Board of Selectmen Regular Meeting

AGENDA a og as
BOARD OF SELECTMEN REGULAR MEETING > 2S
Tuesday, March 17, 2026 BN om
5:00 PM we 8
. te a)
Waterford Town Hall (Auditorium) { Oo &
(Procedural Action: Check register to be signed by the Board of Selectmen in
accordance with CGS 7-83)
1.
2.
3.
Call to Order & Roll Call:
Pledge of Allegiance
Public Comment:
Assessor: To consider and act on a request from the Assessor, Paige Walton
for an appropriation of $28,000 from Capital and Non-recurring designated
line 20501-57639 (revaluation) and forward to the BOF as required.
Public Works: To consider and act on the following request for a FY26 In-
Series Transfer from the Director of Public Works, Gary Schneider, in’ the
amount of $92,800 to cover the cost of overtime for after-hour emergency Call
Before You Dig tickets, tree removal and flooding, several significant
snowfalls including a blizzard all of which occurred on weekends and non-
union pay increases that weren’t included in the budget when it was approved.
Fire Services: To consider and act on the following request for a FY26 In-
Series Transfer from the Director of Fire Services, Chris Haley, in the amount
of $9,000 to cover the cost of OSHA required physicals.
Fire Services: To consider and act on the following request for a FY26 Out-
of-Series Transfer from the Director of Fire Services, Chris Haley, in the
amount of $9,000 to cover required protective clothing for new firefighters and
forward on to the Board of Finance if approved.
Emergency Management Performance Grant: To consider and act upon the

all documents on behalf of the Town of Waterford and to do and perform all
acts and things which he/she deems to be necessary or appropriate to carry out
the terms of such documents. The undersigned further certifies that Robert
Brule now holds the office of First Selectman and that he/she has held that
office since November 2019”, for reimbursement of a portion of the
Emergency Management Director’s salary with a 50% Town match.
9. Appointments & Resignations:
9a. To consider and act amending the ratification of Gina Rubin’s
appointment as a Member of the Economic Development Commission, and
direct the revision of the OnBoard directory to show her serving the
remainder of 9/1/22-8/31/26 term in order to reflect the terms specified by
ordinance.
9b. To consider and act on directing the revision of the term shown in the
OnBoard directory for Harbor Management Commission Member Robert
DeRosa to 2/17/26-2/16/29 to comply with the terms specified by
ordinance.
9c. To consider and act on directing the revision of the OnBoard directory
to change term for one of the Flood and Erosion Board Member seats
currently listed as Vacant from 3/1/23-2/29/28 to 3/1/24-2/28/29 to comply
with the terms specified by ordinance.
9d. To consider and act on the re-appointment of Kate MacKenzie (R) to
serve as a Member of the Flood and Erosion Control Board, for the 3/1/26-
2/28/31 term.
Se. To consider and act on directing the revision of the OnBoard directory
for the Waterford Shellfish Commission to add a third Alternate seat and to
change the terms for the three Member seats currently listed as Expired or
Vacant to 1/6/24 to 1/5/28 in order to reflect the commission’s composition
and term schedule specified by ordinance.
9f. To consider and act on the appointment of Jonathan VanderPutten (R)
to serve as a Member of the Waterford Shellfish Commission, for the
remainder of the term 1/6/2024-1/5/2028.
10. New Business:

13a. Tax Refund:
13b. Board of Selectmen Regular Meeting Minutes February 17, 2026
13c. Board of Selectmen Special Meeting Minutes March 9, 2026
14. Adjournment:

Ce: Kimberly Allen, Finance Director
Shea Davy, Purchasing Agent
FROM: Paige Walton, Assessor
RE: Appropriation & Bid Waiver Request — Federal Appraisal LLC
DATE: March 3, 2026
The Assessor's Office respectfully requests a waiver of competitive bidding for appraisal services
specific to the Milistone Nuclear Power Plant, to be conducted for the 2026 state-mandated
revaluation.
While the attached quote is over the $25,000 threshold for bidding, the power plant appraisal services
required are very specific and unique in nature. Federal Appraisal LLC has completed similar
appraisal work for the Town of Waterford in the past and possesses a very specific level of expertise
in the field of power plant valuation. As such, Federal Appraisal LLC is uniquely qualified to conduct
the 10/1/2026 appraisal of the Dominion Nuclear Power Station.
The Assessor's Office respectfully requests a fund appropriation in the amount of $28,000 from
Line 10104-57639 Transfers to Cap & NRE Funds for Phase | of the revaluation services (restricted
appraisal) provided by Federal Appraisal, LLC to line 20501-57639 CNR Revaluation.
Thank you for your consideration to this matter.
Sincerely,
Paige S. Walton
Assessor
Town of Waterford
Attachment:
Federal Appraisal LLC Quote

Turning words and numbers into meaning and value
March 2, 2026
Paige S. Walton, CCMA Il, Assessor, Town of Waterford
15 Rope Ferry Road
Waterford, CT 06385
pwaiton@waterfordct.org
RE: Proposal/Engagement to Provide Appraisal and Consulting Services regarding
Millstone Nuclear Power Plant
Waterford,
Dear Mr. Paige S. Walton, CCMA II, Assessor, Town of Waterford:
Federal Appraisal LLC (“Federal”) is prepared to provide appraisal and consulting services regarding the above
referenced property for you (the “Client") and No other intended users. This proposal letter presents Federal’s
understanding of the assets being appraised, the Client's appraisal needs, and Federai’s qualifications, proposed
services, and fees. Please indicate your acceptance of this proposal and engagement by counter signing this letter
and returning a signed copy to Federal.
