowledge in real estate, finance, market analysis, transactions, and our in-
depth brokerage services experience. KR’s extensive knowledge of real estate
transactions between public agencies and private parties can deliver successful outcomes
for the Client.
I. BACKGROUND AND OBJECTIVE
The HSA currently owns ten (10) housing asset properties (primarily SFD lots). Pursuant
to Health & Safety Code (“HSC”) Section 33334.1, the HSA must initiate activities by July
2022 to develop them for affordable housing purposes, which are described as follows
(“HSA Properties”):
1123 Walnut Canyon (APN: 511-0-030-250)
1113 Walnut Canyon (APN: 511-0-030-260)
1095 Walnut Canyon (APN: 511-0-030-270)
1083 Walnut Canyon (APN: 511-0-030-280)
1073 Walnut Canyon (APN: 511-0-030-290)
1063 Walnut Canyon (APN: 511-0-030-300)
1331 Walnut Canyon (APN: 511-0-040-120)
1293 Walnut Canyon (APN: 511-0-040-140, 511-0-040-130)
780 Walnut Street (APN: 512-0-063-010)
SW Terminus of Millard St (APN: 506-0-020-010)
EXHIBIT D
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Proposal for Real Estate Advisory & Brokerage Services
November 20, 2020
Page 2 of 11
KOSMONT REALTY
Mailing Address: 1601 N. Sepulveda Blvd. #382, Manhattan Beach, CA 90266 I ph 424.297.1079 I www.kosmontrealty.com
Office: 1230 Rosecrans Avenue, Suite 630, Manhattan Beach, CA 90266
The SA currently owns three (3) properties that were listed under the “Retain for Future
Development” category in its approved Long Range Property Management Plan (“PMP”),
which are subject to constraints related to the former Moorpark Redevelopment Agency’s
use of tax-exempt bond funds to acquire them. As part of the future disposition of the SA’s
properties, KR will need to engage the City Attorney and/or outside legal counsel to help
evaluate the tax-exempt bond limitations on the sale, disposition, and development of the
following properties (“SA Properties”):
500 Los Angeles Avenue (APN: 506-0-050-080)
347 Moorpark Avenue (APN: 511-0-101-350)
Princeton Ave lots (APNs: 513-0-024-105, 513-00-24-135)
Client is requesting that KR provide ongoing presale/disposition real estate advisory
services in order to assist with the preparation and implementation of certain transaction
related activities including review of RDA dissolution statutes, Surplus Land Act, Health
and Safety Code Sections 33433, 52201, and 53083 as well as tax-exempt bond
limitations as may be required prior to the sale and disposition of SA and HSA properties
(collectively referred to as “Properties”). KR has outlined those pre-sale/disposition follow-
on advisory/technical services as identified in Tasks 4 and 5.
II. SCOPE OF SERVICES
Task 1: Project Kick Off [COMPLETED]
To initiate the assignment, KR will attend a kick-off meeting and tour of the Properties with
the Client and discuss Client’s planned future uses and/or development priorities for the
Properties as they relate to potential product types / max. densities or rezoning.
Task 2: Initial Pre-Sale/Disposition Property Due Diligence [COMPLETED]
KR will conduct initial pre-sale/disposition property due diligence in to identify existing
market conditions and constraints affecting the potential marketability, sale, and
development (e.g., zoning, adjacent uses, slope, ingress/egress off major thoroughfares)
of the Properties as well as evaluate market value/pricing ranges, and potential
options/approaches to productively advance the future sale and disposition of the
Properties.
KR will also evaluate potential options/approaches in connection with the sale and
disposition of the Properties to satisfy compliance with the dissolution statutes ABx1 26,
AB 1484, and SB 107 (collectively the “Dissolution Act”) and obtain necessary approval
by the affected taxing entities.
