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1964 PBA 17/18-35 RFP 3074_ CITY OF ANFO►RD nn FLORIDA Monday, September 24, 2018 TO: City Clerk/Mayor oO/ ISE: Property Registration Champions, LLC by Community Champions Corp., PBA 17/18-35 with the City of Lakeland Exhibit A RFP No. 3074 The item(s) noted below is/are attached and forwarded to your office for the following action(s): Development Order Final Plat (original mylars) Letter of Credit Maintenance Bond Ordinance Performance Bond Resolution Once completed, please: ® Return originals to Purchasing- Department ❑ Return copies ® Mayor's signature ❑ Recordin -1ending Safe keeping (Vault) Deputy City�ana eayment al ❑ City Manager Signature ® City Clerk Attest/Signature ❑ City Attorney/Signature Special Instructions: Please execute agreement this does not need CC approval this vendor M o,r4,9-b O rrd o-� From SharePoint Finance_Purchasing_Forms - 2018.doc Date Property Registration Champions, LLC (by: Community Champions Corporation) Piggyback Contract (PBA 17/18-35) The City of Sanford ("City") enters this "Piggyback" Contract with Property Registration Champions LLC, by its sole manager Community Champions Corporation (formerly with "Federal Property Registration Corp." its transferor), a Florida corporation (hereinafter referred to as the "Vendor"), whose address 2725 Center Place, Suite 201, Melbourne, Florida 32940, under the terms and conditions hereinafter provided. The City and the Vendor agree as follows: (1). The Purchasing Policy for the City of Sanford allows for "piggybacking" contracts. Pursuant to this procedure, the City is allowed to piggyback an existing government contract, and there is no need to obtain formal or informal quotations, proposals or bids. The parties agree that the Vendor has entered a contract with City of Lakeland, Florida, said contract being identified as "Agreement Between The City Of Lakeland And Federal Property Registration Corp." (as amended and assigned) in order for the Vendor to provide diverse property search functions to assist the City in its code enforcement, and related, projects, programs and activities (said original contract being referred to as the "original government contract"). (2). The original government contract documents are incorporated herein by reference and is attached as Exhibit "A" to this contract. All of the terms and conditions set out in the original government contract are fully binding on the parties and said terms and conditions are incorporated herein; provided, however, that the City will negotiate and enter work orders/purchase orders with the Vendor in accordance with City policies and procedures for particular goods and services and; provided, further, however, that the Vendor warrants and covenants with the City that 1 the contract with Federal Property Registration Corp. has been appropriately assigned and acted upon in an appropriate administrative manner. (3). Notwithstanding the requirement that the original government contract is fully binding on the parties, the parties have agreed to modify certain technical provisions of the original government contract as applied to this Contract between the Vendor and the City, as follows: N/A. (a). Time Period ("Term") of this Contract: (state N/A if this is not applicable). (b). Insurance Requirements of this Contract: (state N/A if this is not applicable). N/A. (c). Any other provisions of the original government contract that will be modified: (state N/A if this is not applicable). N/A. (d). Address change for the City: Notwithstanding the address and contact information for the government entity as set out in the original government contract, the Vendor agrees that he/she/it shall send notices, invoices and shall conduct all business with the City to the attention of City Manager, at: City of Sanford, 300 North Park Avenue; Sanford, Florida 32771. The City Manager's designated representative for this Contract is Darrel Presley, Director Community Improvement, City of Sanford, 300 North Park Avenue; Sanford, Florida 32771, telephone number (407) 688-5000 (Extension 5162) and whose e-mail address is Darrel.Presley@Sanfordfl.gov. (e). Address change for PRC: Danielle Kieselhorst, Director 2725 Center Place Melbourne, FL 32940 Telephone No: (321) 421-6639 Facsimile No. (321) 396-7776 2 (f). Notwithstanding anything in the original government contract to the contrary, the venue of any dispute will be in Seminole County, Florida. Litigation between the parties arising out of this Contract shall be in Seminole County, Florida in the Court of appropriate jurisdiction. The law of Florida shall