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HomeMy WebLinkAboutResolution - 2006-R0171 - Contract - Internet Auctioneer Service - Online Auctioning - 04_13_2006Resolution No. 2006-RO171 April 13, 2006 Item No. 5.20 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock, a Contract for online auctioning, per RFP #06-001-MA, with Internet Auctioneer Service of Lubbock, Texas, and any associated documents. Said Contract is attached hereto and incorporated in this resolution as if fully set forth herein and shall be included in the minutes of the City Council. Passed by the City Council this 13th ATTEST: Rebe ca Garza City Secretary APPROVED AS TO CONTENT: kajA��-41 Alvarez, Interim 119rchasing Manager APPROVED AS TO FORM: Amy L. S' Assistant City Attorney gs/ccdocs/res-Contract-Internet Servs-RFP 06001MA 04.03.06 day of April , 2006. Resolution No. 2006-RO171 April 13, 2006 Item No. 5.20 STATE OF TEXAS COUNTY OF LUBBOCK INTERNET AUCTIONEER SERVICE CONTRACT This contract for Internet Auctioneer Service, effective as of April 13, 2006, is by and between the City of Lubbock, a municipal corporation, and Rene'Bates Auctioneers, Inc. WITNESSETH WHEREAS, the City requires a contractor to provide Internet Auctioneer Services for the city of Lubbock on an "as needed" basis; and WHEREAS, the Contractor is a qualified Internet Auction Firm; and WHEREAS, the City desires to contract with Contractor to furnish Internet auctioneer services; and NOW THEREFORE, for and in consideration of the terms, covenants and conditions set forth in this contract, the city and the Contractor hereby agree as follows: ARTICLE TERM The term of the Contract commences on the Effective Date and continues without interruption for a term of one year from and after the Effective Date. Upon mutual agreement between the City and the Contractor, the Contract may be extended annually for up to four additional one year terms under the same terms and conditions otherwise herein stated. ARTICLE II COMPENSATION Contractor shall be paid in accordance with Exhibit A, attached hereto. ARTICLE III TERMINATION A. General. City may terminate this contract, for any reason, upon Thirty (30) days notice to Contractor in accordance with Article XII of this Contract. B. Termination and remedies. In the event the Contract breaches any term and/or provision of this Contract the City shall be entitled to exercise any right or remedy available to it at law or equity, including without limitation, immediate termination of this Contract and assertion of action for damages and/or injunctive relief. The exercise of any right or remedy shall not 04/03/06,Q:Purchasing/Bid Documents/Marta/06-001-MA Internet Service Contract preclude the concurrent or subsequent exercise of any other right or remedy and all other rights and remedies shall be cumulative. ARTICLE IV REPRESENTATIONS AND WARRANTIES A Existence. Contractor is a corporation duly organized, validly existing, and in good the State of Texas. B. Corporate Power. Contractor has the corporate power to enter into and perform this Contract and all other activities contemplated hereby. C. Authorization. Execution, delivery, and performance of this Contract and the activities contemplated hereby have been duly and validly authorized by all the requisite corporate action on the part of the Contractor. This Contract constitutes legal, valid, and binding obligations of the Contractor and is enforceable in accordance with the terms thereof. D. Contractor. Contractor maintains a professional staff and employs, as needed, other qualified specialists experienced in internet auction services, and are familiar with all laws, rules, and regulations, both state and federal, including, without limitations and applicable laws, regarding the activities contemplated hereby. E. Performance. Contractor will and shall conduct all activities contemplated by this Contract in a good and workmanlike manner and comply with all laws, rules, and regulations, both state and federal, relating to internet auction services, as contemplated hereby. If any of the activities of the Contractor, or omissions of the activities required herein, shall be deemed that the Contractor did not perform said activities (or omitted the performance of said activated) in a good and workmanlike manner. ARTICLE V SCOPE OF WORK A. General. Contract shall provide internet auction services for the City of Lubbock. B. Time. The time and date of Internet auctions shall be determined by the City of Lubbock. C. Any or all abandoned, stolen or recovered property, including motor vehicles, held in custody by the City of Lubbock Police Department and either unclaimed or not reclaimed for a period of sixty (60) or more days, and also any other property or real property determined by the City's Purchasing Manager to be surplus property of the City, will be sold to the highest bidder. D. Neither the Auction Firm nor its employees may bid directly or indirectly on any item sold at the City's Auction. 