Task 3: Selection of Preferred Disposition Strategies/Approaches [COMPLETED]
Based on the results of Task 1 and 2, KR, in coordination with the Client, will prepare a brief
PowerPoint summary matrix that outlines key findings/observations from property due
diligence including highlights of the physical aspects of each property, its general location
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Proposal for Real Estate Advisory & Brokerage Services
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Page 3 of 11
KOSMONT REALTY
Mailing Address: 1601 N. Sepulveda Blvd. #382, Manhattan Beach, CA 90266 I ph 424.297.1079 I www.kosmontrealty.com
Office: 1230 Rosecrans Avenue, Suite 630, Manhattan Beach, CA 90266
and market conditions, initial market pricing/valuation, and suggested disposition
strategies/approaches for the Properties as well as potential options/approaches to satisfy
compliance with Dissolution Act and/or other statutes pertaining to the disposition of HSA
owned property.
Task 4: Pre-Sale/Disposition Due Diligence & Related Advisory Activities
Kosmont to assist and support the City/Successor Agency/Housing Successor Agency
with ongoing discussions/negotiations with preferred buyers and assistance with ongoing
due diligence, data gathering/research, and disposition strategies/approaches in the
context of legislative requirements and tax-exempt bond limitations that impact the
disposition of the Successor Agency and Housing Successor Agency properties. A
summary of anticipated pre-sale disposition and due diligence activities are as follows:
Successor Agency Properties
o Assist City/City Attorney with initial review and preparation and negotiation
of Exclusive Negotiating Agreement (ENAs) and the preparation and/or
review of agenda materials (e.g., Staff Report, Resolution), as may be
needed, as well as attend/participate in the City Council meeting regarding
review and consideration of approval of ENAs (Scheduled for Dec 2, 2020).
o In coordination with City/City Attorney, work with buyer(s)/developer(s) to
ensure compliance with ENA terms and timing of deliverables, receipt of
deposits, etc. in accordance with a negotiated schedule of performance.
o Prep of appraisal instructions, as may be required, and/or review of fair
market appraisals for the subject SA properties, as mutually agreed upon
between KR and City/SA.
o Assist with the preparation and/or review of additional transaction
documentation (e.g., Disposition and Development (DDA), purchase and
sale agreement) with buyer(s)/developer(s).
o Assist City with preparation of agenda materials (e.g., Staff Report) and
other collateral information (as may be necessary) as well as
attend/participate in an in-person/virtual meeting(s) Successor Agency
board, Los Angeles County Consolidated Oversight Board meeting (as
mutually agreed upon between City and KR), and State Department of
Finance regarding review and consideration of approval of sales
transaction(s), as may be required.
Housing Successor Agency Properties
o Assist with an outline of the process, as may be modified by guidelines
issued by HCD on January 1, 2021, and preparation of materials as
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Page 4 of 11
KOSMONT REALTY
Mailing Address: 1601 N. Sepulveda Blvd. #382, Manhattan Beach, CA 90266 I ph 424.297.1079 I www.kosmontrealty.com
Office: 1230 Rosecrans Avenue, Suite 630, Manhattan Beach, CA 90266
required under the Surplus Lands Act (e.g., Notice of Availability,
preparation of distribution list and dissemination of notices).
o Assist City/City Attorney with initial review and draft of transaction
documents (e.g., ENA and/or purchase and sale agreement) and
negotiation of business terms (e.g., deposit, buyer(s)/developer(s)
responsibilities (e.g., performance measures), remedies, etc.) as well as
review of other documents relevant to future developer/buyer negotiations.
o Assist with preparation and/or review of agenda materials (e.g., Staff
Report, resolutions) as well as attend/participate in an in-person/virtual
meeting(s) City Council meeting regarding review and consideration of
approval of ENA(s) and/or purchase and sale agreement(s).
o In coordination with City/City Attorney, work with buyer(s)/developer(s) to
ensure compliance with ENA/purchase and sale agreement terms and
timing of deliverables, receipt of deposits, etc. in accordance with a
negotiated schedule of performance.
