Loading...
HomeMy WebLinkAboutTigan Consulting and Development Augusta Richmond GA DOCUMENT NAME: T,' fA (){ () /l I L tA r7 (;/ ~ V ~.I(jrjJrl-l!..//) f J conSU r1n1 r DOCUMENT TYPE: D gr.t-t- ~/h-- r YEAR: / q q tJ BOX NUMBER: J FILE NUMBER: 1:2 15& q NUMBER OF PAGES: -, .. LARRY E. SCONYERS Chairman _ FREDDIE L. HANDY Vice-Chairman . BOARD OF COMMISSIONERS HENRY H. BRIGHAM JERRY BRIGHAM Wm. 'WILLlE' H. MAYS, III LEE NEEL. III J. B. POWELL MOSES TODD ROOM 605 -CITY-COUNTY MUNICIPAL BLDG. (11) AUGUSTA, GEORGIA 30911 Bus. (706) 821-~488 Fax No. (706) 722-5984 July 26, 1996 LINDA W. BEAZLEY County Administrator WALTER S. HORNSBY. III Asst. County Administrator JAMES B. WALL County Attomey Ms. Lena Bonner Clerk, Commission-Council City-County Bldg. (11) Augusta, GA 30911 Reply To: P. O. BOX 2125 Augusta. GA 30903 Dear Lena: I enclose herewith the original of the Consulting Agreement between Augusta~Richmond County and Tigan Consulting and Development, Inc. Please. place the original of this i'n the permanent records of Augusta-Richmond County. Thanking you and with best personal regards, I am JBWjsjp truly, Enclosure cc: Mr. George Patty Ms. Sirena Perkins-Rogers (wfenclosure) ~ ~ STATE OF GEORGIA AUGUSTA-RICHMOND COUNTY TIGAN CONSULTING AND DEVELOPMENT, INC. CONSULTING AGREEMENT - OLOE TOWN 108 WORKOUT - THIS AGREEMENT made and entered into this first day of July, 1996 between Augusta- Richmond County, by and through the Augusta-Richmond County Commission:-Council (hereinafter referred to as the County) and Tigan Consulting and Development, Inc. (hereinafter referred to as "Consultant"), a for-profit independent contractor with offices at 42 Spring Street - Suite #9, Newport, RI 02840. WITNESSETH: WHEREAS, both County and Consultant are desirous of entering into an agreement whereby Consultant would provide certain services for the County. THEREFORE, and in consideration of the mutual promises contained in this agreement, the parties agree as follows: 1. TERM OF ASSIGNMENT This agreement shall be effective as of July 1,1996, and terminate on December 31,1996, unless extended by consent of both parties. The agreement may be terminated by the County at the completion of one or more "Scopes" (see below) by providing the Consultant with written notice thereof at least ten business days in advance of such cancellation, and provided expenses and fees incurred prior to termination are honored by the County. 2. SCOPE OF SERVICES The services to be performed by the Consultant are as follows: SCOPE #1: Verify the existence and value of the remaining Low Income Housing Tax Credits (L1HTCs). This would include consultation with accountants and lawyers familiar with tax credits as well as with the State of Georgia's Housing Finance Agency. This also may entail discussions with U.S. government agencies such as Department of Treasury and the Internal Revenue Service. To the extent necessary, previous accountants, lawyers and partners (such as Fannie Mae and National Housing Partnership) will be consulted. Ideally, most of this consultation could be completed over the phone, however in an accelerated project completion schedule, on site visits may be necessary. TIME ESTIMATE: 60 hours ~ .~ ~ Consllltina Aareement: Tiaan Consultina and Development. Inc. and Auausta-Richmond County - P. 2 . . SCOPE #2: Ascertain Low Income Housing Tax Credit compliance during the period following foreclosure. This would include discussions with and examinations of property management records, rental records, and may necessitate the involvement of an expert in L1HTC tenant compliance to be involved. TIME ESTIMATE: 40 hours SCOPE #3: Determine the availability and willingness of the local public housing authority (LPH)to assign Project Based Section 8 certificates to the project, thus enhancing the value and creating more income as well as marketability for the project. TIME ESTIMATE: 10 hours SCOPE #4: Verify the debt obligation and current status of existing lien holders. To the extent necessary negotiate debtor/creditor agreements. TIME ESTIMATE:. 20 hours SCOPE #5: Seek new development partners and/or equity partners to assist in the work-out. This could include exploring a 'work-out' arrangement with know Debtors in exchange for L1HTCs where creditors are provided the L1HTC benefit in return for debt reduction or forgiveness. Assist the County in securing a purchaser for the project or work-out, including necessary marketing of the project and furnishing necessary information to prospective purchasers or partners. Follow-up as necessary with assistance through closing, including coordination with HUD, Georgia Housing Finance Agency, the County, the new equity owners and others. TIME ESTIMATE: 50 hours CONTINGENCY TIME ESTIMA TE:20 hours TOTAL TIME ESTIMATE: 200 hours 3. COMPENSATION For satisfactory performance under this Agreement, the County shall pay Consultant the fees set forth below: (a) An hourly rate of $85 per hour will be billed monthly. Each billing will be accompanied by a Progress Report related to each Scope for which services are invoiced. The overall time will not exceed 200 hours. The Consultant requires a retainer of one thousand dollars ($1,000) upon execution of this agreement which will offset against the first billing. Consultant will consider a retainer as authorization to proceed. (b) Expenses: all approved out-of-pocket expenses including travel, FedEx, printing, advertising, telephone, etc., will be billed with fees. The County will expedite reimbursement of Consultant expenses, and to the extent practical will pay third party expenses directly (e.g., airline tickets, printing, etc.). '" "' " Consultina Aareement: Tiaan Consultina and Development. Inc. and Auausta-Richmond County - P. 3 (c) All third party costs including lawyers and accountants, marketing cost, and L1HTC specialists in tenant documentation will not exceed $8,000 without written permission from the County. The County shall be billed on monthly basis. 