HomeMy WebLinkAbout20243054.tiffRESOLUTION
RE: APPROVE AGREEMENT FOR SERVICES FOR INTERNET -BASED ELECTRONIC
PROCESSING OF BID INFORMATION RELATED TO AUCTION SALES CERTIFICATE
OF OPTION FOR TREASURER'S DEED AND AUTHORIZE CHAIR AND
TREASURER'S OFFICE TO SIGN - REALAUCTION.COM, LLC
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, the Board has been presented with an Agreement for Services for
Internet -Based Electronic Processing of Bid Information Related to the Auction Sales of a
Certificate of Option for a Treasurer's Deed between the County of Weld, State of Colorado, by
and through the Board of County Commissioners of Weld County, on behalf of the Treasurer's
Office, and Realauction.com, LLC, commencing July 8, 2024, and ending July 7, 2027, with
further terms and conditions being as stated in said agreement, and
WHEREAS, after review, the Board deems it advisable to approve said agreement, a copy
of which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of
Weld County, Colorado, that the Agreement for Services for Internet -Based Electronic Processing
of Bid Information Related to the Auction Sales of a Certificate of Option for a Treasurer's Deed
between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the Treasurer's Office, and Realauction.com, LLC,
be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair and Brigitte Grimm, Treasurer
and Public Trustee, be, and hereby are, authorized to sign said agreement.
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 18th day of November, A.D., 2024, nunc pro tunc July 8, 2024.
BOARD OF COUNTY COMMISSIONERS
WELD COUNT
ATTEST: CA:4
Weld County Clerk to the Board
BY: • �G,
Deputy Clerk to the Board
oss, Chair
terry L. B �' , Pro-Tem
Mike Freeman
APP' e" D AS T►� �' /�_ 1��I! �► /
ounty Att: ney
Date of signature: III' 'I
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2024-3054
TR0031
BOARD OF COUNTY COMMISSIONERS
PASS -AROUND REVIEW
PASS -AROUND TITLE: REQUEST TO ADD SERVICES TO ONLINE AUCTION
DEPARTMENT: TREASURER DATE: 08/07/2024
PERSON REQUESTING: BRIGITTE GRIMM
Brief description of the problem/issue:
Following the May 25th, 2023, US Supreme court ruling regarding the "Takings" Clause of the Constitution
(Tyler vs Hennepin), the Colorado Legislature passed House Bill 24-1056 to update the current Colorado's
Treasurer's Deed process.
Much like the process for auctioning foreclosure properties, Treasurers are now required to auction any
property with the submission of a Treasurer's deed application. This requires us to add the new "deed
auction" process to the existing services we offer for online tax lien auctions.
What options exist for the Board?
1. APPROVE request allowing for the added service to our existing vendor.
2. DECLINE request thus not allowing for the added service to our existing vendor.
Consequences:
1. Approval means we can immediately start implementing the new guidelines outlined in HB24-1056 by adding another function to
our existing service with our online auction vendor.
2. Decline means we must manually create a new process to hold a physical (on site) auction.
Impacts:
Costs (Current Fiscal Year / Ongoing or Subsequent Fiscal Years):
No fiscal impact to Weld County.
As with all current auctions, all fees are covered by the investor requesting deed to the property.
Recommendation:
Our recommendation is to add the new required services to the vendor that currently processes Weld County's tax lien sale.
Support Recommendation Schedule
Place on BOCC Agenda Work Session Other/Comments:
Perry L. Buck, Pro-Tem icX3
Mike Freeman `
Scott K. James .[
Kevin D. Ross , Chair
Lori Saine
2024-3054
11/1-n2o031
REALAUCTI0N.00M, LLC
861 SW 7W AVENUE SUITE 102, PLANTATION FLORIDA 33324
TD AGREEMENT FOR SERVICES
This Agreement made this 8'h day of July 2024, between Weld County Treasurer &
Public Trustee ("County"), and Realauction.com, L.L.C. ("Contractor"), for Internet -based
electronic processing of bid information related to the auction sale of a Certificate of Option
for Treasurer's Deed, on the following terms:
1. Length of Agreement; Cancellation; Termination Upon Default.
A. The term of this Agreement shall terminate three years from the above date.
B. Termination for Default or Breach: This Agreement may be terminated by either
party upon the failure of the other to comply with any provision or requirement of this
Agreement, provided that written notice of such failure is given to the defaulting party
and is not cured within thirty (30) days of the date of receipt of written notice. A party's
decision not to take action upon failure of the other party to perform shall not be
construed as a waiver of the ability of non -breaching party to take additional action at
a later date and time.