o Prep of appraisal instructions, as may be required, and/or review of fair
market appraisals for the subject HSA properties, as mutually agreed upon
between KR and City/HSA.
o Preparation of a public report(s) and collateral materials/documents
pursuant to Health and Safety Code (HSC) 33433 and Government Code
52201 and/or 53083 as may be required for the subject properties.
o Assist City with preparation of agenda materials (e.g., Staff Report) and
other collateral information (as may be necessary) as well as
attend/participate in an in-person/virtual meeting(s) such as Successor
Housing Agency board meeting public hearing (pursuant to HSC 33433)
(as mutually agreed upon between City and KR) regarding review and
consideration of approval of transaction(s).
Task 5: City Council/SA Board Closed Session Discussion(s)
Based on the progress pursuant to Task 4 activities, Kosmont to provide PowerPoint
presentations to evaluate and outline the impact of SLA, RDA dissolution, existing bonds
covenants, and other requirements on various real estate transactions as well as potential
strategic considerations as it pertains to a potential process/timing/structure and
recommendation(s) for negotiation of a Purchase and Sale Agreement(s) for the ultimate
disposition of Successor Agency and Housing Successor Agency properties.
III. SCHEDULE AND REQUIRED DATA
Consultant is prepared to commence work upon receipt of executed Agreement.
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Page 5 of 11
KOSMONT REALTY
Mailing Address: 1601 N. Sepulveda Blvd. #382, Manhattan Beach, CA 90266 I ph 424.297.1079 I www.kosmontrealty.com
Office: 1230 Rosecrans Avenue, Suite 630, Manhattan Beach, CA 90266
IV. COMPENSATION
Compensation for Task 4 and 5 is estimated at an initial budget of $25,000 for professional
services (hourly) fees at KR’s billing rates as shown on Attachment A. By the end of
February, it is anticipated that the various transactions should be far enough along for KR
to submit a revised budget to the Client determined based on progress made regarding
the disposition of Successor Agency and Housing Successor Agency properties identified
herein. Future increases in budget will require approval by Client in advance. Budget may
be increased by Client at any time.
KR anticipates a single consolidated round of Client comments and revisions on draft work
product before Kosmont provides a final version of work product. If necessary, additional
rounds of comments and revisions can be accommodated on an hourly basis.
KR’s attendance or participation at any publicly noticed meeting, whether such
participation is in person, digital, video and/or telephonic (e.g., City Council, Planning
Commission, Public Agency Board, other), as requested by Client is in addition to
compensation for Tasks 4 and 5 and will be billed at the professional services (hourly)
fees as shown on Attachment A.
Services will be invoiced monthly at KR’s standard billing rates, as shown on Attachment
A. In addition to professional services (hourly) fees, invoices will include reimbursement
for out-of-pocket expenses such as travel and mileage (provided that there shall be no
overnight travel without the Client’s prior approval and that mileage shall be reimbursed
at the current IRS mileage reimbursement rate), professional printing, conference calls,
and delivery charges for messenger and overnight packages at actual cost. Unless
otherwise agreed to in advance, out-of-area travel, if any, requires advance funding of
flights and hotel accommodations.
KR will also include in each invoice an administrative services fee to cover in-house copy,
fax, telephone and postage costs equal to four percent (4.0%) of KR’s monthly
professional service fees incurred. Any unpaid invoices after 30 days shall accrue interest
at the rate of 10% per annum.
For the convenience of Kosmont’s clients, we offer a secure credit card payment service.
The credit card payment link is: https://kosmont.paidyet.com and there are two ways to
make a secure credit card payment:
1. Fill in the “Make a Payment” form when you go to the link
(https://kosmont.paidyet.com), or
2. Call Kosmont Companies’ accounting desk (Ms. Charo Martinez; (424) 297-1072)
to make a credit card payment
KR is prepared to commence work upon receipt of executed Agreement.