4. CHANGES IN SCOPE OF SERVICES County, by written notice to the Consultant, may modify the scope and quantity of the services to be furnished under this agreement. 5. FACILITIES. SUPPLIES AND EQUIPMENT The Consultant shall be responsible for providing all facilities, supplies, and equipment which may be required to perform the services under this agreement. 6. DEVOTION OF TIME The Consultant shall devote as many hours as needed to perform the duties under this agreement, subject to the maximum hours in Item #3 above. 7. INSURANCE The Consultant shall be an independent corporation and not an employee of the County under this agreement and shall maintain the appropriate amount for liability insurance to cover any claims arising out of the performance of the services under this agreement and shall further indemnify, save harmless and defend the County from any claims arising from any act or omission of the Consultant or Consultant's agents or employees. 8. DUTIES OF CONSULTANT County is to have no control over the manner, method or details of performance, or over the selection, direction, or dismissal or Consultant's employees, and will look to the Consultant for results only. 9. DISCLAIMER The County agrees that Consultant's liability hereunder for any damages, regardless of the form of action, shalf not exceed the total amount paid for the service described herein. This shalf be your exclusive remedy. The County agrees that the Consultant will not be liable for any lost benefits, or for any claim or demand against you by any party. In no event will the Consultant be liable for incidental or consequential damages, even if the Consultant has been advised of the possibility of such damages. No action, regardless of form arising out of the services under this agreement, may be brought by either party more than three years after the date of the last service provided under this agreement. This letter comprises the complete and exclusive statement of the agreement between the parties, superseding all proposals(s), oral or written, and all other communications between the parties. If any provision of this letter is determined to be unenforceable, all other provisions shall remain in force. - ... , Consultinc Acreement: rican Consultinc and Development. Inc. and Aucusta-Richmond Oounty - P. 4 IN WITNESS WHEREOF, the parties have executed this agreement the day and year first written above: AGREED: ~q1~ ~~( Mark Tigan, President Tigan Consulting and Development, Inc. 42 Spring Street - Suite #9 Newport, Rhode Island 02840 Tax ID # 05-0451201 -. I ' ""'- Witness: /tw. do. Jur ' AUGUSTA3.CON ~ g...1) ~ ILD llqq~ D te ~....(1ILD I lqq(c D te 1/I/Dr? , Date 7 II / tt t, Date I 'f\. STATE OF GEORGIA AUGUSTA-RICHMOND COUNTY TIGAN CONSULTING AND DEVELOPMENT, INC. CONSULTING AGREEMENT - OLOE TOWN 108 WORKOUT - THIS AGREEMENT made and entered into this first day of July, 1996 between Augusta- Richmond County, by and through the Augusta-Richmond County Commission-Council (hereinafter referred to as the County) and Tigan Consulting and Development, Inc. (hereinafter referred to as "Consultant"), a for-profit independent contractor with offices at 42 Spring Street - Suite #9, Newport, RI 02840. WITNESSETH: WHEREAS, both County and Consultant are desirous of entering into an agreement whereby Consultant would provide certain services for the County. THEREFORE, and in consideration of the mutual promises contained in this agreement, the parties agree as follows: 1. TERM OF ASSIGNMENT This agreement shall be effective as of July 1, 1996, and terminate on December 31, 1996, unless extended by consent of both parties. The agreement may be terminated by the County at the completion of one or more "Scopes" (see below) by providing the Consultant with written notice thereof at least ten business days in advance of such cancellation, and provided expenses and fees incurred prior to termination are honored by the County. 2. SCOPE OF SERVICES The services to be performed by the Consultant are as follows: SCOPE #1: Verify the existence and value of the remaining Low Income Housing Tax Credits (L1HTCs). This would include consultation with accountants and lawyers familiar with tax credits as well as with the State of Georgia's Housing Finance Agency. This also may entail discussions with U.S. govemment agencies such as Department of Treasury and the Internal Revenue Service. To the extent necessary, previous accountants, lawyers and partners (such as Fannie Mae and National Housing Partnership) will be consulted. Ideally, most of this consultation could be completed over the phone, however in an accelerated project completion schedule, on site visits may be necessary. TIME ESTIMATE: 60 hours r Consultina Aareement: Tiaan Consultina and Development. Inc. and Auausta-Richmond