2. Services to be Provided by Contractor.
A. The Contractor shall furnish Internet Software Services for processing the
online sales for a Certificate of Option for Treasurer's Deed for Weld County, Colorado.
B. The Contractor shall provide a host server for the Web Site. As used herein, the
term "Web Site" shall mean an Internet web site that Contractor will make available
to County under this Agreement. The Web Site will utilize Contractor's proprietary
software, which is capable of accepting and processing competitive bids for Real
Property to be sold by County. The County acknowledges that the Contractor's Server
may not be dedicated exclusively to the Web Site. The Contractor shall use its best
efforts to make the Web Site available during all business hours and shall not schedule
planned maintenance downtime to occur during business hours.
C. The Contractor shall provide a Project Manager and the technical support
necessary to facilitate the County's conduct of online auction sales of a Certificate of
Option for Treasurer's Deed.
D. Contractor will assist County with the following:
i. Website set-up.
ii. Granting and denying various degrees of access privileges to users and
County's employees to the Web Site. Before any County representative
is given privileges to access the Web Site and its information, County
must provide Contractor with written authorization directing Contractor
to give such employees such authority.
iii. Monitoring network performance.
iv. Providing technical support to resolve questions related to hardware,
software or network problems encountered by the County or
participants.
v. Providing telephone and online webinar training sessions for County
personnel designated by the County as having a thorough knowledge of
the transactions to be consummated through the use of the Web Site at
times to be mutually determined.
vi. Providing personal and telephonic support during normal business hours
for the handling of bidder and County questions relating to the general
operation of the Web Site.
vii. Providing a website that is in compliance with the provisions outlined in
the Accessibility Standards for Individuals with a Disability, as
established by the State of Colorado's Office of Information Technology
(OIT) pursuant to Section 24-85-103 (2.5), C.R.S. Contractor shall also
comply with all State of Colorado technology standards related to
technology accessibility and with Level AA of the most current version
of the Web Content Accessibility Guidelines (WCAG), incorporated in the
State of Colorado technology standards.
E. Contractor will include on the Web Site terms and conditions, with appropriate
disclaimers, users (i.e., participants in auctions/bidders) will be required to
give assent. Each party will have the right to reasonably approve the terms
and conditions or disclaimers that are included within the Web Site.
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F. The Contractor may, in its sole discretion, provide additional ancillary services
through the Web Site to users that are intended to assist such users in evaluating
any or all of the Real Property to be sold. Such services may include without
limitation:
I. Hyperlinks on the Web Site to third party sites that contain
additional information about the properties that are the subject
of sale; and
ii. Analytical tools, such as search, sort, upload, download and
other report customization features. If such services are offered
by Contractor thru Web Site, these services shall be provided at
no charge to the bidders and auction participants.
G. Contractor shall record and maintain records of all activity occurring on the Web
Site and shall retain these records for a period of 5 years from the date of each
auction.
H. Contractor shall ensure that the Web Site is capable of providing the following
functions:
i. Accepting, processing and displaying bid information and other
data related to auctions of real property.
ii. Accepting, processing and maintaining an ID number and
password from users before users enter any auction, which they
may obtain free of charge by simply registering on the Site.
iii. Providing users with the means for reviewing the list of all
Properties being offered for sale, along with, to the extent
available, tax roll data and appraiser information with respect to
the applicable properties.
iv. Providing users with the means to bid and to withdraw bids on
properties.
v. Permitting the use, at the County's election, a proxy bidding
system, whereby a user will submit the maximum bid that
he/she would be willing to pay for the applicable property. The
Contractor's software will act on the bidder's behalf, submitting
only the maximum bid necessary to win the bidding for any given
Property, but in no event less than the stated opening bid.
vi. Allowing users to view auction results after the completion of the
sale.