A table of contents for this proposal is located in section 13.
Federal Appraisal is uniquely qualified to provide appraisal and consulting services regarding the referenced asset
(the “Property” or “Subject”) described herein based on the facts that:
e Federal has previously appraised the Millstone Nuclear Power Plant multiple times over multiple years
for property tax purposes.
e Federal has appraised and reviewed appraisals on hundreds of power plants, including dozens of nuclear
power plants, across the country for property tax assessment purposes; See attached partial list of
nuclear power plant appraisals.
« Federal's appraisers are nationally recognized experts in the appraisal of utility properties, specifically
power plants. See our award-winning article, “The Appraisal of Power Plants”. Our other articles can be
found on our website, FederalAppraisal.com.
¢ Federal appraisers have attained the highest levels of education and professional accreditation, including
MAI’s (Designated Members of the Appraisal Institute), ASA’s (Accredited Senior Appraisers with the
American Society of Appraisers, in business valuation), and are SCGREA’s (State Certified General Real
Estate Appraisers)
e Federal Appraisal LLC has been serving for over 20 Years and Mark Pomykacz has been appraising for
40 years, and has completed appraisals on all types of complex assets and issues throughout the United
States, for all types of clients and contexts.
« Mark Pomykacz regularly testifies to his complex appraisals, including many utility property appraisals,
and has been accepted as an expert witness in multiple states and jurisdictions, including on power
generation properties like the Subject, including the state where the Subject is located.
e Mark Pomykacz is designated as an MAI and an appraisal review specialist, Al-GRS, from the Appraisal
Institute. Mark Pomykacz is designated as a business appraiser, as an ASA in Business Valuation from

The purpose of this Appraisal is to determine the following Standard of Value. The Standard of Value will be The
Standard of Value for this Appraisal is market vaiue/fair market value (“Value”). The purpose of this engagement
may include additional consulting services (“Consulting Services’), as needed. Federai will provide the Client with an
Appraisal Report (the “Report"). Federal understands the Client will use the Report to assist with the Subject’s
properly tax assessment. Federal shall prepare the Report and provide the Consulting Services for this purpose
and use.
Federal agrees to provide the Client with the following scope of work, analysis, and reporting, delivered in phase:
A. Phase | -Restricted Appraisal Services, for Tax Assessment Purposes
Provide information request documents and support
Assist in gathering Subject data and market data from the Client and the property owner
Gather Subject data and market data from within the public domain
Conduct site inspection of the Subject, if practical and necessary
Provide periodic verbal reports on the status of our work and on the findings of preliminary analyses
Research and analyze the appraisal problem, including researching and analyzing the proper scope of work,
appraisal context and definitions, appraisal assumptions and conditions, market data, economic data, Subject
physical, legal, and financial details, and highest and best use analysis
« Develop an estimate of the value of the Subject, including consideration of the appropriate leading approaches
to value and other requisite and appropriate appraisal considerations and analyses
e When necessary for the Appraisal purpose and use, Federal will also complete various allocations of value
between taxable and tax-exempt property and between real and personal property and intangibles
« Deliver a Restricted Appraisal Reporting Services which may be limited to oral reporting or summary written
documentation that will include summary schedules supporting the conclusions contained in the Report and as
described herein, that are sufficient for the Client’s purpose and use in Phase |, for case management and
planning, and negotiations.
eee ee oe oe
1.2. Phase li -Narrative Appraisal Report, for Litigation
« Provide information request documents and support
e Assist in gathering Subject data and market data from the Client and the property owner
« Gather Subject data and market data from within the public domain
e Conduct site inspection of the Subject, if practical and necessary
e Provide periodic verbal reports on the status of our work and on the findings of preliminary analyses
e Research and analyze the appraisal problem, including researching and analyzing the proper scope of work,
appraisal context and definitions, appraisal assumptions and conditions, market data, economic data, Subject
physical, legal, and financial details, and highest and best use analysis
« Develop an estimate of the value of the Subject, including consideration of all appropriate approaches to value
and other requisite and appropriate appraisal considerations and analyses
e When necessary for the Appraisal purpose and use, Federal will also complete various allocations of value
between taxable and tax-exempt property and between real and personal property and intangibles
« Deliver a full narrative Appraisal Report which will include schedules supporting the conclusions contained in the
Report and as described herein, that are sufficient for the Client's purpose and use, for litigation.
1.3. Phase Ill - Consulting Services
e Additional appraisal, appraisal review, consultation, meetings, negotiations, depositions, or testimony services
not addressed in Phases | to the extent mutually agreed upon by the Client and Federal prior to commencing
work
FEDERAL APPRAISAL ELC
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conduct and certify the Appraisal as a Member of the Appraisal Institute (“MAI”), an Accredited Senior Appraiser
(‘ASA’) in Business Valuation with the American Society of Appraisers, a General Review Specialist with the
Appraisal Institute (‘Al-GRS"), and a State Certified General Real Estate Appraiser, when appropriate or required by
law.
