Loading...
HomeMy WebLinkAboutResolution - 2001-R0097 - Contract For Auction Services With Rene Bates Auctioneers, Inc. - 03/22/2001Resolution No. 2001-R0097 March 22, 2001 Item No. 29 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 auction services, by and between the City of Lubbock and Rene' Bates Auctioneers, Inc. of McKinney, Texas and MRB Online Auction Group, L.C. of McKinney, Texas, and related 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 22nd day of March , 2001. WINDY ,V - ATTEST: Qz�-- C4 Rebecca Garza, City Secreta APPROVED AS TO CONTENT: Zoe Victor Kilman, Purchasi g anager APPROVED AS TO FORM: William de Haas Contract Manager/Attorney gs:ccdocs/Auction Serv.res March 9, 2001 Resolution No. 2001-80097 March 22, 2001 Item No. 29 STATE OF TEXAS § COUNTY OF LUBBOCK § AUCTIONEER SERVICE CONTRACT This contract, (the "Contract"), effective as of April 1, 2001, (the "Effective Date"), is by and between the City of Lubbock, (the "City"), a municipal corporation, and Rene` Bates Auctioneers, Inc. and MRB Online Auction Group, L.C., (the "Contractor"). WITNESSETH WHEREAS, the City requires a contractor to provide auctioneer services for the City of Lubbock on an "as needed" basis; and WHEREAS, the Contractor is a qualified full-service auction firm; and WHEREAS, the City desires to contract with Contractor to furnish 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 I TERM The term of this Contract commences on the Effective Date and continues without interruption for a term of one (1) 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 (4) additional one (1) 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 Auctioneer Service Contract, City of Lubbock & Rene' Bates Auctioneers, Inc. and MRB Online Auction Group, L.C. Page 1 of 9 of this Contract. B. Termination and Remedies. In the event the Contractor 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 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 standing under the laws of the State of Texas and is qualified to carry on its business in 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 auction services, and are familiar with all laws, rules, and regulations, both state and federal, including, without limitation the 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 auction services, as contemplated hereby. If any of the activities of the Contractor, or omissions of the activities required herein, shall cause, in whole or in part, liability or loss on the party of the City, it shall be deemed that the Contractor did not perform said activities (or omitted the performance of said activities) in a good and workmanlike manner. ARTICLE V SCOPE OF WORK Auctioneer Service Contract, City of Lubbock & Rene' Bates Auctioneers, Inc, and MRB Online Auction Group, L.C. Page 2 of 9 A. General. Contractor shall provide full-service auction services at public auctions for the City of Lubbock. B. Locations. Auctions will be conducted either at a location designated by the City or on-line via the Internet. C. Time. The time and date of on site live auctions shall be mutually agreed upon by both parties. The time and date of Internet on-line auctions shall be determined by the Contractor. D. 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 or all 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. E. Buyers Guides supplied by the Contractor shall be placed on each vehicle by the City as required by Federal Law. TNRCC required statements supplied by the Contractor shall be placed on each vehicle. F. Neither the Auction Company nor its employees may bid directly or indirectly on any item sold at the City's auction. G. The Contractor shall provide, at their own expense, sufficient staff to register bidders and qualify their methods of payment, to provide cashiers to take the money from bidders and reconcile funds at the conclusion of the auction, and advertising and marketing of the City's auctions. H. Contractor's response to RFP #264-00/VK, dated November 10, 2000, is incorporated by reference and made a part of this Contract. ARTICLE VI INSURANCE A. General. Contractor 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 Contractor, 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 it's authorized agents and shall contain an Auctioneer Service Contract, City of Lubbock & Rene' Bates Auctioneers, Inc. and MRB Online Auction Group, L.C. Page 3 of 9 endorsement naming the City of Lubbock an additional insured. Written notice of cancellation or any material change will be provided ten (10) days in advance of cancellation or change. All insurance, other than Workers' Compensation, shall provide a waiver of subrogation for general liability to the extent the City of Lubbock is named as an additional insured and indemnified pursuant to this Agreement, and shall contain cross liability and severability coverage. B. Required Coverage. Contractor shall obtain and maintain policies of insurance throughout the Contract term in limits specified below. 1. Workers' Compensation. The Contractor shall maintain Workers' Compensation and Employer's Liability insurance coverage as required by statute or coverage approved by the City Risk Management Coordinator. 2. Commercial General Liability. The Contractor shall maintain Commercial General Liability coverage endorsed to include premises/operations, contractual liability, independent contractors' and completed operations. The policy shall have a minimum of Two Hundred Fifty Thousand and no/100 Dollars ($250,000) combined single limit in the aggregate and per occurrence. 