control any dispute between the parties arising out of or related to this Contract, the performance thereof or any products or services delivered pursuant to such Contract. (g). Notwithstanding any other provision in the original government contract to the contrary, there shall be no arbitration with respect to any dispute between the parties arising out of this Contract. Dispute resolution shall be through voluntary and non-binding mediation, negotiation or litigation in the court of appropriate jurisdiction in Seminole County, Florida, with the parties bearing the costs of their own legal fees with respect to any dispute resolution, including litigation. (h). All the services to be provided or performed shall be in conformance with commonly accepted industry and professional codes and standards, standards of the City, and the laws of any Federal, State or local regulatory agency. (I). IF THE CONTRACTORIVENDOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S (VENDOR'S) DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (407) 688-5012, CYNTHIA PORTER, CITY CLERK, CITY OF SANFORD, CITY HALL, 300 NORTH PARK AVENUE, SANFORD, FLORIDA 32771, PORTERC@SAN FORDFL.GOV. 3 (II). In order to comply with Section 119.0701, Florida Statutes, public records laws, the Vendor must: (A). Keep and maintain public records that ordinarily and necessarily would be required by the City in order to perform the service. (B). Provide the public with access to public records on the same terms and conditions that the City would provide the records and at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law. (C). Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. (D). Meet all requirements for retaining public records and transfer, at no cost, to the City all public records in possession of the Vendor upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored electronically must be provided to the City in a format that is compatible with the information technology systems of the City. (111). If the Vendor does not comply with a public records request, the City shall enforce the contract provisions in accordance with this Agreement. (IV). Failure by the Vendor to grant such public access and comply with public records requests shall be grounds for immediate unilateral cancellation of this Agreement by the City. The Vendor shall promptly provide the City with a copy of any request to inspect or copy public records in possession of the Vendor and shall promptly provide the City with a copy of the Vendor's response to each such request. 11 (i). All other provisions in the original government contract are fully binding on the parties and will represent the agreement between the City and the Vendor. Entered this W4� ay of t r _, 2018. Attest: Anne Norris National Government Relations Liaison Attest: � I 6 ti MILO"'Luy-I M (I i RTI -110- G, W-hi-a-leerter City Clerk Approved as to form and legal suffici Tf'L.—Colbert City Att /5pi Ii /IF Property Registration Champions, LLC, a Florida limited liability company, By: Community Champions Corporation, a Florida corporation, its sole manager. By: Danielle Kieselhorst Director of dOp rations Date: -2, lte City Of Sanford By: --� Jeff Trip Date: t'Fj�' . S11 1 ! s [Attach original government contract] AMENDMENT NO. 1 TO THE AGREEMENT THIS AMENDMENT is made and entered into this c;?,54�kday of — 20 18 by and between the City of Lakeland, a Florida municipal corporation, (hereii fter "the City") and Community Champions Corporation, FDBA Federal Property Registration Corp., a Florida for-profit corporation (hereinafter "CCC"). WITNESSETH WHEREAS, the City and CCC entered into an Agreement effective on June 3, 2013, WHEREAS, Section 11 of the Agreement allows CCC to assign its interest with the consent of the City. NOW THEREFORE, the parties agree that the Agreement is amended as follows: 1. CCC has assigned its interest in the Agreement, in whole, to Property Registration Champions, LLC. CITY OF LWLAND, FL COMMUNITY CHAMPIONS CORPORATION 1-kk i By: *� By: Name, Titl David Mulber • , reside — l��tthor , C3V Mala - ATTEST: ATTEST: tie 4NATi I e 1;1�� . . ..... Qi'PROVED, AS TO FORM AND CORRECTNESS: Office of the City Attorney MOW, �'-C'CNP,SING October 6, 2017 Community Champions 6767 N. Wickham Rd., Suite 500 Melbourne, FL 32940 Attn: Mr. Scott Blasie RISK MANAGEMENT 8 PURCHASING 11.40 EAST PARKER STREET LAKELAND, PL 33809. The contract with the City of Lakeland for Foreclosure Registration Services, RFP No. 3074 expired on June 2, 2017. If you are willing to extend your contract's terms and conditions for fiscal year 2017- 18, as agreed upon in Request