1.4. Hypothetical Conditions
We shall employ the following hypothetical conditions or extraordinary assumptions in the Appraisal:
No hypothetical conditions or extraordinary assumptions were made in this Appraisal.
2. Dates of Value
Federal understands that the Appraisal and Consulting Services shall have an effective (appraisal) date October 1,
2026.
3. The Subject
The Subject improvements are summarized as follows:
Millstone is located at a former quarry site in Waterford, Connecticut. The site covers about 500 acres. The Millstone
complex was built by a consortium of utilities. Millstone 1 was initially shut down in November 1995, before being
permanently closed in July 1998. Units 2 and 3 continue to operate.
The units are operated by Dominion Generation. Dominion Resources, Inc., owns 100 percent of units 1 and 2 and
is majority owner of unit 3. Besides Dominion (93.5 percent owner), the owners of unit 3 include Massachusetts
Municipal Wholesale Electric Company (4.8 percent), and the Central Vermont Public Service Corporation (1.7
percent).
Note that while Unit 1 is now permanently closed, the remaining physical and legal assets may have value or may
represent a liability. As part of this appraisal, Federal will fully analyze and report on the value, if any, of the remaining
assets at Unit 1.
in recent years, a dry cask storage facility has been developed on the site for the intermediate term storage of nuclear
waste. Federal shall include these assets in its appraisal.
There has been recent news that data center potentially being developed on site. If valuation services are needed
for this additional asset, it would fall under Phase Il! for consulting.
These details will be confirmed and accounted for by Federal during the course of completing the Appraisal.
3.4, Site Inspection
Federal intends to inspect the Subject as part of this Appraisal, if practical and necessary.
4, Valuation Definitions and Assumptions
Federal will work with the Client to ensure that the various appraisal and valuation definitions and assumptions
employed in the Appraisal Report are appropriate for the Client’s purpose and use. For example, Federal will work
with the Client to ensure the Appraisal assumes proper definitions of value for the Client's purposes. Examples of
general definitions are shown in the following sections.
FEDERAL APPRAISAL tec
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a competitive market under all conditions requisite to a fair sale, with the buyer and seller each acting
prudently, knowledgeably, and for self-interest, and assuming that neither is under undue duress.
2. Definition from USPAP'. A type of value, stated as an opinion, that presumes the transfer of a property
(i.e., a right of ownership or a bundle of such rights), as of a certain date, under specific conditions set
forth in the definition of the term identified by the appraiser as applicable in an appraisal.
3. Federal Register?. The most probable price which a property should bring in a competitive and open
market under all conditions requisite to a fair sale, the buyer and seller each acting prudently and
knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the
consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions
whereby:
a. Buyer and seller are typically motivated;
b. Both parties are well informed or weil advised, and acting in what they consider their best interests;
c. A reasonable time is allowed for exposure in the open market;
d. Payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable
thereto; and
e. The price represents the normal consideration for the property sold unaffected by special or creative
financing or sales concessions granted by anyone associated with the sale.
There are various concepts that often interrelated to the type of value appraised, and that depend on the
context of appraisal. The concepts include highest and best use and fee simple and leased fee estates.
Highest and Best Use:
1. The reasonably probable and legal use of vacant land or an improved property, which is physically
possible, appropriately supported, financially feasible, and that results in the highest value. The
four criteria the highest and best use must meet are legal permissibility, physical possibility,
financial feasibility, and maximum productivity.?
5. Methodology
Federal will complete the Appraisal and Consulting Services through consideration of the three traditional approaches
to value: Cost Approach, Sales Comparison Approach, and Income Approach. Federal will consider the appraisal
methodologies with legal counsel to ensure that the Appraisal is consistent with local law and regulations, and any
court precedents on the matter.
5.1. Sales Comparison Approach
Federal will attempt to estimate the market value of the Subject utilizing the Sales Comparison Approach. It invoives
the comparison of sales (or offerings) of properties similar to the Subject. If the comparable sales are not exactly like
the subject, adjustments are made to the sale price of the comparable sales (or offerings). When adequate data on
sales allows the completion of the adjustment process, the Sales Comparison Approach is a reliable method to
determine value.
5.2. Income Approach
The Income Approach will also be considered in the Appraisal. The underlying principle in this approach is that
buyers invest in properties like the Subject for the satisfaction of receiving the anticipated future income. Federal will
1 (USPAP, 2018 ed.).
2 (12 CFR. Part 34.42(g); 55 Federal Register 34696, August 24, 1990, as amended at 57 Federal Register 12202, April 9, 1992; 59 Federal
Register 29499, June 7, 1994).
3 The Dictionary of Real Estate Appraisal. 5th ed, Chicago, Appraisal Institute.
FebeERAL APPRAISAL Lic
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the simplest income approach to complete; however, if it proves to be unsound as an independent appraisal
technique, Federal may attempt to utilize it as cross-checking technique and “range of value” indicator.
