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Agenda 06/25/2013 Item #16E26/25/2013 16.E.2. EXECUTIVE SUMMARY n Recommendation to approve agreements for Request for Proposal (RFP) 13 -6099 Commercial and Residential Real Estate and Property Management and authorize the Chairwoman to execute the contracts with Commercial Real Estate Consultants LLC and Premiere Plus Realty Co. OBJECTIVE: To secure consultants from residential and commercial (including industrial) real estate and property management firms to assist the county with the purchase, sale, lease and management of the county's significant real estate holdings. CONSIDERATIONS: At the Board of County Commissioner Meeting on April 23, 2013, (Agenda Item 10. G.), the Board authorized the issuance of a Request for Proposals for consultant services from residential and commercial (including industrial) real estate and property management firms to provide assistance to the county with the purchase, sale, lease and management of the county's significant real estate holdings. Accordingly, the Purchasing Department issued RFP 13 -6099 Commercial and Residential Real Estate and Property Management on April 23, 3013. Email notices were sent to nine hundred eighty four (984) email addresses; thirty -one (31) addresses downloaded the solicitation document; two (2) companies' submitted proposals and one (1) company submitted a "no interest" email. A Selection Committee scored and ranked the proposals, and determined that the following companies demonstrated the credentials to perform the intended scope of work and that the use of six (6 %) commission is reasonable: • Commercial / Industrial Real Estate and Property Management: Commercial Real Estate Consultants LLC (CRE Consultants), Ft. Myers, FL • Residential Real Estate: Premiere Plus Realty Co., Naples, FL Staff will bring back listing contracts (and related documents) to the Board for each property where marketing by a real estate consultant is recommended. Staff is recommending that the Board approve contracts for contract 13 -6099 Commercial and Residential Real Estate and Property Management to the above identified firms. FISCAL IMPACT: Service rates are provided in the contracts. Funds will be budgeted in cost centers that may use these services. LEGAL CONSIDERATIONS: This item has been approved as to form and legality, and requires majority vote for Board approval.—JAB GROWTH MANAGEMENT IMPACT: There is no impact on the Growth Management Plan RECOMMENDATION: That the Board of County Commissions approves agreements for Request for Proposal (RFP) 13-6099 Commercial and Residential Real Estate and Property Management and authorizes the Chairwoman to execute the attached contracts to Commercial Real Estate Consultants LLC (CRE Consultants) and Premiere Plus Realty Co. and final review by the County Attorney. PREPARED BY: Joanne Markiewicz, Interim Purchasing / General Services Director Attachments: n Final Selection Committee Rank Form • Commercial Real Estate Consultants LLC (CRE Consultants); Premiere Plus Realty contracts • Executive Summary 4 /23/13; Agenda Item 10.G. Packet Page -1140- 6/25/2013 16.E.2. ^ COLLIER COUNTY Board of County Commissioners Item Number: 16.16.E.16.E.2. Item Summary: Recommendation to approve agreements for Request for Proposal (RFP) 13 -6099 Commercial and Residential Real Estate and Property Management and authorize the Chairwoman to execute the contracts with Commercial Real Estate Consultants LLC and Premiere Plus Realty Co. Meeting Date: 6/25/2013 Prepared By Name: MarkiewiczJoanne Title: Manager - Purchasing Acquisition,Purchasing & Gene 6/4/2013 1:21:38 PM Submitted by n Title: Manager - Purchasing Acquisition,Purchasing & Gene Name: MarkiewiczJoanne 6/4/2013 1:21:40 PM Approved By Name: pochopinpat Title: Administrative Assistant,Facilities Management Date: 6/4/2013 4:21:02 PM Name: MarkiewiczJoanne Title: Manager - Purchasing Acquisition,Purchasing & Gene Date: 6/13/2013 5:20:31 PM Name: WardKelsey Title: Manager - Contracts Administration,Purchasing & Ge Date: 6/13/2013 5:22:08 PM Name: CummingsRhonda Title: Contracts Specialist,Purchasing & General Services Date: 6/13/2013 5:32:04 PM Packet Page -1141- Name: BelpedioJennifer Title: Assistant County Attorney,County Attorney Date: 6/14/2013 8:40:48 AM Name: PriceLen Title: Administrator, Administrative Services Date: 6/14/2013 3:52:33 PM Name: BelpedioJennifer Title: Assistant County Attorney,County Attorney Date: 6/17/2013 10:59:49 AM Name: KlatzkowJeff Title: County Attorney Date: 6/17/2013 3:24:22 PM Name: PryorCheryl Title: Management/ Budget Analyst, Senior,Office of Manag Date: 6/18/2013 9:51:54 AM Name`. OchsLeo Title: County Manager Date: 6/18/2013 2:07:41 PM i Packet Page -1142- 6/25/2013 16.E.2. m m w m E N 0 c V Y C C V> lC �U = fn U- V a c d d G1 tC C t0 d CL 0 L a V c ca m .r 0 W' dl w. C! d .y d c' tC E r 0 � C1. a ai ,zS9L £LOZ /9Z /9 -EVTT- aged laVed d d D1 c t4 A d Q 0 L a �a c ca d w R .r U) W d` ci df •y dh. Q:? c` !C �i 01 .