HomeMy WebLinkAbout20203369.tiffRESOLUTION
RE: APPROVE AGREEMENT FOR SERVICES FOR INTERNET AUCTION SERVICES FOR
TAX CERTIFICATES AND AUTHORIZE CHAIR 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
Auction Services for Tax Certificates 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 upon full execution of signatures, 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 Auction Services for Tax
Certificates 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 be, and hereby is, authorized
to sign said agreement.
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 16th day of November, A.D., 2020.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
ATTEST: datAmj jelip;e,
Weld County Clerk to the Board
Deputy Clerk to the Board
BY:
APP' • 1 ' D A
County ''orney
Date of signature: l ItS
Kevin D. Ross
EXCUSED
Mike Freeman, Chair
oreno, Pro-Tem
Steve
Sco ' K. James
Cc: TR(3NRF)
II/2.0/2o
2020-3369
TR0030
BOARD OF COUNTY COMMISSIONERS
PASS -AROUND REVIEW
PASS -AROUND TITLE: RealAuction Tax Lien Sale Contract
DEPARTMENT: Treasurer and Public Trustee DATE: October 12, 2020
PERSON REQUESTING: John Lefebvre
Brief description of the problem/issue:
Our contracted price remains the same for this year at $9 per item.
Our contract to perform online tax lien sales has expired for our current vendor RealAuction, who we have been
using since 2006. I would like to sign a new contract with them for 3 years with two one-year options to
extend. The fee charged is $10 fee per tax lien sold in the new contract and is charged against the lien itself so
there is no charge to the county as it is a pass -through item to the delinquent property owner and does not
impact the Treasurer's budget.
RealAuction has 14 Colorado counties and does business in 7 states.
Most recent contracts and extensions are with:
Denver's pricing has not increased for this year because they have to go out for RFP in 2021.
Arapahoe — Was renewed and like you will have the price increase in effect for 2021.
Adams Like you price remained the same for this year but will be renewed in 2021 with the increase.
Larimer — Increased for this year.
Mesa, Garfield, La Plata, Eagle — Arc all currently priced even higher than the price per certificate proposed to
you.
RealAuction is increasing our pricing from $9 per item to $10 per item. New counties are paying $11 per item.
What I like about this vendor is that this is a net charge per item sold not a gross charge for each item offered as
is the pricing for their only competitor who did not bother to even bid our contract the last time around.
This is significant as we offer, but do not sell, manufactured homes by this method. In this manor we start the
clock ticking on the manufactured home from a sale standpoint but do not have to pay the online sale fee. This
year we are distraining 600 manufactured homes. If 450 of these go to sale but are declared county held (as is
our practice) then our taxpayers do not have to pay the $10 fee for each sale — saving our taxpayers $4,500.
That is not true of the competitor.
This is the first price increase since 2006.
What options exist for the Board? (include consequences, impacts, costs, etc. of options):
We could go through an RFP process there is one other vendor available. They are about $2 per item cheaper
but they do not have as good of a system in place for bidding, nor do they have the scale of operation that
RealAuction has and last time they didn't bother to submit a bid. Plus, there would have to be extensive due
2020-3369
TR 00 30
diligence done on their security systems for conducting online sales whereas the RealAuction system is a known
quantity and has proven to be solid and secure for the past 14 years.
Last year we sold about 1,200 real estate liens.
Due to the terms and conditions mention earlier this vendor is still a better value then their competitor.
Recommendation:
I recommend that the Countysign a new contract with RealAuction which is used in 7 states, and by 14
counties in Colorado.
Approve Schedule
Recommendation Work Session
Mike Freeman, Chair
Scott K. James
Barbara Kirkmeyer
Steve Moreno, Pro -Tern
Kevin D. Ross
Other/Comments:
REALAUCTI0.00M, LLC
861 SW 78TU AVENUE SUITE 102, PLANTATION FLORIDA 33324
AGREEMENT FOR SERVICES
This Agreement made this 23rd day of October 2021, between Weld County
Treasurer, a political subdivision of the State of Colorado ("County"), and
Realauction.com, L.L.C. ("Contractor"), for Internet -based electronic processing of
bid information related to the auction sale of County's Tax Certificates, 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. County will have the option to extend this Agreement for two additional
one-year terms if written notice is received within 30 days of each anniversary
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 Auction Services for Tax
Certificates for Weld County, CO. The County provides no guarantee of
quantity.
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
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competitive bids for Tax Certificates to be issued by Client. 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. During each auction, the Contractor shall provide Auction
Administrator(s) and the technical support necessary to facilitate the County's
conduct of online auction sales of tax certificates.
D. Contractor will assist County with the following:
Auction set-up. County will select the auction format; e.g., sealed,
proxy, etc., to be used, auction start date, end date and batch size as
well as the auction's administration and execution, including but not
limited to management or retrieval of user registration information and
auction results.
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 while auctions are in progress.
iv. Providing technical support to resolve questions related to hardware,
software or network problems encountered by the County or third party
users.
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.
E. Contractor will include on the Web Site terms and conditions, with
appropriate disclaimers, which third party 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.
F. The Contractor may, in its sole discretion, provide additional ancillary
services through the Web Site to third party users that are intended to assist
such third party users in evaluating any or all of the Tax Certificates 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 delinquent accounts or
properties that are the subject tax 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 S 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 tax certificates.
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 Tax
Certificates 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
tax certificates.
v. Permitting the use, at the County's election, a proxy bidding
system, whereby a user will submit the minimum rate that he/she
would be willing to receive for the applicable tax certificate. The
Contractor's software will act on the bidder's behalf, submitting
only the maximum rate necessary to win the bidding for any given
Certificate, but in no event less than the minimum rate specified
by the bidder. When the auction is over, third party users will see
only the higher of the minimum rate submitted by each bidder or
their winning bid.
vi. Allowing users to view auction results after they are approved for
release by County.
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 release 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 of the actual date scheduled for each tax certificate
sale on the Web Site at least 45 days prior to such date, and provide Contractor
with all information concerning the properties for which tax certificates are
being offered at auction at least 30 days prior to the date of each 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 tax certificate 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
certificates that have been redeemed, purchased or transferred.
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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.
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 Certificate sold during an auction on the
Web Site, County shall pay to Contractor ten dollars ($10.00).
ii. For each individual Tax Certificate that is unsold, sold in error or
cancelled, Contractor will receive no fee.
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 78th 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 Tax Collector 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 tax certificates. 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) selected by County
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 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
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Contractor pursuant to Paragraph (a) above will be no greater than $1,000,000
in the aggregate.
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 minimum
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 minimum
bids. Such minimum 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.
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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, including without limitation, deposit
amounts, social security numbers, federal tax identification numbers, etc., 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.
7. Limited Agency Created; No Third Party Beneficiaries Intended.
For the purpose of providing auction services for the delinquent tax 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 delinquent
tax auction and other services described here in, 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.
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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 federal courts
for the Southern District of Colorado or in the state courts in and for Weld County,
Colorado.
11. 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
from this Contract without affecting the binding force of this Contract as it shall
remain after omitting such provision.
IN WITNESS WHEREOF, the parties have executed this Agreement this
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For Realauction.com, L.L.C.:
Printed Name: MARC: -\() Asit-1W
Title:
WP6NG 1 3
For Weld County Treasurer:
Printed Name: Steve Moreno
Title:
Pro—Tem, Board of Weld County Commissioners
11
_ day of
NOV 1 6 2020
Agreement for Services for Internet Auction Services for Tax Certificates —
Realauction.com, LLC
Controller
APPROVED AS TO FORM:
County Attorney
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