for Proposal No. 3074, dated March 1, 2013 and your Proposal dated March 18, 2013, please sign, fax (863) 834-6777 or email (tara.walhQJakelamiaov.net), to me within two (2) weeks of the date of this memorandum. If you have any questions or concerns, please call me at (863) 834-6780. Tara T. Walls, CPPB Senior Purchasing Agent Annual Contract For: Foreclosure Registration Services, RFP No: 3074, hated: March 1, 2013. FAYes, I am in agreement to renew our contract for one (1) additional year, ending on June 2, 2018. No, I am unable to renew our contract for one (1) additional year. (Signature and Title) rekete) r �' z(DAte) Approved by City of Lakeland: (Signature and Title) W—f (Date) RECEIVED JUN 07 2013 AGREEWNT BETWEEN THE CITY OF LAKELAND AND FEDERAL PROPERTY REGISTRATION CORP. City Clerk's Office This Agreement is made as of this 3rd day of June 2013 by and between Federal Property Registration Corp,, a Florida Corporation, with offices at 6767 N. Wickham Rd., Suite 500, Melbourne, FL 32940 ("FPRC-), and the City of Lakeland, a Florida municipal corporation organized and existing in accordance with the laws of the State of Florida, with an address at 228 South Massachusetts Avenue, Lakeland, Florida 33801 ("City"), WITNESSETH: • -W-M SAS;• beeaus"f-an overwhelming-nurnber of mortgage-foreclosures-orrresidendal-and• • --- commercial properties that are in violation of the City of Lakeland Code ofOrdinances, the care of neglected lawns and exterior maintenance of structures is becoming a health and welfare issue in the City of Lakeland; and, WHEREAS, in order to promptly and efficiently address the issues related to the maintenance of foreclosed residential and commercial properties; the City Commission adopted Ordinance 5352, "Registration of Real Property in Foreclosure" on December 3, 2012 (the "Ordinance); and _._ WHEREAS,_ pursuant to the, Ordinauce_theCity_desiros ta_enter. nto ihis__Agreeanent with FPRC in order to provide services authorized pursuant to Ordinance, to register real property in default (hereinafter "foreclosed property") so that the City on properly address violations of the City's property maintenance codes. WHEREAS, FPRC shall provide an electronic registration process to administer records and the collection of fees pursuant to the Ordinance for foreclosed properties in the City of Lakeland. NOW THEREFORE, in consideration of the mutual covenants contained herein, and for other valuable consideration received, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: • FPRC RESPONSIBILITIES. A. Commencing on July 1, 2013, the effective date of the Ordinance as amended pursuant to Ordinance 5368, FPRC shall proactively contact those mortgagees thatfile a public notice of default, lis pendens, foreclosure action, and or take title to real property via foreclosure or other any legal means, and will provide copies of the Ordinance, as well as information regarding the website for electronic registration as set forth herein. .B. FPRC shall provide the means for electronic registration of foreclosed properties within the City. FPRC agrees to provide a website for the registration of each foreclosed property to facilitate compliance with the Ordinance. The website will direct registrants to the City's website and further direct registrants, via a hyperlink, to www.VacantRegistry.com. The website at www.Vacantltegistr c m will enable mortgagees and/or responsible parties as further identified in the City's Ordinance to register property to comply with the requirements of said Ordinance. C. FPRC shall pay for all expenses related to registration of all foreclosed property, and all administrative costs and fees related thereto. D. FPRC shall investigate, report, or take corrective measures monthly to update property status of all foreclosed property electronically registered and in compliance with applicable City ordinances. E. FPRC shall charge.a. fee of One Hundred dollars ($100.00) per registration to register all mortgagees required to comply with Ordinance 5352 ("Registration Fee") or 50% of the Registration Fee set forth in an annual Resolution adopted by the City Commission, whichever is greater. FPRC shall remit 500/o of —_. -the-Registration-Fee-of-eaeh-collected-Roostration•Fee4o4he•City in eensidwation-of-the-servlces-..__..... _._ _. provided FPRC shall forward payment of the City's portion of the Registration Fee to the City's Finance Department no later than the 15th day of the following month during the term of this Agreement. F. FPRC shall meet all applicable City website link terms/conditions and all applicable City IT security, and anti-viral requirements. 