04/03/06,Q:Purchasing//Bid Documents/Marta/06-001-MA Internet Service Contract 2 E. Contract's response to RFP 06-001-MA, Dated February 2, 2006, is incorporated by reference and made a part of this Contract. ARTICLE VI INSURANCE A. General. Contract shall procure and carry, at its sole cost and expense through the life of this Contract insurance protection hereinafter specified, in form and substance satisfactory to the City. City must approve all policies prior to the commencement of any activities whether performed by the Contract, subcontractor, agents, or third parties. The insurance carrier must be an insurance company authorized to transact business in the State of Texas and have a Best's Financial rating of A:VII or better. A Certificate of Insurance specifying each and all coverage shall be submitted to City prior to the execution of this Contract. All insurance shall be prepared and executed by the insurance company or its authorized agents and shall contain an endorsement naming the City of Lubbock as primary additional insured. Written notice of cancellation or any material change will be provided ten (10) days in advance of cancellation or change. B. Required Coverage. Contract shall obtain and maintain a policy of insurance throughout the contract term in the limit specified below. Dishonesty bond — limited of at least $500,000 C. Subcontractors. The Contract shall require each subcontractor with whom it contracts to provide activities as contemplated by this Contract, to obtain proof of insurance coverages set forth herein, and to provide to Contractor, prior to such person performing any such activities, a Certificate of Insurance establishing such coverage. ARTICLE VII INDEMNITY Contractor shall indemnify, defend, keep and save harmless the City, its agents, officials and employees, against all injuries, deaths, loss, damages, claims, patent claims, suits, liabilities, judgments, costs and expenses, which may in anywise arise or accrue against the City in consequence of the granting of this Contract or which may anywise result therefrom, whether or not it shall be alleged or determined that the act was caused through negligence or omission of the Contractor or its employees, or of the subcontractor or assignee or its employees, if any, and the Contractor shall, at his own expense, appear, defend and pay all charges of attorneys and all cost and other expenses arising therefrom or incurred in connection therewith, and, if any judgment shall be rendered against the City in any such action, the Contractor shall, at its own expenses, satisfy discharge the same. Contractor expressly understands and agrees that any bond required by this Contract, or otherwise provided by Contractor, shall in no way limit the responsibility to indemnify keep and save harmless and defend the City as herein provided. 04/03/06,Q:Purchasing/Bid Documents[Marta/06-001-MA Internet Service Contract 3 ARTICLE VIII INDEPENDENT CONTRACTOR STATUS Contractor and City agree that Contractor shall perform the duties under this Contract as an independent contractor. The Contractor has the sole discretion to determine the manner in which the services are to be performed. ARTICLE IX EMPLOYMENT OF AGENTS Contractor may employ or retain agents, consultants, contractors, or third parties, to perform certain duties of Contractor under this Contract provided that Contractor is in no event relieved of any obligation under this Contract. Any such agent, contractors, or third parties retained and/or employed by and Contractor and naming said third parties as additional insured, insurance as described in Article VI Insurance of this Contract. ARTICLE X COMPLIANCE WITH APPLICABLE LAWS Contractor shall comply with all applicable federal, state and local laws, statues, ordinances, rules and regulations relating, in any way, manner or form, to the activities under this Contract, and any amendments thereto. ARTICLE XI CONFIDENTIALITY Contractor shall retain all information received from or concerning the City and the City's business in strictest confidence and shall not reveal such information to third parties without prior written consent of the City, unless otherwise required by law. ARTICLE XII NOTICE A. General. Whenever notice from Contractor to City or City to Contractor is required or permitted by this Contract and no other method of notice is provided, such notice shall given by (1) actual delivery of the written notice to the other party by hand, (2) facsimile, or other reasonable means (in which case such notice shall be effective upon delivery), or (3) by depositing the written notice in the United States mail, properly addressed to the other party at the address provided in this article, registered or certified mail, return receipt requested, in which case such notice shall be effective in the third business day after such notice is so deposited. 