HomeMy WebLinkAbout2010-202 ' a n
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AGREEMENT FOR AUCTION SERVICES 10 14 r :L o
THIS AGREEMENT is entered into as of the 7th day of eptember
Indian River County, a political subdivision of the State of Florida, having its prinOcipalbadd edssat 800
27 ` x' Street , Vero Beach , Florida 32960 (" County")
corporation , having its principal address at 4285 SaWdMartin HighwaKarlin Daniel y, Palm City, Florida
314990
("Auctioneer") . p
WHEREAS ; County has issued Request for Proposal #2010050 ("RFP ") for auction services , and
Auctioneer, a duly licensed auctioneer under Chapter 468 , Part VI, Florida Statutes, has submitted a
response to the RFP , and
WHEREAS , County has accepted Auctioneer ' s response to the RFP , and the parties now desire to
enter into this written agreement setting forth the tennis and conditions under which Auctioneer will
provide auction services to County.
NOW, THEREFORE , in consideration of the mutual undertakings set forth herein , and other good
and valuable consideration , the parties hereby agree, as follows :
1 . Recitals . The above recitals are true and correct , and are incorporated herein .
2 . Scope of Work . When requested in writing from time to time by County, Auctioneer shall
provide auction services as defined in and in accordance with Chapter 468 , Part VI, Florida
Statutes . Specifically, Auctioneer shall ( i) provide all staff (licensed as necessary) and
equipment to organize, coordinate and conduct one or more auctions of personal property or
real property owned by County, (ii) provide advertising for each auction , including notifying
individuals and companies on Auctioneer ' s maintained bidders lists, printing and distributing
brochures , and advertising in trade journals , newspapers and other such publications , (iii) use
best efforts to obtain the best possible price for all auction items, (iv) provide law
enforcement personnel to direct traffic , (v) provide refreshment services for bidders , (vi)
provide set up , tear down , and clean up services , (vii) provide an accounting and report of
each auction, including a lists of registered bidders , lot items , successful bidders and other
relevant information , and remit sale proceeds to County within 10 business days of each
auction , and (viii) provide all other usual and customary services for each auction . All such
services shall be provided in a competent and professional manner, consistent with the
standards of licensed , competent and professional auctioneers in the state of Florida, and shall
comply with all applicable laws , including, without limitation , all requirements of Chapter
468 , Part VI, Florida Statutes .
3 . County ' s Responsibilities . County shall ( i ) provide at least 60 days written notice of each
requested auction , (ii ) provide at least 30 days written notice of the items to be auctioned , (iii)
provide a suitable location for each auction , with adequate restroom facilities , (iv) prepare ,
publish and pay for any required legal notices , and (v) provide certificates of title for all titled
personal property sold in each auction .
4 . Reserve Auctions . Notwithstanding any other provision to the contrary, in the event of a
reserve auction (i ) County and Auctioneer shall agree on an advertising budget, ( ii ) County
shall initially pay advertising expenses in accordance with the agreed budget, (iii) if a bid is
not received in excess of the reserve , and therefore the auction does not result in a sale,
County shall bear the final burden of such advertising expenses without reimbursement or
contribution from Auctioneer, and (iv) if a bid is received in excess of the reserve, and
therefore the auction does result in a sale , Auctioneer shall reimburse County for such
advertising expenses out of Auctioneer ' s compensation .
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5 . Auctioneer ' s Compensation . For the services set forth herein County agrees that Auctioneer
shall receive a 10 % buyer ' s premium . Specifically, bidders shall be informed that the terms
of each auction sale shall include payment by the successful bidder of a premium of 10 % of
the amount of the successful bid , in addition to the amount of the bid itself. Such additional
10 % premium shall be known as the buyer ' s premium , and shall be paid to Auctioneer as
compensation for services set forth herein .
6 . Terms of Sale . All sales shall be made on an "as is — where is " basis , without express
or
implied warranties . Buyers shall make payment in full , including payment of the buyer ' s
premium , and shall remove all purchased items ( unless other arrangements acceptable to
County are made) , all on the day of the auction .