2. INDEMNIFFICATION AND HOLD HARMLESS. A. For all services performed pursuant to this Agreement, FPRC shalt indemnify and hold harmless and defend the City , its officers, elected and appointed officials, agents, servants and employees from and against all claims, losses, damages, personal injuries, demand or cause of action of whatsoever kind or nature arising out of any error, omission, or negligent act of FPRC, its agents, servants, contractors or employees in.the performance of its obligations pursuant to this Agreement, for all costs, losses and expenses, including but not limited to, damages to persons or property, judgments, reasonable attorney's fees, paralegal expenses, and court costs at both the trial and appellate levels arising out of or in connection with the operations permitted under this Agreement. B. The parties recognize that various provisions of this Agreement, including but not necessarily limited to this Section, provide for indemnification by FPRC and requires a specific consideration be given therefore. The parties therefore agree that the sum of Ten Dollars and 00/100 ($10.00), receipt of which is hereby acknowledged, is the specific consideration for such indemnities, and the providing of such indemnities is deemed to be part of the specifications with respect to the services to be provided by FPRC. Furthermore, the parties understand and agree that the covenants andrepresentations relating to this indemnification provision shall serve the term of this Agreement and continue in full force and effect as to the party's responsibility to indemnify. FPRC will indemnify and hold City harmless for any negligent acts of FPRC or for any violation of any intellectual property laws, contracts or statutes. 3. TERM. The term of this Agreement shall be for a period of one (1) year commencing on June 3, 2013 C Effective Date") and will continue through June 2, 2014 unless otherwise terminated or canceled as provided herein. The parties may mutually agree to renew this Agreement for four (4) additional one (1) year term(s) through the execution of a written amendment to this Agreement signed by both parties. d. TERMINATION. This Agreement may be terminated by either Party with or without cause, immediately upon thirty (30) calendar days prior written notice. Upon termination by City, FPRC shall cease all work performed and forward to City any Registration Fees owed to the City in accordance with the provisions set forth heroin. 5. AGREEMENT DOCUMENTS, The following list of documents which are attached hereto as Exhibits to this Agreement shall be incorporated into this Agreement, as if fully set forth herein by reference: Exhibit "A" City Ordinance 5352, dated December 3,2012; and Mbit"B" City Ordinance 5368, dated March 18, 2023 6— ----INSU.RANCE-EPRCshall•providoand•maintain-in-force•atall-times••during-the Agreement with -- the City, such insurance, including Workers' Compensation and Employer's Liability Insurance, Comprehensive General Liability Insurance, Automobile Liability insurance and Errors and Omissions Insurance as will assure to City the protection contained in the foregoing indemnification undertaken by FPRC, A. Workers' Compensation Statutory limits with $100,000 Employers Liability. B. Commercial General Liability Insurance with limits of no less than $1,000,000. Bodily Injury —shall-includo operations and premises liability, products and completed operations, owners, and contractors protective liability and personal Injury liability. C. Business Auto Liability coverage is to include bodily injury and property damage arising out of operation, maintenance or use of any auto, including owned, non -owned and hired automobiles and employee non -ownership with limits -of not less than $1,000,000 per occurrence. D. Errors and Omisslons Insurance limits of liability provided by such policy shall W no less than $1,000,000 to assure City the indemnification specified herein, E. A Certificate of Insurance acceptable to the City shall be provided listing the above coverages and providing 30 days prior written notice to the City in the case of cancellation. The City shall be named as an additional insured and a certificate holder on the Commercial, General, Automobile, and Professional Liability Policies with a waiver of subrogation on the Workers' Compensation Employer's Liability Policy. A copy of the certificate shall be mailed to the City's Risk Management Department at the time FPRC executes this Agreement. 