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vii. Allowing Contractor's Auction Administrators and County's
internal auction administrators (the " County Auctioneers") to
observe auctions in progress and retrieve information
immediately upon completion of each auction, and to display the
final results of auctions so that they can be viewed by all users
with authorized access to the Web Site.
viii. Enabling the County's Auction Administrators, or the Contractor
Auction Administrator at County's direction, to establish and
modify auction parameters; to modify registration information
pertaining to a particular third -party user or County user; and to
limit or prohibit a user's access privileges to the site. County will
provide Contractor with the names of County personnel who are
permitted to access and/or authorize modifications. In the event
County directs Contractor to effect such modifications, County
will be required to give Contractor reasonable advance notice
before such modifications are to go into effect.
3. Cooperation by County. Notwithstanding any other provision herein, the
County shall:
A. Notify Contractor and provide Contractor with all information concerning
the properties which are being offered at auction.
B. Providing Contractor with the names, titles and contact information for
all County employees who will have decision -making authority of any kind in
the auction process or access to the Contractor's Web Site, as well as the names
and contact information of all County employees who are responsible for
processing Contractor's requests for payment and supporting documentation.
C. The Web Site shall bear County's name and such other trade dress (e.g.,
logos, introductory statement from the County etc.) as reasonably directed by
the County. The County acknowledges and agrees that every page of the Web
Site may display the Contractor's name and company logo.
D. County will reasonably cooperate with Contractor to ensure that
Contractor has access to and is provided with all the information it needs to
effectuate the real property auctions described in this Agreement and for
preparation and delivery of the Contractor's requests for payment. The
information provided will include the initial data load and timely updates of
properties that have been purchased.
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4. Payment for Services.
A. The Contractor will be paid for the Contract amount upon invoices
submitted to the County by the Contractor on a monthly basis, net 30 days
from date of service.
B. In consideration of the Services set forth in this Agreement, County shall
pay (or cause to be paid) the following fees to Contractor in the manner
described:
For each individual tax deed property that is listed through the
tax deed sale site, the County shall pay to Contractor a fee of
$150 (one hundred fifty) dollars.
C. The Contractor's request for payment shall be supported by reports or
other documents reasonably required by the County, and shall show the
Contractor's County Contract number, and the Contractor's federal
identification number, in addition to any other information that may be required
by the County. Additionally, all requests for payment shall have attached a copy
of the original bill, containing an original signature of an authorized
representative of the Contractor. Requests for payment shall be submitted not
more than once every thirty days, to an address, department and/or individual
designated by the County.
D. Unless otherwise provided on Contractor's invoice or other Instructions
that Contractor provides subsequent to the execution of this Agreement,
payments shall be made to:
Realauction.com, LLC
Attn: Finance Department
861 SW 78" Ave., Suite 102
Plantation, FL 33324
E. Contractor shall not be obligated to provide any Services hereunder in
the event County is more than 60 days delinquent in paying any invoices,
provided, however, that Contractor has advised the County in writing that it
will cease performing services unless delinquent invoices are paid in full.
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5. Limited Warranty; Disclaimer of Implied Warranties; Limitation of
Liability; Consequential Damages or Incidental Damages.
A. Contractor warrants that the Web Site, when provided with accurate and
properly formatted data by County and other third -party users, and when
accessed by properly functioning software and equipment of third -party users,
will perform substantially as required in order to facilitate County's online
auction sales of real property. Contractor will, at no charge to County, make
corrections to the Web Site so that the Web Site performs substantially as
required, and will use its best efforts to make such corrections available within
24 hours, provided that County reports to Contractor any failures or defects in
the Web Site and provides Contractor with information sufficient to correct such
failure or defect. In the event Contractor is not able to make such corrections
available within 24 hours, the Contractor's chief executive officer and/or chief
operating officer will confer with County to advise County with respect to the
status of problem resolution and anticipated time of correction.