County - P. 2 SCOPE #2: Ascertain Low Income Housing Tax Credit compliance during the period following foreclosure. This would include discussions with and examinations of property management records, rental records, and may necessitate the involvement of an expert in L1HTC tenant compliance to be involved. TIME ESTIMATE: 40 hours SCOPE #3: . Determine the availability and willingness of the local public housing authority (LPH) to assign Project Based Section 8 certificates to the project, thus enhancing the value and creating more income as well as marketability for the project. TIME ESTIMATE: 10 hours SCOPE #4: Verify the debt obligation and current status of existing lien holders. To the extent necessary negotiate debtor/creditor agreements. TIME ESTIMATE: 20 hours SCOPE #5: Seek new development partners and/or equity partners to assist in the work-out. This could include exploring a 'work-out' arrangement with know Debtors in exchange for L1HTCs where creditors are provided the L1HTC benefit in return for debt reduction or forgiveness. Assist the County in securing a purchaser for the project or work-out, including necessary marketing of the project and furnishing necessary information to prospective purchasers or partners. Follow-up as necessary with assistance through closing, including coordination with HUD, Georgia Housing Finance Agency, the County, the new equity owners and others. TIME ESTIMATE: 50 hours CONTINGENCY TIME ESTIMATE: 20 hours TOTAL TIME ESTIMATE: 200 hours 3. COMPENSATION For satisfactory performance under this Agreement, the County shall pay Consultant the fees set forth below: (a) An hourly rate of $85 per hour will be billed monthly. Each billing will be accompanied by a Progress Report related to each Scope for which services are invoiced. The overall time will not exceed 200 hours. The Consultant requires a retainer of one thousand dollars ($1,000) upon execution of this agreement which will offset against the first billing. Consultant will consider a retainer as authorization to proceed. (b) Expenses: all approved out-of-pocket expenses including travel, Fed Ex, printing, advertising, telephone, etc., will be billed with fees. The County will expedite reimbursement of Consultant expenses, and to the extent practical will pay third party expenses directly (e.g., airline tickets, printing, etc.). ;, ". 'l · Consurtina Aareement: Tiaan Consultina and Development. Inc. and Auausta-Richmond C()untv - P. 3 (c) All third party costs including lawyers and accountants, marketing cost, and L1HTC specialists in tenant documentation will not exceed $8,000 without written permission from the County. The County shall be billed on monthly basis. 4. CHANGES IN SCOPE OF SERVICES County, by written notice to the Consultant, may modify the scope and quantity of the services to be furnished under this agreement. 5. FACILITIES. SUPPLIES AND EQUIPMENT The Consultant shall be responsible for providing all facilities, supplies, and equipment which may be required to perform the services under this agreement. 6. DEVOTION OF TIME The Consultant shall devote as many hours as needed to perform the duties under this agreement, subject to the maximum hours in Item #3 above. 7. INSURANCE The Consultant shall be an independent corporation and not an employee of the County under this agreement and shall maintain the appropriate amount for liability insurance to cover any claims arising out of the performance of the services under this agreement and shall further indemnify, save harmless and defend the County from any claims arising from any act or omission of the Consultant or Consultant's agents or employees. 8. DUTIES OF CONSULTANT County is to have no control over the manner, method or details of performance, or over the selection, direction, or dismissal or Consultant's employees, and will look to the Consultant for results only. 9. DISCLAIMER The County agrees that Consultant's liability hereunder for any damages, regardless of the form of action, shall not exceed the total amount paid for the service described herein. This shall be your exclusive remedy. The County agrees that the Consultant will not be liable for any lost benefits, or for any claim or demand against you by any party. In no event will the Consultant be liable for incidental or consequential damages, even if the Consultant has been advised of the possibility of such damages. No action, regardless of form arising out of the services under this agreement, may be brought by either party more than three years after the date of the last service provided under this agreement. This letter comprises the complete and exclusive statement of the agreement between the parties, superseding all proposals(s), oral or written, and all other communications between the parties. If any provision of this letter is determined to be unenforceable, all other provisions shall remain in force. ~. '" .. 'i. Consultina Aareement: Tiaan Consultina and Development. Inc. and Auausta-Ric/.1mond Oounty - P. 4 IN WITNESS WHEREOF, the parties have executed this agreement the day and year first written above: AGREED: ~ ~~ Da"\e (1 . . . iilla(1/~ ~I.L t t..111o II q~lJ, o te 4vC-~ Mark Tigan, Pr Ident Tigan Consulting and Development, Inc. 42 Spring Street - Suite #9 Newport, Rhode Island 02840 Tax 10 # 05-0451201 . 7f/9~ / # Date Witness: ~i...J da .,j~ 7 II /9b Date / AUGUSTA3.CON