7. OWNERSHIP AND USE OF DOCUMENTS. All documents, records, and files produced by .FPRC in connection with the services rendered pursuant to this Agreement shall be the property of the City, and shall be provided to City upon request. FPRC shall be permitted to retain copies, including reproducible copies, of drawings and specifications for information, reference and use in connection with FPRC's endeavors. In the event of termination of this Agreement, any reports, records, documents, forms, and other data and documents prepared by FPRC whether finished or unfinished shall become the property of the City, and shall be delivered by FPRC to the City Manager within seven (7) days of termination of this Agreement by either party. Any compensation due to FPRC shall be withheld until all documents are received as provided herein, 8. AUDIT AND INSPECTION RIGHTS AND RETENTION OF RECORDS. A. City shall have the right to audit the books, records and accounts of FPRC that are related to this Agreement. FPRC shall keep such book, records, and accounts as may be necessary in order to record complete and correct entries related to this Agreement. FPRC shall preserve and make available, at reasonable times for examination and audit by the City, all financial records, supporting documents, statistical records, and any other documents pertinent to his Agroement for the required retention period of the Florida Public Records Act (Chapter 119, Florida Statutes), if applicable, or, if the Florida Public "Ifecoziis Adis ttot app 'cable;'%r a Minamum perio�of`three 3 years mer t rminat'ton of ti 's ' Agreement, unless FPRC is notified In writing by the City of the need to extend the retention period. Such retention of such records and documents shall be at FPRC's expense, If an audit has been initiated and audit findings have not been resolved at the end of the retention period or three (3) years, whichever is longer, the books, records, and accounts shall be retained until resolution ofthe audit findings. If the Florida Public Records Act is determined by the City to be applicable to FPRC's records, FPRC shall comply with all requirements thereof, however, no confidentiality or non -disclosure requirement of either federal or state law shall be violated by FPRC. Any incomplete or incorrect entry in such books, records, _ and accounts shall be a basis for City's disallowance and recovery of any payment upon such entry. _ Failure of FPRC to comply with the above audit and inspection rights and retention of records will constitute a material breach of this Agreement and may result, at the sole disoretion of the City, in the termination of this Agreement. B. ' In addition, FPRC shall respond to the reasonable inquiries of any successor companies and allow and successor oompanies to receive working papers relating to matters of continuing significance. In addition, FPRC shall provide a complete copy of all documents papers to the City, prior to any final payment, in accordance with this Agreement. 9. INDEPENDENT CONTRACTOR. This Agreement does not create an employee/employer relationship between the parties. It is the intent of the parties that FPRC is an independent contractor under this Agreement and not the City's employee for all purposes, including but not limited to, the application of the Fair Labor Standards Act nunimtim wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act; the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Workers Compensation Act, and the State unemployment insurance law. FPRC shall retain sole and absolute discretion In the judgment of the manner and means of carrying out FPRC's activities and responsibilities hereunder. FPRC agrees that it is a separate and independent enterprise from the City, that it has full opportunity to find other business, that it crake its own investment in its business, and that it will utilize a high level of skill necessary to perform the work. This Agreement shall not be construed as creating any joint employment relationship between FPRC and the City and the City will not be liable for any obligation incurred by FPRC, including but not limited to unpaid minimum wages and/or overtime premiums. 