5.2.1. Electricity Price and Fuel Price Forecaster
Federal will utilize any appropriate forecast of electricity and fuel prices (‘forecast’) supplied by an independent
forecaster engaged and paid for by the Client. Federal assumes that the Client will engage a qualified forecasting
firm and that the forecast will be sound. Federal will work with the forecasting firm to ensure that the forecast can be
coordinated with and utilized in Federal’s appraisal. Federal expects that the Client will ensure that the forecasting
firm will work with Federal to similarly ensure that the forecast can be utilized in Federal’s appraisal. To the extent
professionally capable, Federal will conduct an independent review of the forecast. The Federal review of the forecast
will include a review of the qualifications of the writers of the forecast report, the certification and general assumptions
and limiting conditions of the report, and the purpose, use, and scope of the report. To the extent professionally
capable, Federal will review the various analysis assumptions and methodologies. Even if the Client engages a
forecaster, Federal may still complete its own forecast of electricity and fuel prices.
If the Client does not wish to engage an electricity price forecaster, Federal will complete its own forecast of electricity
prices in order to complete the Appraisal using data from SNL and S&P Global Market Intelligence, which is a
subscription data service providing market data in the energy and utility industries.
5.2.2. Major Agreements
Federal will consider the impact of major agreements or contracts (such as leases, power purchase agreements,
wholesale power contracts, fuel supply agreements, major supply or offtake agreements) that are relevant as of the
valuation date and as permissible under the applicable law and market terms, if required by applicable law. Federal
will work with the Client and their counsel to ensure proper appraisal and legal assumptions concerning major
contracts for our Appraisals.
5.2.3. Cost Approach
The Cost Approach is based upon the premise that an informed purchaser would pay no more for an asset than the
cost of constructing a substitute asset with the same utility as the subject asset. Also, cost approach techniques may
be utilized to determine the value of parts of the Subject, such as personal property, intangibles, and exempt property.
Among the three traditional approaches, the cost approach has the distinct advantage of usually including in its value
indication only those assets explicitly included in its analysis. Further, given the cost approach’s ability to isolate
specific assets that roll up to comprise overall value, the cost approach is commonly employed, in conjunction with
sales and/or income approaches, to complete residual and allocation techniques. The income and/or the sales
approaches are used to determine the overall value, and the cost approach is used to determine the value of
component assets to be excluded. The difference between the reconciled income or the sales approaches and the
cost approach yields the value of the residual asset.
5.3. Residual and Allocation Valuation Techniques
When the appraisal assignment calls for it, various techniques such as allocations, residuals, or summations may be
made to, or with, the various elements or components of the concluded values from the three traditional approaches
in order to determine overall asset values or parts of an overall value. When necessary, Federal will consult with
legal, accounting and engineering experts in order to determine proper residual and allocation execution.
6. Legal, Accounting, and Engineering Services
Federal is not a legal, accounting, or an engineering services provider. Federal will either work with attorneys,
accountants, or engineers contracted or employed by the Client, or will contract for such services and bill the Client
for the expense. These services may or may not be needed. The Client recognizes that such assistance to Federal
may be necessary in order to complete the appraisal process.
FedpEeRAL APPRAISAL ELe
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data that we may deem as appropriate to complete our appraisals.
Our appraisal information request list is attached hereto in information Request, Section 16, page 23.
8. Qualifications
Federal Appraisal, LLC is an appraisal and advisory company that provides appraisals, valuation-consuiting, and
litigation support services to clients worldwide. Our valuation practice includes 8 professionals comprised of
designated appraisers who have developed expertise in the appraisal of complex property types and complex
appraisal issues.
Federal provides valuation advisory services to support all major industries including general commercial and
investment real estate, public utilities (electric power generation, transmission, and distribution), water and sewer,
petroleum refining, storage, and pipelines, natural gas pipelines and storage, biofuels facilities (ethanol and biodiesel
plants), telecommunications assets, railroads, mining, high technology facilities, and aerospace assets. Our services
are utilized by big and smali businesses, accountants and attorneys, governments, lenders, manufacturers,
healthcare providers, and other industries.
8.1. Mr. Mark Pomykacz, MAI, ASA, AI-GRS, SCGREA
This project will be managed under the direct supervision of Mr. Mark Pomykacz.
Mark Pomykacz has over 40 years of experience in real estate and business appraisal services and has developed
nationally recognized expertise with complex and non-traditional asset types and issues. Mr. Pomykacz is the
founder and Managing Member of Federal Appraisal, LLC. His full resume is appended hereto. References are
available upon request.
9. Deliverables and Appraisal Delivery Date
Federal will work with the Client to establish a delivery schedule suitable for their needs. Generally, we expect that it
will take 4 to 6 weeks to complete and deliver the Phase | Appraisal Report. Expedited services are available upon
request. The Report deliverables include electronic copies of the Reports. Federal agrees to provide hard copies of
the deliverabies to the Client, at the Client's expense.
Any delivery dates are contingent upon the Client authorizing Federal to begin work, and upon the Client and the
property/asset owner providing any needed information and access in a timely manner. The Client understands and
accepts that other factors that are not under the control of Federal may delay the delivery of Federal’s status in
completing oral and written deliverables and reports.