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KOSMONT REALTY
Mailing Address: 1601 N. Sepulveda Blvd. #382, Manhattan Beach, CA 90266 I ph 424.297.1079 I www.kosmontrealty.com
Office: 1230 Rosecrans Avenue, Suite 630, Manhattan Beach, CA 90266
DISCLOSURE: Compensation for possible future transaction-based services or
consulting services.
The following is being provided solely as an advance disclosure of possible real estate
consulting and finance services and potential compensation for such services. This
disclosure is not intended to commit the Client.
When assignments involve public finance services on behalf of a public agency, such
municipal advisory services are provided by Kosmont Transactions Services, Inc. (“KTS”).
KTS is registered with the Securities and Exchange Commission (CIK# 0001769359) and
the Municipal Securities Rulemaking Board as a Municipal Advisor (ID# K1256).
SEC registration does not constitute an endorsement of the firm by the Commission or
state securities regulators.
When assignments involve advisory services provided by Kosmont & Associates, Inc., dba
Kosmont Companies (“KC”), a separate proposal and hourly rate sheet will be provided.
V. OTHER PROVISIONS
A. Termination. Client or Consultant shall have the right to terminate this Agreement
at any time upon written notification to the other party. Payment for fees accrued through
the date of termination shall be remitted in full.
B. Arbitration. Any controversy or claim arising out of or in relation to this Agreement,
or the making, performance, interpretation or breach thereof, shall be settled by arbitration
at JAMS in Los Angeles, California. Each of the parties to such arbitration proceeding
shall be entitled to take up to five depositions with document requests. The provisions
of Section 1283.05 (except subdivision (e) thereof) of the California Code of Civil
Procedure are incorporated by reference herein, except to the extent they conflict with this
Agreement, in which case this Agreement is controlling. If the matter is heard by only one
arbitrator, such arbitrator shall be a member of the State Bar of California or a retired
judge. If the matter is heard by an arbitration panel, at least one member of such panel
shall be a member of the State Bar of California or a retired judge. The arbitrator or
arbitrators shall decide all questions of law, and all mixed questions of law and fact, in
accordance with the substantive law of the State of California to the end that all rights and
defenses which either party may have asserted in a court of competent jurisdiction shall
be fully available to such party in the arbitration proceeding contemplated hereby. The
arbitrator and arbitrators shall set forth and deliver their findings of fact and conclusions of
law with the delivery of the arbitration award. Judgment upon the award rendered shall
be final and non-appealable and may be entered in any court having jurisdiction.
C. Attorneys' Fees. In the event of any legal action, arbitration, or proceeding arising
out of an alleged breach of this Agreement, the party prevailing in such legal action,
arbitration, or proceeding shall be entitled to recover reasonable attorneys' fees, expenses
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KOSMONT REALTY
Mailing Address: 1601 N. Sepulveda Blvd. #382, Manhattan Beach, CA 90266 I ph 424.297.1079 I www.kosmontrealty.com
Office: 1230 Rosecrans Avenue, Suite 630, Manhattan Beach, CA 90266
and costs, as well as all actual attorneys' fees, expenses and cost incurred in enforcing
any judgment entered.
D. Authority. Each of the parties executing this Agreement warrants that persons
duly authorized to bind each such party to its terms execute this Agreement.
E. Further Actions. The parties agree to execute such additional documents and
take such further actions as may be necessary to carry out the provisions and intent of
this Agreement.
F. Assignment. Neither this Agreement nor any of the rights or obligations hereunder
may be assigned by either party without the prior written consent of the other party.
G. Successors and Assigns. This Agreement shall be binding upon and inure to the
benefit of the parties hereto and their respective successors and assigns.