B. Except for the express limited warranty set forth in the preceding section
of this Contract, Contractor makes no warranty, representation, promise or
guarantee, either express or implied, statutory or otherwise, with respect to
the Web Site or the Services provided hereunder, including their quality,
performance, merchantability or fitness for a particular purpose, or whether
any of the transactions to be conducted using the Web Site comply with any
applicable federal, state, County or other law or regulations. Contractor will
have no responsibility for any actual or purported loss resulting from damages
associated with the auction format (e.g., Proxy Bidding) for any particular
auction conducted on the Web Site. In no event will Contractor be liable for
indirect, special, incidental, economic, cover, consequential, tort or other
damages (including without limitation damages or costs relating to the loss of
profits, business, goodwill, data or computer programs, even if advised of the
possibility of such damages), without regard to the legal theory of such
damages, arising out of the use of or inability to use the Web Site(except for
those express Accessibility requirements under 2.D.vii) or the services provided
hereunder. Except as provided in this paragraph, in no event will Contractor's
liability to County arising out of or related to this Contract exceed the fees
earned by Contractor under this Contract during the twelve-month period
immediately preceding the date that the event giving rise to Contractor's
liability occurred. Notwithstanding the foregoing, Contractor's liability to County
arising out of claims brought against Contractor pursuant to Paragraph (a)
above will be no greater than $1,000,000 in the aggregate.
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6. Confidentiality; Proprietary Information.
A. The format in which Contractor stores data provided by County will be
proprietary to Contractor. County's retrieval and use of the data compiled by
Contractor on the Web Site shall be limited to County's internal use only, and
County agrees that it will not, unless otherwise required by law, transmit to
third parties, or permit other third parties to access the data in the format and
compilation created by Contractor.
B. County acknowledges that with respect to bidders who provide
maximum bids as part of the Web Site's proxy bidding feature, Contractor will
be deemed the agent of such bidders in so far as bidders have provided such
maximum bids. Such maximum bids will be the confidential information of the
bidder, which Contractor will be required to maintain, and which contractor will
not release except as required by law.
C. Except upon prior written approval by the County, the Contractor, or its
subcontractors, shall not furnish or disclose to any person and/or organization,
any non-public information that County designates as confidential.
D. It is expressly understood and agreed that the software used to develop
and operate the Web Site; any related materials and documentation provided
by Contractor, including without limitation information related to security or
other technical aspects of the Web Site; and the non-public pages of the Web
Site constitute a valuable proprietary product and trade secret of Contractor
embodying substantial creative efforts and confidential information, ideas, and
expressions (collectively for the purposes of this section "Contractor's
Confidential Information"). County agrees to hold all such Contractor's
Confidential Information in strictest confidence and take such steps as are
reasonably necessary to protect the confidentiality of the Contractor's
Confidential Information and other materials designated by Contractor as
confidential. Such steps shall include, without limitation, refraining from taking
any action in derogation of Contractor's ownership rights and taking actions
similar to those taken by County with respect to protecting other third -party
confidential information in its possession. County shall not disclose or otherwise
make available the Contractor's Confidential Information in any form to any
person except to those employees of County or Contractor who need access to
the information to facilitate County's authorized use of the Web Site. Nothing
herein shall be construed, however, to prohibit County from making any
disclosures required of County pursuant to any legal process or request from
any governmental authority having jurisdiction over County, or from making
disclosure required by Colorado law, provided however that prior to disclosure
to any such governmental authority, County shall provide notice to Contractor
in order to enable Contractor to seek relief.
E. Each party agrees to treat any information they receive that is
submitted to the Web Site by third party users, in accordance with applicable
law and the "privacy policy" set forth in the related link on the Web Site.
Contractor will not change the "privacy policy" without County's consent,
which will not be unreasonably withheld.
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7. Limited Agency Created; No Third -Party Beneficiaries Intended.
For the purpose of providing auction services for the real property auction and other
services specifically described herein, Contractor shall be an agent of the County and
shall be required to take direction from the County as to the mechanism and
effectuation of the sale. Other than with the respect to the handling of the real property
auction and other services described herein, Contractor acknowledges that it does not
have the authority to act on behalf of the County or its agencies. Contractor's
personnel shall not be employees of the County. There are no intended third -party
beneficiaries, including without limitation any users of the Web Site described herein.