FedERAL APPRAISAL LEC
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Phase k: Restricted Appraisal Services $28,000
Restricted Appraisal Services, as discussed in Sections 1 through plus expenses
9 concerning Phase | services of this proposal. This fee excludes
reimbursable expenses.
Phase Il: Full Appraisal Services $17,000
One Full Narrative Appraisal Report, as discussed in Sections 1 plus expenses
through 9 concerning Phase | services of this proposal. This fee
excludes reimbursable expenses.
Phase Ill: Additional Consulting, Meetings, Negotiations,
Preparation, Testimony, and/or Deposition Billed hourly, at rates below,
Additional consultation on matters not addressed in Phases | as plus expenses
agreed on by the parties, including but not limited to appraisal
review, consulting services, meetings, negotiations, preparation
for deposition and trial, or providing testimony at deposition and
trial, etc. This fee excludes reimbursable expenses.
Hourly Rates Schedule for Phase Ill
Testimony and Depositions | Partner / Director $ 550.00
An hourly rate based on the number of hours testifying
or being deposed, plus reimbursable expenses.
Other Appraisal or Consulting Services | Partner / Director $ 425.00
An hourly rate based on the number of hours providing | Manager $ 350,00
other valuation consulting services, such as appraisal | Consultant $ 225.00
review services, litigation support, forensic consulting, | Administrative Support $ 90.00
meetings, research and analysis, trial preparation, plus
reimbursable expenses.
All quoted hourly and daily professional fee rates apply to the 2026 calendar year. These rates are subject to an
annual escalation rate of 5.0 percent beginning January 1, 2027.
This fee proposal is valid for 90 days from the date of this document. However, please note that any delays in
authorizing us to start work may result in delays to the scheduled delivery date of our appraisal work.
10.1. Setup Cost Payment
Federal requires an initial setup cost payment of 50% for Phase |, payable upon Client’s authorization for Federal to
commence work on that phase.
10.2. Billing Frequency
Federal will submit monthly invoices for professional fees and reimbursable expenses incurred to date.
10.3. Expenses
The Fees proposed do not include reimbursable expenses, which the Client agrees to pay. Reimbursable expenses
shall include, but shall not be limited to; all travel, research data, express mail, data collection charges, and report
FEDERAL APPRATSAL bac
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Travel expenses shall include any expenses associated with travel to/from the Subject or meetings related to the
project. Federal will obtain the approval of the Client prior to planning reimbursable travel. The Client recognizes and
accepts that the scope of the Appraisal may change based on the Client's decision to authorize or not authorize
reimbursable travel and other reimbursable expenses. Federal will notify the Client immediately should the Appraisal
necessitate travel, without which could result in a substantial change to the scope and Fee of the Appraisals.
10.4. Cancelations and Terminations
The Client may terminate the engagement at any time, and the Client will pay for Federal's time and expenses to
date.
Federal will charge a $450 fee per day, plus any out-of-pocket expenses, for any cancelled appearances.
Appearances shall include hearings, testimony, or depositions, whether in person, by telephone or by internet video,
or any meetings or other appearances that require travel out of state, that are scheduled in advance and intended to
last more than 3 hours per day, or any meetings or other appearances that require travel out of state.
10.5. Banking Fees and Transaction Charges
The Client hereby acknowledges and agrees that it shall be solely responsible for ail banking fees, transaction costs,
and related charges incurred in connection with the use of a credit card or other electronic payment method. in the
event the Client elects to remit payment by credit card, a processing fee equal to four percent (4%) of the total invoiced
amount shall be added to the invoice. In the event the Client elects to remit payment through the QuickBooks payment
link, a flat transaction fee of twenty five dollars ($25.00) shall be applied to such payment.
11. Reference to General Terms and Conditions
This proposal and engagement is subject to the attached general terms and conditions. See Section 14, page 11.
FEDERAL APPRAISAL LEC
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Very Truly Yours
Mark Pomykacz, MAI, ASA, Al-GRS
Managing Partner
March 2, 2026
Accepted and agreed to by:
Signature:
Name:
Title:
Company:
Date:
FEDERAL APPRAISAL tice
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2. Dates of Value ...
3. The Subject
3.1. Site Inspection
4. Valuation Definitions and Assumptions
41. Market Value Concepts..
5. Methodology «0.0...
5.1. Sales Comparison Approach
5.2. Income Approach...
5.3. Residual and Allocation Valuation Techniques
6. Legal, Accounting, and Engineering Services ...
7. Client Furnished Data and Access ...
8. Quallifications ore
8.1. Mr. Mark Pomykacz, MAI, ASA, AI-GRS, SCGREA..
9. Deliverables and Appraisal Delivery Date ..
10. Professional Fees and Expenses ...............
10.1. Setup Cost Payment..
10.2. Billing Frequency...
10.3. Expenses...
10.4. Cancelations and Terminations
10.5. | Banking Fees and Transaction Charges
11. Reference to General Terms and Conditions
12. Engagement Acceptance and Signatures ..
13. Table of Contents...
14. General Terms and Conditions..
15. Resumes
16. Information Request..
17. Federal Appraisal LLC ~ The Appraisal of Power Plants ...
WMMDONNNNDARARDTHADRRAWWWWWNNNN
FEDERAL APPRAISAL Ree
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provider(s).