` C1 E M E` O: �k V c d 0 C A d a 0 L a c ca m .r ca N W m ea C d .y d C' m 07 ` CD E E` A 0 U N C N N N Q N C N ca a O OA ro d 6/25/2013 16.E.2. AGREEMENT13 -6099 for Commercial & Industrial Real Estate & Property Management Services THIS AGREEMENT, made and entered into on this day of 2013, by and between Commercial Real Estate Consultants, LLC, authorized to do business in the State of Florida, whose business address is 12140 Carissa Commerce Court, Suite 102, Fort Myers, FL 33966, (the " (the "Consultant ") and Collier County, a political subdivision of the State of Florida, (the "County "): WITNESSETH: 1, COMMENCEMENT. The Agreement shall commence upon Board approval in accordance with RFP 13 -6099 Commercial and Residential Real Estate and Property Management. The County Manager, or his designee, may, at his discretion, extend the Agreement under all of the terms and conditions contained in this Agreement for up to one hundred eighty (180) days. The County Manager, or his designee, shall give the Consultant written notice of the County's intention to extend the Agreement term not less than ten (10) days prior to the end of the Agreement term then in effect. 2. CONTRACT TERM. The contract shall be for a two (2) year period, commencing on date of Board award and terminating two (2) years from that date. The County may, at its discretion and with the consent of the Consultant, renew the Agreement under all of the terms and conditions contained in this Agreement for two (2) additional one (1) year periods. The County shall give the Consultant written notice of the County's intention to extend the Agreement term not less than ten (10) days prior to the end of the Agreement term then in effect. 3. STATEMENT OF WORK. The Consultant shall provide Commercial/ Industrial Real Estate and Property Management Services in accordance with the terms and conditions of RFP #13 -6099 and the Consultant's proposal referred to herein and made an integral part of this agreement. This Agreement contains the entire understanding between the parties and any modifications to this Agreement shall be mutually agreed upon in writing by the Consultant and the County Project or Contract Manager or his designee, in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such services are authorized. Page 1 of 11 Packet Page -1144- (EA;'�' 6/25/2013 16.E.2. 4. COMPENSATION. The County shall pay the Consultant for the performance of this Agreement in accordance with Exhibit A, Fee Schedule, attached herein and incorporated by reference, together with the cost of any other charges /fees submitted in the proposal. Any County agency may purchase products and services under this contract, provided sufficient funds are included in their budget(s). Payment will be made upon receipt of a proper invoice and upon approval by the Project Manager or his designee, and in compliance with Chapter 218, Fla. Stats., otherwise known as the "Local Government Prompt Payment Act ". 4.1 Payments will be made for services furnished, delivered, and accepted, upon receipt and approval of invoices submitted on the date of services or within six (6) months after completion of contract. Any untimely submission of invoices beyond the specified deadline period is subject to non - payment under the legal doctrine of "laches" as untimely submitted. Time shall be deemed of the essence with respect to the timely submission of invoices under this agreement. 5. SALES TAX. Consultant shall pay all sales, consumer, use and other similar taxes associated with the Work or portions thereof, which are applicable during the performance of the Work. 6. NOTICES. All notices from the County to the Consultant shall be deemed duly served if mailed or faxed to the Consultant at the following Address: Commercial Real Estate Consultants, Inc. 1100 5+h Avenue, Suite 100, Naples, FL 34102 239/ 659 -1447 Telephone; 239 / 659 -4028 Fax Raymond Sandelli, Managing Partner Ray.sandelli@creconsultants.com All Notices from the Consultant to the County shall be deemed duly served if mailed or faxed to the County to: Collier County Government Center Purchasing Department 3327 Tamiami Trail, East Naples, Florida 34112 Attention: Purchasing & General Services Director Telephone: 239- 252 -8407 Facsimile: 239- 252 -6480 The Consultant and the County may change upon giving the other party written notification be in writing. Page 2 of 11 the above mailing address at any time . All notices under this Agreement must G Packet Page -1145- 6/25/2013 16.E.2. 7. NO PARTNERSHIP. Nothing herein contained shall create or be construed as creating a partnership between the County and the Consultant or to constitute the Consultant as an agent of the County. 