H. Entire Agreement; Amendments and Waivers. This Agreement contains the
entire agreement between the parties relating to the transactions contemplated hereby
and any and all prior discussions, negotiations, commitments and understanding, whether
written or oral, related hereto are superseded hereby. No addition or modification of any
term or provision of this Agreement shall be effective unless set forth in writing signed by
both parties. No waiver of any of the provisions of this Agreement shall be deemed to
constitute a waiver of any other provision hereof (whether or not similar), nor shall such
waiver constitute a continuing waiver of such provisions unless otherwise expressly
provided. Each party to this Agreement has participated in its drafting and, therefore,
ambiguities in this Agreement will not be construed against any party to this Agreement.
I. Severability. If any term or provision of this Agreement shall be deemed invalid
or unenforceable, the remainder of this Agreement shall not be affected thereby, and each
remaining term and provision of this Agreement shall be valid and in force to the fullest
extent permitted by law.
J. Notices. All notices, requests, demands and other communications which may
be required under this Agreement shall be in writing and shall be deemed to have been
received when transmitted; if personally delivered, if transmitted by telecopier, electronic
or digital transmission method, upon transmission; if sent by next day delivery to a
domestic address by a recognized overnight delivery service (e.g., Federal Express), the
day after it is sent; and if sent by certified or registered mail, return receipt requested, upon
receipt. In each case, notice shall be sent to the principal place of business of the
respective party. Either party may change its address by giving written notice thereof to
the other in accordance with the provisions of this paragraph.
K. Titles and Captions. Titles and captions contained in this Agreement are inserted
only as a matter of convenience and for reference and in no way define, limit, extend or
describe the scope of this Agreement or the intent of any provision herein.
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KOSMONT REALTY
Mailing Address: 1601 N. Sepulveda Blvd. #382, Manhattan Beach, CA 90266 I ph 424.297.1079 I www.kosmontrealty.com
Office: 1230 Rosecrans Avenue, Suite 630, Manhattan Beach, CA 90266
L. Governing Law. The statutory, administrative and judicial law of the State of
California (without reference to choice of law provisions of California law) shall govern the
execution and performance of this Agreement.
M. Confidentiality. Each of the parties agrees not to disclose this Agreement or any
information concerning this Agreement to any persons or entities, other than to their
attorneys and accountants, or as otherwise may be required by law.
N. Counterparts. This Agreement may be executed in one or more counterparts,
each of which constitutes an original, and all of which together constitute one and the
same instrument. The signature of any person on a telecopy of this Agreement, or any
notice, action or consent taken pursuant to this Agreement shall have the same full force
and effect as such person's original signature.
O. Disclaimer. Consultant’s financial analysis activities and work product, which
may include but is not limited to pro forma analysis and tax projections, are projections
only. Actual results may differ materially from those expressed in the analysis performed
by Consultant due to the integrity of data received, market conditions, economic events
and conditions, and a variety of factors that could materially affect the data and
conclusions. Client’s reliance on Consultant’s analysis must consider the foregoing.
Consultant services outlined and described herein are advisory services only. Any
decisions or actions taken or not taken by Client and affiliates, are deemed to be based
on Client’s understanding and by execution of this Agreement, acknowledgement that
Consultant’s services are advisory only and as such, cannot be relied on as to the results,
performance and conclusions of any investment or project that Client may or may not
undertake as related to the services provided including any verbal or written
communications by and between the Client and Consultant.
Client acknowledges that Consultant's use of work product is limited to the purposes
contemplated within this Agreement. Consultant makes no representation of the work
product's application to, or suitability for use in, circumstances not contemplated by the
scope of work under this Agreement.
P. Limitation of Damages. In the event Consultant is found liable for any violation
of duty, whether in tort or in contract, damages shall be limited to the amount Consultant
has received from Client.
Q. Force Majeure. Consultant shall not be liable for failure or delay in
performance of its obligations under this Agreement arising out of or caused,
directly or indirectly, by significant circumstances beyond its reasonable control,
including, without limitation: epidemic; acts of God; earthquakes; fires; floods;
wars; civil or military disturbances; acts of terrorism; sabotage; strikes; riots; wide-
spread power failures and wide-spread internet failure. Contractual performance
and deadline(s) shall be extended for a period equal to the time lost by reason of
the delay.