8. Force Majeure. Delay in performance or non-performance of any
obligation contained herein shall be excused to the extent such failure or non-
performance is caused by force majeure. For purposes of this Contract, "force
majeure" shall mean any cause or agency preventing performance of an obligation
which is beyond the reasonable control of either party hereto, including without
limitation, fire, flood, sabotage, embargo, strike, explosion, labor trouble, accident,
riot, acts of governmental authority (including, without limitation, acts based on laws
or regulations now in existence as well as those enacted in the future ), and delays or
failure in obtaining raw materials or transportation, acts of God, telephone line
outages, Internet traffic slowdowns (including any Internet transmission problems
incurred by either County's or Contractor's Internet service provider), down computer
networks, down hardware, (head crashes, operating system hang-ups and the like),
software or operating systems failure caused by a virus or other denial of service
attack, and electricity outages. A party affected by a force majeure shall, upon notice
to it of the force majeure, promptly notify the other party by the quickest means
available, explaining the nature and expected duration thereof, and shall act diligently
to remedy the interruption or delay if it is reasonably capable of being remedied.
9. Entire Understanding; Amendments. This Agreement constitutes the entire
understanding and agreement between the parties hereto with respect to its subject
matter and supersedes all prior or contemporaneous agreements, representations,
warranties and understandings of such parties, whether oral or written. This
Agreement may only be amended by a separate document, signed by both parties.
10. Place of Execution; Governing Law; Venue. This Agreement shall be
deemed to be executed in Weld County, State of Colorado, regardless of the
Contractor's domicile, and shall be interpreted and construed in accordance with the
laws of the State of Colorado. The Contractor agrees that the venue for any and all
claims between the parties arising from this Agreement shall be in the state courts in
and for Weld County, Colorado.
11. Colorado Governmental Immunity. No term or condition of this
Agreement shall be construed or interpreted as a waiver, express or implied, of any
of the immunities, rights, benefits, protections, or other provisions, of the Colorado
Governmental Immunity Act, C.R.S. 24-10-101 et seq., as applicable now or
hereafter amended.
12. Severability. If this Contract contains any provision found to be
unlawful, the same shall be deemed to be of no effect and shall be deemed stricken
8
from this Contract without affecting the binding force of this Contract as it shall remain
after omitting such provision.
13. E -Verify Statute. In accordance with the Federal Contractor Rule,
Contractor shall register with and utilize the E -Verify System operated by the United
States Department of Homeland Security to verify the employment eligibility of all
new employees hired during the term of the Agreement and shall expressly require
any subcontractors performing work or providing services pursuant to this
Agreement to likewise utilize the E -Verify System to verify the employment eligibility
of all new employees hired by the subcontractor during the term of this
Agreement. If Contractor enters into a contract with a subcontractor performing
work or providing services on its behalf, Contractor shall also require the
subcontractor to provide an affidavit stating that the subcontractor does not employ,
contract with, or subcontract with an unauthorized alien. Information On registration
for and use of the E -Verify System can be obtained via the internet at the
Department of Homeland Security Web site: htto://www.dhs.00v/E-Verifv.
9
IN WITNESS WHEREOF, the parties have executed this Agreement this
�$M^ day of No bLV , 20L4.
For Realauction.com, L.L.C.:
Printed Name: MARC-.114VI 6 J
Title: (g6iN6 maneEK
For Weld County Treasurer & Public Trustee
Printed Name --t.)R,16/11E C 6ttrnm
IikSurrr,t Public True
WELD COUfG�lC � `idi..
ATTEST: ��// af��/�p ARD OF COUNTY COMMISSIONERS
W. J)County Clerk to t Board WELD COUNTY, cnl nBAn0
BY:
Deputy Clerk to the Bo tW'tea ` . J( _ ��� evin D. Ross, Chair
10
NOV 1 8 2024
2o2y -3054
AGREEMENT FOR SERVICES FOR INTERNET -BASED ELECTRONIC PROCESSING OF BID
INFORMATION RELATED TO AUCTION SALES CERTIFICATE OF OPTION FOR
TREASURER'S DEED - REALAUCTION.COM, LLC
APPROVED AS TO SUBSTANCE:
Brigitte C Grimm
Department Head
APPROVED AS TO FUNDING:
664 +kali
Chief Financial Officer
APPROVED AS TO FORM:
13z
County Attorney
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