8. PERMITS: LICENSES: TAXES. In compliance with Section 218.80, F.S., all permits necessary for the prosecution of the Work shall be obtained by the Consultant. Payment for all such permits issued by the County shall be processed internally by the County. All non - County permits necessary for the prosecution of the Work shall be procured and paid for by the Consultant. The Consultant shall also be solely responsible for payment of any and all taxes levied on the Consultant. In addition, the Consultant shall comply with all rules, regulations and laws of Collier County, the State of Florida, or the U. S. Government now in force or hereafter adopted. The Consultant agrees to comply with all laws governing the responsibility of an employer with respect to persons employed by the Consultant. 4. NO IMPROPER USE. The Consultant will not use, nor suffer or permit any person to use in any manner whatsoever, County facilities for any improper, immoral or offensive purpose, or for any purpose in violation of any federal, state, county or municipal ordinance, rule, order or regulation, or of any governmental rule or regulation now in effect or hereafter enacted or adopted. In the event of such violation by the Consultant or if the County or its authorized representative shall deem any conduct on the part of the Consultant to be objectionable or improper, the County shall have the right to suspend the contract of the Consultant. Should the Consultant fail to correct any such violation, conduct, or practice to the satisfaction of the County within twenty -four (24) hours after receiving notice of such violation, conduct, or practice, such suspension to continue until the violation is cured. The Consultant further agrees not to commence operation during the suspension period until the violation has been corrected to the satisfaction of the County. 10. TERMINATION. Should the Consultant be found to have failed to perform his services in a manner satisfactory to the County as per this Agreement, the County may terminate said agreement for cause; further the County may terminate this Agreement for convenience with a thirty (30) day written notice. The County shall be sole judge of non - performance. In the event that the County terminates this Agreement, Consultant's recovery against the County shall be limited to that portion of the Contract Amount earned through the date of termination. The Consultant shall not be entitled to any other or further recovery against the County, including, but not limited to, any damages or any anticipated profit on portions of the services not performed. 11. NO DISCRIMINATION. The Consultant agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 12. INSURANCE. The Consultant shall provide insurance as follows: Page 3 of 11 n cA Packet Page -1146- 6/25/2013 16.E.2. n A. Commercial General Liability: Coverage shall have minimum limits of $1,000,000 Per Occurrence, $1,000,000 aggregate for Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations; Independent Consultants; Products and Completed Operations and Contractual Liability. B. Business Auto Liability: Coverage shall have minimum limits of $500,000 Per Occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This shall include: Owned Vehicles, Hired and Non -Owned Vehicles and Employee Non - Ownership. C. Workers' Compensation: Insurance covering all employees meeting Statutory Limits in compliance with the applicable state and federal laws. The coverage must include Employers' Liability with a minimum limit of $500,000 for each accident. D. Professional Liability: Shall be maintained by the Consultant to ensure its legal liability for claims arising out of the performance of professional services under this Agreement. Consultant waives its right of recovery against County as to any claims under this insurance. Such insurance shall have limits of not less than $1,000,000 each claim and in the aggregate. Special Requirements: Collier County Government shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability Policy. Current, valid insurance policies meeting the requirement herein identified shall be maintained by Consultant during the duration of this Agreement. The Consultant shall provide County with certificates of insurance meeting the required insurance provisions. Renewal certificates shall be sent to the County ten (10) days prior to any expiration date. Coverage afforded under the policies will not be canceled or allowed to expire until the greater of: ten (10) days prior written notice, or in accordance with policy provisions. Consultant shall also notify County, in a like manner, within twenty - four (24) hours after receipt, of any notices of expiration, cancellation, non - renewal or material change in coverage or limits received by Consultant from its insurer, and nothing contained herein shall relieve Consultant of this requirement to provide notice. Consultant shall ensure that all subConsultants/ Consultants comply with the