7 . Auctioneer ' s Licenses and Certificates . Auctioneer represents that it has at the time of
execution of this agreement, and will have at all times during the tern of this agreement, all
professional and business licenses and certificates required for the performance of auction
services in the state of Florida .
8 . Insurance . Auctioneer shall procure, pay for, and maintain at least the following insurance
coverages and limits . Said insurance shall be evidenced by delivery to the County of (i)
certificates of insurance executed by the insurers listing coverages and limits , expiration
dates , terms of policies and all endorsements , whether or not required by the County, and
listing all carriers issuing said policies ; and (ii) upon request, a certified copy of eachpolicy,
including all endorsements . The following insurance requirements shall remain in effect
throughout the tern of this agreement .
a . Workers ' Compensation in at least the limits as required by law , and Employers '
Liability Insurance of not less than $ 1. 00 , 000 . 00 for each accident .
b . Commercial General Liability Insurance including, but not limited to , Independent
Contractor, Contractual , Premises/Operations , Products/Completed Operation and
Personal Injury covering liability assumed under the indemnification provisions of this
agreement, with limits of liability for personal injury and /or bodily injury, including
death , of not less than $ 1 , 000, 000 . 00 , each occurrence ; and property damage of not less
than $ 1 , 000, 000 . 00 , each occurrence . (combined single Limits of not less than
$ 1 , 000 , 000 . 00 , each occurrence , will be acceptable unless otherwise stated) . Coverage
shall be on an "occurrence" basis , and the policy shall include Broad Form Property
Damage coverage and Fire Legal Lability of not less than $ 50 , 000 . 00 per occurrence,
c . Commercial Automobile and Truck liability covering owned, hired , and non- owned
vehicles with combined single limits of not less than $ 1 , 000 , 000 . 00 , each occurrence .
Coverage shall be on an "occurrence" basis , such insurance to include coverage for
loading and unloading hazards .
d . Professional Liability Insurance (including Errors and Omissions) with minimum limits
of $ 500 , 000 . 00 per occurrence, if occurrence form is available ; or claims made form
with "tail coverage " extending three (3 ) years beyond completion and acceptance of the
project with proof of "tail coverage " to be submitted to County. In lieu of "tail
coverage, " Auctioneer may submit annually to County a current Certificate of Insurance
proving claims made insurance remains in force throughout the same three (3) year
period .
e . Each policy shall require that thirty (30) days prior to expiration , cancellation,
nonrenewal , or any material change in coverage or limits , a notice thereof shall be given
to County by certified mail to : Indian River County, Purchasing Division, 1800 27 `x'
Street, Vero Beach, FL 32960 . Auctioneer shall also notify County, in a like manner,
within twenty- four (24) hours after receipt , of any notices of expiration, cancellation,
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nonrenewal , or material change in coverage received by Auctioneer from its insurer;
and nothing contained herein shall absolve contractor of this requirement to provide
notice .
f. Companies issuing the insurance policy, or policies , shall have no recourse against
County for payment of premiums or assessments for any deductibles which all are at the
sole responsibility and risk of contractor.
g . The term "County" shall include all authorities , boards , bureaus , commissions ,
divisions, departments , and off ces of County and individual members , commissioners ,
employees thereof in their official capacities , while acting on behalf of Indian River
County.
h . Indian River County Board of County Commissioners shall be endorsed to the required
Policy or policies as an additional named insured .
i . The policy clause "Other Insurance " shall not apply to any insurance coverage currently
held by County, to any such future coverage, or to County ' s self
whtever nature . Insured retention of
9 . Indemnification . Auctioneer shall indemnify, defend and hold harmless County and its
commissioners, officers , agents and employees from and against all liabilities , claims ,
damages, losses , and expenses , including reasonable attorney ' s fees , arising out of or relating
to perfornnance of the work by Auctioneer, provided that any such liability, claim , damage ,
loss or expense is caused in whole or in part by any negligent, reckless or intentional act or
omission of, or breach of this agreement by, Auctioneer or anyone for whose acts or
omissions Auctioneer may be legally liable . In any claims against County or any of its
commissioners , officers , agents or employees , by an employee of Auctioneer or anyone for
whose acts or omissions Auctioneer may be legally liable, the indemnification obligation set
forth in this paragraph shall not be limited in any way by the amount or type of damages ,
compensation or benefits payable by Auctioneer under Workers ' Compensation Acts ,
disability benefit acts , or other employee benefit acts .