04/03/06,Q;Purchasing/Bid Documents/Marta/06-001-MA Internet Service Contract 4 B. Contractor's Address. Contractor's address and numbers for the purpose notice are: Attn: Sheryl Bates Rene' Bates Auctioneers, Inc 4660 County Road 1006 McKinney, Texas 75070 Telephone: (972)548-9636 Facsimile: (972)542-5495 E-mail: sheryl@renebates.com C. City's Address. The City's address and numbers for the purposes of notice are: Attn: Marta Alvarez, Interim Purchasing Manager City of Lubbock P.O. Box 2000 Lubbock, Texas 79457 Telephone: (806)775-2572 Facsimile: (806)775-2164 D. Change of Address. Either party may change its address or numbers for purposes of notice by giving written notice to the other party, referring specifically to this Contract and setting forth such new address or numbers. The address and numbers shall become effective on the 151h day after such notice is effective. ARTICLE XIII MISCELLANEOUS A. Captions. The captions for the articles and sections in this Contract are inserted in this Contract strictly for the parties' convenience in identifying the provisions to this Contract and shall not be given any effect in construing this Contract. B. Audit. Contractor shall provide access to its corporate books and records to the City. The City may audit, at its expense and during normal business hours, Contractor's books and records with respect to this Contract between the Contractor and City. C. Records. Contractor shall maintain records that are necessary to Substantiate and services provided by the Contractor. D. Assignability. This Agreement may not be assigned by either party without the written consent of the other party. E. Successor and Assigns. This Contract binds and inures to the benefit of the City, Contractor, and their respective successors, legal representatives, and assigns. 04/03/06,Q:Purchasing/Bid Documents/Marta/06-001-MA Internet Service Contract 5 F. Construction and Venue. THIS CONTRACT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS. THE PARITES HERETO HEREBY IRREVOCABLY CONSENT TO THE EXCLUSIVE JURISDICTION AND VENUE OF THE COURTS OF THE STATE OF TEXAS, COUNTY OF LUBBOCK, FOR THE PURPOSES OF ALL LEGAL PROCEEDINGS ARISING OUT OF OR RELATING TO THIS CONTRACT OR THE ACTIONS THAT ARE CONTEMPLATED HEREBY. G. Severability. If any provision of this Contract is ever held to be invalid or ineffective by any court of competent jurisdiction with respect to any person or circumstances, the remainder of this Contract and the application of such provision to persons and/or circumstances other than those with respect to which it Is held invalid or ineffective shall not be effected thereby. H. Amendment. No amendment, modification, or alteration of the terms of this Contract shall be binding unless such amendment modification or alteration is in writing, dated subsequent to this Contract, and duly executed by the Contractor and City. I. Entire Agreement. This Contract, including Exhibit A hereto, contains the Entire Contract between the City and Contractor, and there are no other written or oral promises, conditions, warranties, or representations relating to or affecting the matters contemplated herein. EXECUTED as of the Effective Date Hereof. RENE' BATES AUCTIONEERS, INC. Michelle Bates, Vice President ATTEST: /'Q 0014 -^ � -3 - ebe ca Garza, City Secretary APPROVED AS TO CONTENT: �", aLtl'1111 Alvarez, InVim Purchasing Manager APPROVED AS TO •• 04/03/06,Q:Purchasing/Bid DocumentstMarta/06-001-MA Internet Service Contract Resolution No. 2006-RO171 EXHIBIT A COMPENSTATION A. Online auctions, all items. A sum equivalent to five percent of total gross sales collected, excluding sales tax. B. All Other Property. A sum equivalent to five percent of all gross auction proceeds. There will be no other fees charged to the City of Lubbock. C. Payment. Contract will collect all monies for the City of Lubbock and remit all funds collected less sales tax collected and commission, no later than fifteen (15) days after the end of each auction. 04/03/06,Q:Purchasing/Bid Documents/Marta/06-001-MA Internet Service Contract 7