same insurance requirements that he is required to meet. 13. INDEMNIFICATION. To the maximum extent permitted by Florida law, the Consultant shall indemnify and hold harmless Collier County, its officers and employees from any and all liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees and paralegals' fees, whether resulting from any claimed breach of this Agreement by Consultant, any statutory or regulatory violations, Page 4 of 11 cA Packet Page -1147- 6/25/2013 16.E.2. or from personal injury, property damage, direct or consequential damages, or economic loss, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the Consultant or anyone employed or utilized by the Consultant in the performance of this Agreement. This indemnification obligation shall not be construed to negate, abridge or reduce any other rights or remedies which otherwise may be available to an indemnified party or person described in this paragraph. This section does not pertain to any incident arising from the sole negligence of Collier County. 13.1 The duty to defend under this Article 13 is independent and separate from the duty to indemnify, and the duty to defend exists regardless of any ultimate liability of the Consultant, County and any indemnified party. The duty to defend arises immediately upon presentation of a claim by any party and written notice of such claim being provided to Consultant. Consultant's obligation to indemnify and defend under this Article 13 will survive the expiration or earlier termination of this Agreement until it is determined by final judgment that an action against the County or an indemnified party for the matter indemnified hereunder is fully and finally barred by the applicable statute of limitations. 14. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Real Estate Services Department. 15. CONFLICT OF INTEREST: Consultant represents that it presently has no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required hereunder. Consultant further represents that no persons having any such interest shall be employed to perform those services. 16. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the following component parts, all of which are as fully a part of the contract as if herein set out verbatim: Consultant's Proposal, Insurance Certificate, RFP #13 -6099- Commercial and Residential Real Estate and Property Management Scope of Services and Addenda. 17. SUBJECT TO APPROPRIATION. It is further understood and agreed by and between the parties herein that this agreement is subject to appropriation by the Board of County Commissioners. 18. PROHIBITION OF GIFTS TO COUNTY EMPLOYEES. No organization or individual shall offer or give, either directly or indirectly, any favor, gift, loan, fee, service or other item of value to any County employee, as set forth in Chapter 112, Part III, Florida Statutes, Collier County Ethics Ordinance No. 2004 -05, and County Administrative Procedure 5311. Violation of this provision may result in one or more of the following consequences: a. Prohibition by the individual, firm, and/or any employee of the firm from contact with County staff for a specified period of time; b. Prohibition by the individual and /or firm from doing business with the County for a specified period of time, including but not limited to: submitting bids, RFP, and /or Page 5 of 11 E Packet Page -1148- 6/25/2013 16.E.2. quotes; and, c. immediate termination of any contract held by the individual and /or firm for cause. 19. IMMIGRATION LAW COMPLIANCE. By executing and entering into this agreement, the Consultant is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of the Immigration Reform and Control Act of 1986 as located at 8 U.S.C. 1324, et seq. and regulations relating thereto, as either may be amended. Failure by the Consultant to comply with the laws referenced herein shall constitute a breach of this agreement and the County shall have the discretion to unilaterally terminate this agreement immediately. 20. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES. Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 21. AGREEMENT TERMS. If any portion of this Agreement is held to be void, invalid, or otherwise unenforceable, in whole or in part, the remaining portion of this Agreement shall remain in effect. 22. ADDITIONAL ITEMS /SERVICES. Additional items and/ or services may be added to this contract in compliance with the Purchasing Policy. 23. DISPUTE RESOLUTION. Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of Consultant with full decision - making authority and by County's staff person who would make the presentation of any settlement reached during negotiations to County for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed -upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of Consultant with full decision - making authority and by County's staff person who would make the presentation of any settlement reached at mediation to County's board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under section 44.102, Fla. Stat. 24. VENUE. Any suit or action brought by either party to this Agreement against the other party relating to or arising out of this Agreement must be brought in the appropriate federal or state courts in Collier County, Florida, which courts have sole and exclusive jurisdiction on all such matters. � Page 6 of 11 (A) Packet Page -1149- 6/25/2013 16.E.2. 25. KEY PERSONNEUCONTRACT STAFFING: The Consultant's personnel and management to be utilized for this project shall be knowledgeable in their areas of expertise. The County reserves the right to perform investigations as may be deemed necessary to ensure that competent persons will be utilized in the performance of the contract. The Consultant shall assign as many people as necessary to complete the required services on a timely basis, and each person assigned shall be available for an amount of time adequate to meet the service delivery dates. 26. ORDER OF PRECEDENCE: In the event of any conflict between or among the terms of any of the Contract Documents, the terms of the Request for Proposal, RFP and/or the Consultant's Proposal, the Contract Documents shall take precedence. In the event of any conflict between the terms of the RFP and the Consultant's Proposal, the language in the RFP would take precedence. 27. ASSIGNMENT: Consultant shall not assign this Agreement or any part thereof, without the prior consent in writing of the County. Any attempt to assign or otherwise transfer this Agreement, or any part herein, without the County's consent, shall be void. If Consultant does, with approval, assign this Agreement or any part thereof, it shall require that its assignee be bound to it and to assume toward Consultant all of the obligations and responsibilities that Consultant has assumed toward the County. Page 7 of 11 cR Packet Page -1150- 6/25/2013 16.E.2. IN WITNESS WHEREOF, the Consultant and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. ATTEST: Dwight E. Brock, Clerk of Courts By: Dated: (SEAL) First Witness TType /print witness nameT Second Witness TType/ print witness nameT BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA By: Georgia A. Hiller, Esq., Chairwoman Approved as to Form and Legality: Assistant County A ney -:Y,; � -! .'g%-L ?ED ZO Print Name Page 8 of 1 I Commercial Real Estate Consultants, LLC 0 Signature TType /print signature and titleT Packet Page -1151- 6/25/2013 16.E.2. EXHIBIT A Fee Schedule 13 -6099 Commercial Real Estate Consultants Real Estate Fees 1. Commercial/Industrial - real estate fee percentage applied to all real estate transactions 6% 2. Leasing Fee - real estate leasing percentage 6% Proper , Management Fees 3. PropM Management - Property Management hourly rate $60.00 /hr 4. Management Fee: Consultant shall be paid three percent (3.0%) of Gross Revenue actually collected in respect of the Property or a minimum monthly fee of three thousand five hundred dollars ($3,500.00), whichever amount is greater, during the applicable month. The term "Gross Revenue" means base rent, percentage rental, percentage rent, and all revenues for operating expenses prescribed by the leases from the property tenants. Property management services and reimbursable expenses shall be payable monthly in arrears. Reimbursable and management fees shall be payable from the operating account as incurred. 5. Management Fees - Transition If owner enters into a Purchase and Sales Agreement to purchase a property and requests Property Management Services for that property, upon the sale of the Property closing, Consultant shall be paid by Owner post - closing Management Fees to assist in the initial ninety (90) day transition period. The post - closing Management Fees will be equal to a full month's Management Fee for the first thirty (30) days and Five Hundred Dollars ($500.00) for each additional thirty (30) day period. Page 9 of 11 n Packet Page -1152- 6/25/2013 16.E.2. 6. Proiect Management Fees. Fee equal to four percent (4 %) of the n total amount which is expended for any construction or repair project on or about the Property that Owner has directed Manager to provide construction management services. Owner shall pay Consultant as compensation for any construction or project management services requested by Owner as set forth in any related statement of work agreed upon by the parties from time to time, provided Manager shall be entitled to a minimum Project Management Fee of one thousand dollars ($1,000.00) on any Project requested. If Consultant is not paid for such services, neither Consultant nor its employees shall have an obligation to supervise, bid capital or tenant improvement work, collect lien releases, or obtain certificates of insurance from general contractors and /or subcontractors for construction and related matters. 