1. Fees, Expenses, Travel and Testimony. The fees listed in the proposal, engagement fetter, or contract to which these terms
are appended or referred to, including the exhibits, include Federal’s best estimates of fees, travel, and other expenses as
Federal currently foresees them. The current engagement plan includes allowances for the elements and conditions that
Federal expects to encounter during the assignment. In the event that Federal encounters situations that require a revision
or modification in the fees, Federal will discuss with the Client the causes and likely effects of the required modification, both
in terms of deliverables, delivery schedule, and fees. The Client will approve the modifications or will terminate the
engagement and pay Federal a fee based on the time and expenses incurred through the termination date. The fees listed in
the proposal, engagement letter, and contract do not include fees for appearance in court, hearings, or preparation time for
such appearances, unless such fees are explicitly listed in the proposal, engagement letter, or contract.
2. Payment of Invoices. Invoices for which payment is not received within sixty (60) days of the invoice date shall accrue a late
charge of the lesser of (i) 1% per month or (ii) the highest rate allowable by law, in each case compounded monthly, beginning
from the invoice date. Without limiting its rights or remedies, Federal shall have the right to halt or terminate entirely its
Proposed Services until payment is received on past due invoices.
3. Term. Unless terminated sooner in accordance with its terms, this engagement shall terminate on the completion of Federal’s
Proposed Services. The Client or Federal may cancel this Agreement at any time, with or without cause, upon written notice
to the other party. If at any point during the engagement the decision is made to discontinue Federal Proposed Services,
Federal fees will be based upon the time and expenses incurred through that date. In that event, Federal invoices will be due
and payabie immediately. Regardless of the date of termination, Federal shall be entitled to their fees to the date of
termination based on the fee determination criteria.
4. Survival. The provisions of the Proposal and this General Contract Assumptions and Limiting Conditions shall survive the
expiration or termination of this engagement.
5. Time Limitation on Actions. Unless the time frame is shorter under applicable law, any legal action or claim relating to
Federal's services shall be filed in court (or in the applicable arbitration tribunal, if the parties to the dispute have executed an
arbitration agreement) within one (1) year from the date of delivery to Client of the appraisal report to which the claims or
causes of action relate or, in the case of acts or conduct after delivery of the report, two (2) years from the date of the alleged
acts or conduct. The time frame stated in this section shall not be extended by any delay in the discovery or accrual of the
underlying claims, causes of action, or damages. The time frame stated in this section shall apply to all non-criminal claims
or causes of action of any type.
6. Force Majeure. Federal shall not be liable for any delays in the delivery of Proposed Services resulting from circumstances
or causes beyond its reasonable control, including, without limitation, the actions or inaction of others which Federal is
dependent on to complete the Proposed Services, the action of others which causes Federal delays, fire or other casualty,
act of God, strike or labor dispute, war or other violence, or any law, order, or requirement of any governmental agency or
authority.
7. Entire Agreement. These General Contract Assumptions and Limiting Conditions, along with the proposal, engagement
letter, or contract to which these terms are appended, possibly including the exhibits and other appendix, constitutes the entire
agreement between Federal and Client with respect to the subject matter hereof and supersedes all other oral and written
representations, understandings, or agreements relating to the subject matter hereof.
8. Assignment. Except as provided below, neither party may assign, transfer, or delegate any of the rights or obligations
hereunder without the prior written consent of the other party. Federal may assign or subcontract portions of its rights and
obligations hereunder to any affiliate of Federal, without the consent of Client, for the purpose of completing the Proposed
Services.
9. Governing Law and Severability. These terms, and the proposal, engagement letter, or contract to which these terms are
appended, including the exhibits, shall be governed by and construed in accordance with, the laws of the State of New Jersey
(without giving effect to the choice of law principles thereof). The venue for any legal proceedings by the Client against
Federal shall be the Superior Court of New Jersey of Hunterdon County. Client also waives the right to a trial by jury in any
legal proceeding against Federal. If any provision of these terms is found by a court of competent jurisdiction to be
unenforceable, such provision shall not affect the other provisions, but such unenforceable provision shall be deemed
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11. Affirmative Action Covenant. Federal hereby incorporates by reference the mandatory affirmative action language of
Subsection 3.4(a), NJLA.C. 17:27-3.4 and NJAC. 17:27-5.3 as promulgated by the Treasurer of the State of New Jersey
pursuant to P.L. 1975, ¢.127, as amended and supplemented from time to time, and Federal agrees to comply fully with the
terms, provisions, and conditions of Subsection 3.4 and of Section 5.3.
12. Political Contribution Disclosure. Federal does hereby attest that Federal, and its subsidiaries, assigns or principals
controlling in excess of 10% of the company has neither made a contribution, that is reportable pursuant to the Election Law
Enforcement Commission pursuant to N.J.S.A, 19:44A-8 or 19:44A-16 in the one (1) year period preceding the award of the
contract that would, pursuant to P.L. 2004, c.19, affect its eligibility to perform this contract, nor will it make a reportable
contribution during the term of the contract to any political party committee in the municipality/county when the contract is
awarded, or to any candidate committee of any person serving in an elective public office of that municipality/county when
the contract is awarded.