3. Commercial Automobile Liability. The Contractor shall maintain Commercial Automobile Liability coverage with a minimum of One Hundred Thousand and no/100 Dollars ($100,000) combined single for Bodily Injury and Property Damage and shall include any auto or in the alternative, owned autos, non -owned autos and hired autos. C. Subcontractors. The Contractor shall require each subcontractor with whom it contracts to provide activities as contemplated by this Contract, to obtain proof of insurance coverage as 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, Auctioneer Service Contract, City of Lubbock & Rene' Bates Auctioneers, Inc. and MRB Online Auction Group, L.C. Page 4 of 9 No Text if any, and the Contractor shall, at his own expense, appear, defend and pay all charges of attorneys and all costs 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. 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 agents, contractors, or third parties retained and/or employed by Contractor shall be required to carry, for the protection and benefit of the City 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, statutes, 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 Auctioneer Service Contract, City of Lubbock & Rene' Bates Auctioneers, Inc. and MRB Online Auction Group, L.C. Page 5 of 9 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 be 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 on the third business day after such notice is so deposited. B. Contractor's Address. Contractor's address and numbers for the purpose of notice are: Attn: Susan Bates Rene' Bates Auctioneers, Inc 4660 County Road 1006 McKinney, Texas 75070 Telephone: (972)548-9636 Facsimile: (972)542-5495 E-mail: rbai@renebates.com Attn: Michelle Bates MRB Online Auction Group, L.C. 4660 County Road 1006, Suite 100 McKinney, Texas 75070 Telephone: (972)542-2089 Facsimile: (972)542-5495 E-mail: mrbonlineag@juno.com C. City's Address. The City's address and numbers for the purposes of notice are: Attn: Victor Kilman, Purchasing Manager City of Lubbock P.O. Box 2000 Lubbock, TX 79457 Telephone: (806)775-2165 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 Auctioneer Service Contract, City of Lubbock & Rene' Bates Auctioneers, Inc. and MRB Online Auction Group, L.C. Page 6 of 9 such new address or numbers. The address or numbers shall become effective on the 15th 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 the 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. F. Construction and Venue. THIS CONTRACT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS. THE PARTIES 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 affected 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. Auctioneer Service Contract, City of Lubbock & Rene' Bates Auctioneers, Inc. and MRB Online Auction Group, L.C. Page 7 of 9 EXECUTED as of the Effective Date hereof. CITY OF LUBBOCK RENE' BATES AUCTIONEERS, INC. WIND*SON, MAYOR SUSAN BATES, PRESIDENT ATTEST: MRB ONLINE AUCTION GROUP, L.C. Rebecca Garza, City Secreta MICHELLE BATES, PRESIDEW APPROVED AS TO CONTENT: Victor Kilman, P chasing Manager APPROVED AS TO FORM: ,". WL- 4 /", William de Haas Competition and Contracts Manager Auctioneer Service Contract, City of Lubbock & Rene' Bates Auctioneers, Inc. and MRB Online Auction Group, L.C. Page 8 of 9 Resolution No. 2001-R0097 EXHIBIT A COMPENSATION A. On site auctions, all items. A sum equivalent to Five Percent (5%) of total gross sales collected, excluding sales tax. The commission shall include the costs of the Contractor's advertising. B. Internet based online auctions, rolling stock and non -rolling stock. A sum equivalent to Five Percent (5%) of total gross sales collected, excluding sales tax. The commission shall include the costs of the Contractor's advertising. C. All Other Property. A sum equivalent to Five Percent (5%) of all gross auction proceeds. D. Grazing Rights. Flat fee of One Thousand Seven Hundred and no/100 Dollars ($1,700) per sale. The auctioneer shall be one of the officers of the Contractor, either Susan Bates or Rene' Bates. This flat fee shall include all transportation, meal and lodging costs, public address equipment as necessary, and any incidental supplies the Contractor may need. An advertising budget of $300 per auction shall be used for regional or special market advertisements. This budget amount shall be directly reimbursable to the Contractor and the Contractor shall provide tear sheets and invoices to substantiate the expenditures. E. Real Estate. Commission rate equivalent to Five Percent (5%) of gross sales. Rene' Bates, licensed in the sale of Real Estate, shall conduct all real estate auctions on behalf of the City. This commission rate shall cover all transportation costs, meals and lodging, public address equipment as necessary, and any supplies the Contractor may need. The Contractor shall place supplemental advertising for the properties as the nature and value of the real properties warrant. For appropriate properties as determined by the Contractor, the Contractor shall host an on-site preview period prior to the auction and shall have information sheets available for interested parties at the preview. The commission shall include the costs of the Contractor's advertising and the preview periods. F. Billing. No later than fifteen (15) days after the end of each auction, Contractor shall submit to City an invoice for amounts due. City shall pay the invoiced amount within thirty (30) days after the invoice date. Auctioneer Service Contract, City of Lubbock & Rene' Bates Auctioneers, Inc. and MRB Online Auction Group, L.C. Page 9 of 9