7. Reimbursable Expenses: Expenditures incurred by Consultant in performing its duties shall be subject to reimbursement, and no others, but only to the extent the same have been included in the Operating Budget or otherwise expressly approved by Owner. 8. Reimbursement by Owner/PropeM: Maintenance personnel shall be billed at a flat hourly rate of forty dollars ($40.00) per hour (regular time), sixty dollars ($60.00) per hour (overtime). Maintenance cost may be adjusted with the annual renewal. Real Estate Property Manager shall be billed at a flat monthly rate of $0.015 per square foot. Supplies specific for the property and mileage for maintenance personnel and assigned property manager (billable at the current IRS mileage rate) shall be reimbursable by the Owner. These reimbursements shall be navable from +h,- operating account as incurred. 9. Maintenance Personnel: Manager shall employ maintenance personnel who will perform maintenance services at Owner's Property at the outlined hourly rate above. Collier County Reserves the right to contract with other maintenance providers or provide maintenance services utilizing County staff. Page 10 of 11 G� Packet Page -1153- 6/25/2013 16.E.2. 10. Real Estate Property Manager: Manager shall employ a property manager who will perform management services at Owner's Property at the outlined monthly rate above. 11. Software Costs: Fees for standard accounting are included in the management fees outlined. However, if owner requests manager to perform non - standard accounting services, additional charges will apply. The cost shall be mutually agreed upon in writing prior to the delivery of these additional services. 12. Office Expenditure Reimbursements: All Office expenses (assigned manager's hand- held devices, postage, etc.) shall be paid by the property. 13. Bank Fees and Accounting Extras: Outside banking costs such as lockbox fees and other bank- generated costs will be billed back to ownership based on actual cost, and no administration fee will be charged by manager. Completion of 1099's for ownership will be billed as an extra cost if ownership instructs Manager to complete. Audit fees, due to tenant audits, will be billed as an extra cost. 14. Transition Fees: Owner shall pay Consultant additional compensation for accounting and management set -up costs in the amount of one thousand ($1,000.00) which will be expensed as a common area maintenance expenses, pursuant to the terms and conditions of existing leases. This fee shall be due and payable on the fifteenth (15th) day of the first month of the contract. Page 11 of 11 2 Packet Page -1154- 6/25/2013 16.E.2. AGREEMENT13 -6099 for Residential Real Estate Services THIS AGREEMENT, made and entered into on this day of 2013, by and between Premiere Plus Realty Company, authorized to do business in the State of Florida, whose business address is 37012th Avenue South, Suite 101, Naples, FL 34102, (the "Consultant ") and Collier County, a political subdivision of the State of Florida, (the "County" or "Owner "): WITNESSETH: COMMENCEMENT. The Agreement shall commence upon Board approval in accordance with RFP 13 -6099 Commercial and Residential Real Estate and Property Management. The County Manager, or his designee, may, at his discretion, extend the Agreement under all of the terms and conditions contained in this Agreement for up to one hundred eighty (180) days. The County Manager, or his designee, shall give the Consultant written notice of the County's intention to extend the Agreement term not less than ten (10) days prior to the end of the Agreement term then in effect. 2. CONTRACT TERM. The contract shall be for a two (2) year period, commencing on date of Board award and terminating two (2) years from that date. The County may, at its discretion and with the consent of the Consultant, renew the Agreement under all of the terms and conditions contained in this Agreement for two (2) additional one (1) year periods. The County shall give the Consultant written notice of the County's intention to extend the Agreement term not less than ten (10) days prior to the end of the Agreement term then in effect. 3. STATEMENT OF WORK. The Consultant shall provide Residential Real Estate Services in accordance with the terms and conditions of RFP #13 -6099 and the Consultant's proposal referred to herein and made an integral part of this agreement. This Agreement contains the entire understanding between the parties and any modifications to this Agreement shall be mutually agreed upon in writing by the Consultant and the County Project or Contract Manager or his designee, in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such services are authorized. Packet Page -1155- 6/25/2013 16.E.2. 