Information and Data Sources
13. Confidentiality. It is understood and agreed that Federal’s Proposed Services will be prepared in accordance with the
requirements of USPAP of the Appraisal Foundation, and the Proposed Services will comply with the Appraisal Institute’s
Code of Professional Ethics and Standards of Professional Practice and with The American Society of Appraisers’ Principles
of Appraisal Practice and Code of Ethics. These standards include confidentiality standards.
14. Cooperation Client shall cooperate with Federal in the performance by Federal of its Proposed Services, including, without
limitation, providing Federal with reasonable facilities and timely access to data, information and personnel, and agents and
representatives of Client. Client shall be responsible for the performance of its employees and agents and for the accuracy
and completeness of all data and information provided to Federal for purposes of the performance by Federal of its Proposed
Services.
15. Client Representations. The Client will furnish or cause to be furnished to Federal such historical and other information as
Federal may have requested. The Client recognizes and confirms that (a) Federal will use and rely on such information and
on information available from generally recognized public sources (all such information being the “Information’) in performing
the Proposed Services without Federal having independently verified the same; (b) Federal does not assume responsibility
for the accuracy or completeness of the Information; and (c) Federal will not make an appraisal of, conduct an audit of, or
otherwise provide any opinion, report, or other form of assurance with respect to such Information. In addition to providing
tequired information, the Client will be responsible for providing historical and prospective financial statements and for
providing information about and responding to document requests on a timely basis. Additionally, Federal may request and
the Client agrees to supply a representation letter, in form and substance satisfactory to Federal which, among other things,
confirming the Client's responsibility for the historical financial statements and for the underlying assumptions used in
connection with any pro forma cash flows, the appropriateness of the prospective financial statements that the Client has
prepared, and their active decision-making participation in the Service and the use of the Service.
16. The information on the financial, legal, and physical condition of the subject property or assets provided by the Client, the
subject owner, or others, directly to Federal or to the public through various public disclosure methods is assumed to be
reliable.
47. Other materials and information obtained from various professionally appropriate public and private sources are assumed to
be reliable.
48. The information contained within the Proposed Services was obtained from sources deemed to be reliable. Reasonable
efforts, given the purpose, use, scope of the Proposed Services, the type, and definition of value, will be made to verify such
information as reliable: however, no warranty or certification by Federal will be given as to its reliability.
49. If substantive issues are later discovered in data relied upon, then the reported opinions in the Proposed Services may need
to be revised accordingly.
Property Specific Assumptions, Disclaimers and Limiting Conditions
FEDERAL APPRAISAL Lic¢
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22.
23.
24,
25.
26.
27.
28.
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noted in the Proposed Services. It is assumed that the legal descriptions as obtained from public records or as furnished are
teliable. Federal has made no land survey and has completed no title search or report of the Subject. It is assumed that
there are no issues concerning subsurface, water, mineral rights, air rights, or transferable development rights that would
make the Subject substantially more or less valuable, other than any that are specifically noted in the Proposed Services. It
is assumed that there are no judgements, or pending or future litigation concerning the Subject, other than those that are
specifically noted in the Proposed Services.
Except as noted herein, Federal assumes that there are no hidden or unapparent conditions at the Subject land and/or
improvements, which would render the Subject more or less valuable. Federal assumes no responsibility for such conditions,
or for engineering, environmental, legal, or architectural counseling which might be required to discover such conditions. We
assume that there are no ADA issues sufficient to render the Subject significantly more or less valuable.
Typically, competent, responsible management and ownership are assumed.
It is assumed that there are no zoning or building code issues, or other federal, state, or local regulation compliance issues
concerning the Subject that would significantly increase or decrease the value of the interest being appraised, unless noted
in the Proposed Services.
Since Federal is not an engineering or an architectural firm, Federal makes no representation as to quality, functionality,
condition, limitations or size of the Subject, except that 1) Federal has relied upon what has been reported as the best available
data where said data was provided by others to Federal, who Federal believes to be an appropriate source of said data given
the specific purpose, intended use and scope of work of the Proposed Services, and the type and definition of value used in
this Proposed Services, and 2) if a visual inspection was conducted by Federal, then Federal has relied upon the visual
inspection. Given the inherent limitations of Federal’s visual inspection, if conducted, important issues at the Subject may not
be uncovered. Federal’s visual inspection of the Subject is not an engineering, architectural, or environmental inspection,
and does not test building operations and does not cover 100 percent of the building(s), machinery, equipment, or site.
Federal's visual inspection of the Subject, instead, samples the major components of the Asset
The Proposed Services assumes that unless specifically noted elsewhere in the Proposed Services, the Subject suffers no
environmental or hazard issues, and that there are no contamination or health risks existing at or near the Subject.
If substantive issues are later discovered in any of the data relied upon, then the reported opinions in the Proposed Services
may need to be revised accordingly.