399
City of Moorpark
Proposal for Real Estate Advisory & Brokerage Services
November 20, 2020
Page 9 of 11
KOSMONT REALTY
Mailing Address: 1601 N. Sepulveda Blvd. #382, Manhattan Beach, CA 90266 I ph 424.297.1079 I www.kosmontrealty.com
Office: 1230 Rosecrans Avenue, Suite 630, Manhattan Beach, CA 90266
R. Expiration of Proposal for Services. If this Agreement is not fully executed by
the parties within thirty (30) days from the date of this letter, this proposal shall expire.
S. Not an agreement for Legal Services or Legal Advice. This Agreement does
not constitute an agreement for the performance of legal services or the provision of legal
advice, or legal opinion. Client should seek independent legal counsel on matters for
which Client is seeking legal advice.
[ signature page follows]
400
City of Moorpark
Proposal for Real Estate Advisory & Brokerage Services
November 20, 2020
Page 10 of 11
KOSMONT REALTY
Mailing Address: 1601 N. Sepulveda Blvd. #382, Manhattan Beach, CA 90266 I ph 424.297.1079 I www.kosmontrealty.com
Office: 1230 Rosecrans Avenue, Suite 630, Manhattan Beach, CA 90266
VI. ACCEPTANCE AND AUTHORIZATION
If this Agreement is acceptable to Client, please execute two copies of the Agreement and
return both originals to Kosmont Real Estate Services. Upon receipt of both signed
contracts, we will return one fully executed original for your files. Kosmont Real Estate
Services will commence work upon receipt of executed Agreement.
Read, understood, and agreed to this
____ Day of _______________ 2020
City of Moorpark Kosmont Real Estate Services
doing business as “Kosmont Realty”
By: _________________________ By: _________________________
(Signature) (Signature)
Name: Name: Larry J. Kosmont, CRE®
(Print Name)
Its: Its: President
(Title)
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City of Moorpark
Proposal for Real Estate Advisory & Brokerage Services
November 20, 2020
Page 11 of 11
KOSMONT REALTY
Mailing Address: 1601 N. Sepulveda Blvd. #382, Manhattan Beach, CA 90266 I ph 424.297.1079 I www.kosmontrealty.com
Office: 1230 Rosecrans Avenue, Suite 630, Manhattan Beach, CA 90266
ATTACHMENT A
Kosmont Realty
2020 Public Agency Fee Schedule
Professional Services
Chairman & CEO / President $375.00/hour
Senior Managing Director/Senior Advisor $305.00/hour
Managing Director $210.00/hour
Senior Director / Senior Project Analyst $195.00/hour
Director / Project Analyst / Project Manager $165.00/hour
GIS Mapping/Graphics Service/Research $ 95.00/hour
Clerical Support $ 60.00/hour
Additional Expenses
In addition to professional services (labor) fees:
1) An administrative fee for in-house copy, fax, phone and postage costs will be
charged, which will be computed at four percent (4.0 %) of monthly Kosmont
Realty Corporation professional service fees incurred; plus
2) Out-of-pocket expenditures, such as travel and mileage, professional printing,
and delivery charges for messenger and overnight packages will be charged at
cost.
3) For Third Party Vendor(s) retained on behalf of Client (with Client’s advance
approval), fees and costs will be billed to Client at 1.1X (times) fees and costs.
Charges for Court/Deposition/Expert Witness-Related Appearances
Court-related (non-preparation) activities, such as court appearances, depositions,
mediation, arbitration, dispute resolution and other expert witness activities, will be
charged at a court rate of 1.5 times scheduled rates, with a 4-hour minimum.
Rates shall remain in effect until December 31, 2020.