10 . Contract Documents . The contract documents shall consist of this agreement and all
documents comprising the RFP .
11 . County ' s Right of Inspection . At any time during the term of this agreement, and for a
reasonable period of time thereafter, County shall have the right to inspect any of
Auctioneer ' s books and records relating to an auction held pursuant to this agreement .
12 . Public Records . Auctioneer acknowledges ' that any records made or received by County in
connection with this agreement or any auction held hereunder, are subject to the Public
Records Act, Chapter 119 , Florida Statutes .
13 . " Piggybacking . " With County ' s written approval , and to the extent permitted by law , any
other governmental entity may "piggyback" off this agreement and participate in any auction
field by County.
14 . Form of Notice . Any notice hereunder shall be in writing and delivered by (i) certified mail ,
return receipt requ-ested, (ii) overnight or priority mail , in a fonn providing proof of receipt,
or (iii ) hand delivery, with written acknowledgement of receipt by the recipient , all to the
address for such party set forth above .
15 . Interpretation . This Agreement has been submitted to the equal review and scrutiny of both
parties , and both parties agree that it fairly and accurately sets forth the terms their agreement .
In any dispute between the parties , the Agreement shall be given a fair and reasonable
interpretation , without consideration or weight being given to the fact that it was initially
prepared or drafted by any particular party.
16 . Severability . Each provision of this Agreement is deemed to be separate and divisible . If any
Provision shall be held invalid , the remaining provisions shall remain in full force and effect .
17 . Governing Law . This Agreement shall be governed by and interpreted in accordance with the
laws of the State of Florida.
I S . Jurisdiction and Venue . Exclusive jurisdiction for any proceedings arising out of or relating
to this Agreement shall be in the county or circuit court of the State of Florida. Venue shall
be in Indian River County, Florida .
19 . Attorney ' s Fees , etc . In any legal proceedings arising out of or relating in any way to this
agreement, the prevailing party shall recover from the non -prevailing part all fees, costs and
expenses, including, without limitation , reasonable attorney ' s fees at all trial , appellate and
collection levels .
20 . Waiver of Jury Trial . EACH PARTY HEREBY KNOWINGLY AND INTENTIONALLY
WAIVES TRIAL BY JURY OF ANY ISSUE ARISING OUT OF OR RELATING IN ANY
WAY TO THIS AGREEMENT . ALL SUCH ISSUES SHALL BE RESOLVED BY NON -
JURY TRIAL .
21 . Amendment . This Agreement may be amended or modified only by subsequent written
agreement signed by all parties and, with respect to County, approved by County ' s Board of
County Commissioners .
22 . Term/Termination . This agreement shall be for an initial one year term . Thereafter, the
agreement may be renewed for up to five successi
renewal agreeve one year renewal terms , by subsequent
agreements) signed by both parties . Either party may terminate this agreement at
any tmle upon thirty days written notice .
23 . Auctioneer ' s Representation . Auctioneer represents and warrants that all statements and
information set forth in Auctioneer ' s response and other submittals to the RFP were at the
time of submittal , and are as of the date of this agreement, true and correct.
24 . Assignment . Neither party may assign this agreement without the written approval of the
other, which approval may be withheld at the sole judgment and discretion of the other party,
IN WITNESS WIIEREOF the parties hereto have executed this Agreement as of the date first written
above .
INDIAN RIVER
/vCOUNTY KARLIN DANIEL & ASSOCIATES , INC.
By : `
MISSOp, By :
Chairman Board of Court Col �. s°ione ° ° ° ° •.9�;., Its06 ,t —
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Date approved by BCC : 09 - 07 �° J. ° ° °
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BY
- M AUL4 We y Cler1.
Approved ,
1 a
JOLUI 'ItY diiiinistrdtor
Approved as to form and legal sufficiency.
COL111ty Attorn y