The Proposed Services performed under this agreement will be subject to all statements, assumptions, limiting conditions,
and other conditions (collectively, “Appraisal Conditions”) set forth in the appraisal report. Client agrees that Client will review
the Appraisal Conditions upon receipt of the report and that Client's use of the appraisal will constitute acceptance of the
Appraisal Conditions. The Appraisal Conditions shall be considered as being incorporated into and forming part of this
agreement with respect to the appraisal in which they are contained and to the services relating to that appraisal. The
Appraisal Conditions will be similar to these General Contract Assumptions and Limiting Conditions.
Publication, Distribution, Use of Study
29. The opinions proffered in the Proposed Services are as of a specific date, for a specific client and users, for a specific purpose
and use, under a specific, limiting scope of work, and made under specific assumptions, disclaimers, limiting conditions, and
certifications. Using the opinions proffered herein for any other use or purpose is unwise, inappropriate, and prohibited unless
authorized by Federal. The Client agrees that
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c. Client will not refer to Federal by name or their services in any written materiais relating to the Asset, including without
limitation, any publicly filed documents without their prior written consent for each requested use or reference.
d. Neither all nor part of the contents of the Proposed Services, or copy thereof, shall be conveyed to the public through such
forms or methods such as, but not limited to, advertising, public relations, news, sales, or any other media without prior
written consent of Federal.
e. Neither Federal nor any professional organization of which Federal is a member or candidate shall be identified without
the prior written consent of Federal.
f. The Proposed Services may not be utilized in any present or proposed, public or private syndication or public offering of
any of the interests in the Subject unless prior written agreement has been obtained from Federal.
g. The Proposed Services are intended to be utilized as a whole and may not be used in parts.
30. Possession of the Proposed Services, or a copy thereof, does not give the holder the right of use or publication.
31. Disclosure of the contents of the Proposed Services by Federal is governed by the laws, by-laws, and regulations of state
appraisal regulatory bodies, the Appraisal institute, and the American Society of Appraisers. Federal is authorized by the
Client to disclose all or portions of the Proposed Services and the work files to authorized representatives of the state appraisal
regulatory bodies, the Appraisal Institute, or the American Society of Appraisers, if such disclosure is required to enable
Federal to comply with their respective laws, by-laws, and regulations now or hereafter in effect, or as may otherwise be
required to be disclosed by Court Order or governing laws, rules, and/or regulations.
32. Federal is not required to give testimony about the Proposed Services, or to provide other services to the Client concerning
the Subject, without agreement between the parties for compensation to Federai.
Study Analysis Type and Format Conditions
33. The Proposed Services shall be prepared in accordance with the requirements of USPAP of the Appraisal Foundation, the
Appraisal institute, and the American Society of Appraisers. Jurisdictional exceptions may apply. The Proposed Services
will comply with and be subject to the Appraisal Institute’s Code of Professional Ethics and Standards of Professional Practice
and with The American Society of Appraisers’ Principles of Appraisal Practice and Code of Ethics.
34, Federal has determined the scope of work for this study based on its discussions with the Client about their reported needs
and their reported purpose and intended use of the study. The scope of the siudy is limited to the work necessary to provide
for the Client's purpose and use of the study, and as such, this study is not recommended for any other use.
35. USPAP of the Appraisal Foundation prescribes 2 types of appraisal reports: “Appraisal Reports” and Restricted Appraisal
Reports. A Restricted Appraisal Report may be provided when the client is the only intended user, or when additional intended
users are identified by name and not by types or categories. Federal intends that the use of all its reports is limited to the
client and intended users. When reports are restricted, Federal need not provide as extensive reporting that may be found in
Appraisal Reports. The use of Restricted Appraisal Reports is limited to the client and the named intended user(s). Federal
warns that Restricted Appraisal Reports may not contain supporting rationale for all opinions and conclusions set forth in the
Restricted Appraisal Reports.
Limit of Liability
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38.
39.
40.
At.
shall not exceed two times the total fees collected by Federal for the portion of the Proposed Services giving rise to such
liability.
Any forecasts of income and expenses in the Proposed Services are not predictions of the future and are created for valuation
purposes. No representation is made that the model will coincide with actual future events. There will usually be differences
between the forecasts and actual results because events and circumstances frequently do not occur as expected, and those
differences may be material.
It is understood and agreed that each of the parties hereto is independent of the other and that neither party is, nor shall be
considered to be, an agent, distributor or representative of the other. Neither party shall act or represent itself, directly or by
implication, as an agent of the other or in any manner assume or create any obligation on behalf of, or in the name of, the
other. Client acknowledges that the full independence and authority of Federal will be maintained throughout this engagement
and that no assurances or guarantees of a value estimate or consulting recommendation have been made or are a condition
of this engagement.
In providing this service, Federal establishes and the Client understands and agrees that Federal assumes no responsibility
for or ownership of the risks and rewards of the Client's and user’s decisions based on, or results that are consequential to,
the use of the Proposed Services.
The Client will pay or reimburse Federal and its appraisers and personnel for all claims, liabilities, losses, costs, demands,
and reasonable expenses, such as reasonable legal fees and management and administrative costs, incurred by Federal,
relating to legal or governmental actions, instigated