402
ATTACHMENT 2
RESOLUTION NO. 2021-______
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
MOORPARK, CALIFORNIA, AMENDING THE FISCAL YEAR
2020/21 BUDGET BY APPROPRIATING $15,000 FROM
GENERAL FUND (1000) AND $10,000 FROM THE CITY
AFFORDABLE HOUSING FUND (2121) FOR REAL ESTATE
ADVISORY AND BROKERAGE SERVICES
WHEREAS, on February 1, 2012, the Redevelopment Agency of the City of
Moorpark was dissolved pursuant to ABx1 26 (Dissolution Act) and the Successor
Agency of the Redevelopment Agency of the City of Moorpark (Successor Agency) took
its place; and
WHEREAS, the Dissolution Act required certain actions from the Successor
Agency, one of which was preparation of a Long Range Property Management Plan
(LRPMP) outlining the disposition requirements for all property assets of the former
Redevelopment Agency; and
WHEREAS, on February 15, 2015, the LRPMP was approved by the State of
California Department of Finance (DOF); and
WHEREAS, on December 4, 2019, the City Council approved an agreement with
Kosmont Real Estate Services for real estate advisory and brokerage services; and
WHEREAS, on June 17, 2020, the City Council adopted the Operating and
Capital Improvement Projects budget for fiscal year 2019/20; and
WHEREAS, a staff report has been presented to the City Council to authorize an
Amendment to the Agreement with Kosmont Real Estate Services for real estate
advisory and brokerage services for additional pre-sale real estate services; and
WHEREAS, a budget amendment in the amount of $15,000 from the General
Fund (1000) and $10,000 from the City Affordable Housing Fund (2121) is requested to
fund these additional real estate services; and
WHEREAS, Exhibit “A”, attached hereto and made a part hereof, describes said
budget amendment and the resultant impact to the budget line item.
NOW , THEREFORE, THE CITY COUNCIL OF THE CITY OF MOORPARK
DOES HEREBY RESOLVE AS FOLLOWS:
SECTION 1. A budget amendment in the amount of $15,000 from the General
Fund (1000) and $10,000 from the City Affordable Housing Fund (2121), as more
particularly described in Exhibit “A”, attached hereto, is hereby approved.
SECTION 2. This appropriation shall be used exclusively to fund the cost of real
estate advisory and brokerage services provided under contract by Kosmont Real
Estate Services, or, if the agreement with Kosmont Real Estate Services is terminated
403
Resolution No. 2021-_____
Page 2
for any reason, then another qualified brokerage firm with whom a contract is duly
executed for the same services with the approval of the City Manager.
SECTION 3. The City Clerk shall certify to the adoption of this resolution and
shall cause a certified resolution to be filed in the book of original resolutions.
PASSED AND ADOPTED this 3rdth day of February, 2021.
_____________________________
Janice S. Parvin, Mayor
ATTEST:
___________________________________
Ky Spangler, City Clerk
Exhibit A – Budget Amendment
404
Resolution No. 2021-_____
Page 3
EXHIBIT A
BUDGET AMENDMENT FOR
GENERAL FUND (1000) AND
CITY AFFORDABLE HOUSING FUND (2121)
REAL ESTATE ADVISORY AND BROKERAGE SERVICES
FY 2020/2021
FUND BALANCE ALLOCATION:
Fund Title Fund-Account Number Amount
General Fund 1000-000-00000-33990 $ 15,000.00
City Affordable Housing Fund 2121-000-00000-33990 $ 10,000.00
Total $ 25,000.00
EXPENDITURE APPROPRIATION:
Account Number Current Budget Revision
Amended
Budget
1000-621-00000-51000 $ 42,060.00 $ 15,000.00 $ 57,060.00
2121-422-00000-51000 $ 17,975.00 $ 10,000.00 $ 27,975.00
Total $ 60,035.00 $ 25,000.00 $ 85,035.00
405