4. COMPENSATION. The County shall pay the Consultant for the performance of this Agreement in accordance with Exhibit A, Fee Schedule, attached herein and incorporated by reference, together with the cost of any other charges/ fees submitted in the proposal. Any County agency may purchase products and services under this contract, provided sufficient funds are included in their budget(s). Payment will be made upon receipt of a proper invoice and upon approval by the Project Manager or his designee, and in compliance with Chapter 218, Fla. Stats., otherwise known as the "Local Government Prompt Payment Act ". 4.1 Payments will be made for services furnished, delivered, and accepted, upon receipt and approval of invoices submitted on the date of services or within six (6) months after completion of contract. Any untimely submission of invoices beyond the specified deadline period is subject to non - payment under the legal doctrine of "laches" as untimely submitted. Time shall be deemed of the essence with respect to the timely submission of invoices under this agreement. 5. SALES TAX. Consultant shall pay all sales, consumer, use and other similar taxes associated with the Work or portions thereof, which are applicable during the performance of the Work. 6. NOTICES. All notices from the County to the Consultant shall be deemed duly served if mailed or faxed to the Consultant at the following Address: Premiere Plus Realty Company 37012th Avenue South, Suite 101, Naples, FL 34102 239/777 -8458 Telephone David Gallus, Broker brokerdave ®pprmail.com All Notices from the Consultant to the County shall be deemed duly served if mailed or faxed to the County to: Collier County Government Center Purchasing Department 3327 Tarniami Trail, East Naples, Florida 34112 Attention: Purchasing & General Services Director Telephone: 239 - 252 -8407 Facsimile: 239- 252 -6480 The Consultant and the County may change the above mailing address at any time upon giving the other party written notification. All notices under this Agreement must be in writing. Packet Page -1156- 6/25/2013 16.E.2. ^ 7. NO PARTNERSHIP. Nothing herein contained shall create or be construed as creating a partnership between the County and the Consultant or to constitute the Consultant as an agent of the County. 8. PERMITS: LICENSES: TAXES. In compliance with Section 218.80, F.S., all permits necessary for the prosecution of the Work shall be obtained by the Consultant. Payment for all such permits issued by the County shall be processed internally by the County. All non - County permits necessary for the prosecution of the Work shall be procured and paid for by the Consultant. The Consultant shall also be solely responsible for payment of any and all taxes levied on the Consultant. In addition, the Consultant shall comply with all rules, regulations and laws of Collier County, the State of Florida, or the U. S. Government now in force or hereafter adopted. The Consultant agrees to comply with all laws governing the responsibility of an employer with respect to persons employed by the Consultant. 9. NO IMPROPER USE. The Consultant will not use, nor suffer or permit any person to use in any manner whatsoever, County facilities for any improper, immoral or offensive purpose, or for any purpose in violation of any federal, state, county or municipal ordinance, rule, order or regulation, or of any governmental rule or regulation now in effect or hereafter enacted or adopted. In the event of such violation by the Consultant or if the County or its authorized representative shall deem any conduct on the part of the Consultant to be objectionable or improper, the County shall have the right to suspend the contract of the Consultant. Should the Consultant fail to correct any such violation, conduct, or practice to the satisfaction of the County within twenty -four (24) hours after receiving notice of such violation, conduct, or practice, such suspension to continue until the violation is cured. The Consultant further agrees not to commence operation during the suspension period until the violation has been corrected to the satisfaction of the County. 10. TERMINATION. Should the Consultant be found to have failed to perform his services in a manner satisfactory to the County as per this Agreement, the County may terminate said agreement for cause; further the County may terminate this Agreement for convenience with a thirty (30) day written notice. The County shall be sole judge of non - performance. In the event that the County terminates this Agreement, Consultant's recovery against the County shall be limited to that portion of the Contract Amount earned through the date of termination. The Consultant shall not be entitled to any other or further recovery against the County, including, but not limited to, any damages or any anticipated profit on portions of the services not performed. 11. NO DISCRIMINATION. The Consultant agrees that there shall be no discrimination as to race, sex, color, creed or national origin. Page 3 of 9 GI Packet Page -1157- 6/25/2013 16.E.2. 