4 10. NOTICES. Whenever any party desires to give notice unto any other party, it must be given by written notice, sent by registered United States mail, with return receipt requested, hand delivery or facsimile transmission with receipt of delivery, addressed to the party for whom it is intended and the remaining party, at the places last specified, and the places for giving of notice shall remain such until they shall have been changed by written notice in compliance with the provisions of this section. Notice shall be deemed to have been given upon receipt, For the present, FPRC and the City designate the following as the respective places for giving of notice: CITY: FPRC: Attention: Brian Rewis 1104 Martin L. King Jr. Avenue Telephone No. (863) 834-6258 Facsimile No. (863) 834-6266 Thomas R. Darnell, Vice President 6767 N. Wickham Road, Suite 500 Melbourne, FL 32940 Telephone No. (321) 421-6639 Facsimile No. (321) 396-7776 11. ASSIGNMENT. This Agreement, or any interest herein, shall not be assigned, transferred or otherwise encumbered, under any circumstances, by FPRC without the prior written consent of City. For purposes of this Agreement, any change of ownership of FPRC shall constitute an assignment which requires City approval. However, this Agreement shall run to the City and its successors and assigns, 12. AMENDMENTS. It is further agreed that no modification, amendment or alteration in the terms or conditions contained herein shall be effective unless contained in a written document executed with the same formality and of equal dignity herewith. 13. BINDING AUTHORITY. Each person signing this Agreement on behalf of either party individually warrants that he or she has full legal power to execute this Agreement on behalf of the party for whom he or she is signing, and to bind and obligate such party with respect to all provisions contained in this Agreement, 14. LAWS AND ORDINANCES. FPRC shall observe atl laws and ordinances of the City, county, state, federal or other public agencies directly relating to the services being provided pursuant to this Agreement. 15. EQUAL EMPLOYMENT OPPORTUNITY. In the performance ofthis Agreement, FPRC shall not discriminate against any firm, employee or applicant for employment or any other firm or individual in providing services because of sex, age, race, color, religion, ancestry or national origin. 16 . WAIVBR. Any failure by City to require strict compliance with any provision of this Agreement shall not be construed as a waiver of such provision, and City may subsequently require strict compliance at any time, notwithstanding any prior failure to do so. 0. SEVERABILITY. If any provision of this Agreement or application thereof to any person or situation shall to any extent, be held invalid or unenforceable, the remainder of this Agreement, and the application of such provisions to persons or situations other than those as to which it shall have been held invalid or unenforceable shall not be affected thereby, and shall continue in full force and effect, and be enforced to the fullest extent permitted by law. 18. GOVERNING LAW. This Agreement shall be governed by the laws of the State of Florida. The Parties irrevocably consent to jurisdiction and venue of the Courts of Polk County, Florida or the United States Dist ibt Court in and for the Middle District of Floflda, Tampa Division in conndctlon with any action or proceeding arising out of or relating to this Agreement. 19. ATTORNEY'S FEES AND COSTS. In the event of a dispute arising out of this Agreement, the prevailing party shall be entitled to recover reasonable attorney's fees, paralegal expenses, and costs, including fees and costs incurred at all pretrial, trial and appellate levels. 20. ENTIRE AGREEMENT. This Agreement represents the entire and integrated agreement between the City and the FPRC and supersedes all prior negotiations, representations or agreements, either written IN WITNESS WHEREOF, the parties hereto have affixed their hands and seals the day and year first above written. CITY OF LAKELAND, �itia93 . +r ')ds, Mayor (Printed Name/Title) CORP. TEST: ` �'riJ'Y` :w e��' • ►' • (� ilii ' rally S. Koo ,City Clerk (Printed e/Tido) APPROVED AS TO FORM AND CORRECTNESS: Timothy J. McCausland City Attorney PROCHAMPS February 6, 2018 City of Sanford Finance Purchasing Division Attn: Marisol Ordonez 300 N. Park Avenue Sanford, FL 32771 VIA FEDERAL EXPRESS Tracking No.: 7714 1367 5773 Return Tracking No.: 7907 7560 4463 Re: Property Registration Champions, LLC (by: Community Champions Corporation) Piggyback Contract (PBA 1.7/18-35) Dear Ms. Ordonez: As requested by Darrel Presley, enclosed are two (2) partially executed originals of the referenced Piggyback Contract. Please have the documents signed where indicated and return one fully executed original to me in the enclosed return Federal Express envelope. Thank you for your assistance in this regard. Please do not hesitate to contact me if you should have any questions or require additional assistance. Sincerely, Anne Norris, National Government Relations Liaison /aen enclosures as stated Property Registration Champions, LLC 2725 Center Place Melbourne, FL 32940