12. INSURANCE. The Consultant shall provide insurance as follows: A. Commercial General Liability: Coverage shall have minimum limits of $1,000,000 Per Occurrence, $1,000,000 aggregate for Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations; Independent Consultants; Products and Completed Operations and Contractual Liability. B. Business Auto Liability: Coverage shall have minimum limits of $500,000 Per Occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This shall include: Owned Vehicles, Hired and Non -Owned Vehicles and Employee Non- Ownership. C. Workers' Compensation: Insurance covering all employees meeting Statutory Limits in compliance with the applicable state and federal laws. The coverage must include Employers' Liability with a minimum limit of $500,000 for each accident. D. Professional Liability: Shall be maintained by the Consultant to ensure its legal liability for claims arising out of the performance of professional services under this Agreement. Consultant waives its right of recovery against County as to any claims under this insurance. Such insurance shall have limits of not less than $1,000,000 each claim and in the aggregate. Special Requirements: Collier County Government shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability Policy. Current, valid insurance policies meeting the requirement herein identified shall be maintained by Consultant during the duration of this Agreement. The Consultant shall provide County with certificates of insurance meeting the required insurance provisions. Renewal certificates shall be sent to the County ten (10) days prior to any expiration date. Coverage afforded under the policies will not be canceled or allowed to expire until the greater of: ten (10) days prior written notice, or in accordance with policy provisions. Consultant shall also notify County, in a like manner, within twenty - four (24) hours after receipt, of any notices of expiration, cancellation, non - renewal or material change in coverage or limits received by Consultant from its insurer, and nothing contained herein shall relieve Consultant of this requirement to provide notice. Consultant shall ensure that all subConsultants /Contractors comply with the same insurance requirements that he is required to meet. 13. INDEMNIFICATION. To the maximum extent permitted by Florida law, the Consultant shall indemnify and hold harmless Collier County, its officers and employees from any and all liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees and paralegals' fees, whether resulting from any Page 4 of 9 Packet Page -1158- 6/25/2013 16.E.2. claimed breach of this Agreement by Consultant, any statutory or regulatory violations, or from personal injury, property damage, direct or consequential damages, or economic loss, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the Consultant or anyone employed or utilized by the Consultant in the performance of this Agreement. This indemnification obligation shall not be construed to negate, abridge or reduce any other rights or remedies which otherwise may be available to an indemnified party or person described in this paragraph. This section does not pertain to any incident arising from the sole negligence of Collier County. 13.1 The duty to defend under this Article 13 is independent and separate from the duty to indemnify, and the duty to defend exists regardless of any ultimate liability of the Consultant, County and any indemnified party. The duty to defend arises immediately upon presentation of a claim by any party and written notice of such claim being provided to Consultant. Consultant's obligation to indemnify and defend under this Article 13 will survive the expiration or earlier termination of this Agreement until it is determined by final judgment that an action against the County or an indemnified party for the matter indemnified hereunder is fully and finally barred by the applicable statute of limitations. 14. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Real Estate Services Department. _ 15. CONFLICT OF INTEREST: Consultant represents that it presently has no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required hereunder. Consultant further represents that no persons having any such interest shall be employed to perform those services. 16. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the following component parts, all of which are as fully a part of the contract as if herein set out verbatim: Consultant's Proposal, Insurance Certificate, RFP #13- 6099 - Commercial and Residential Real Estate and Property Management Scope of Services and Addenda. 17. SUBJECT TO APPROPRIATION. It is further understood and agreed by and between the parties herein that this agreement is subject to appropriation by the Board of County Commissioners. 18. PROHIBITION OF GIFTS TO COUNTY EMPLOYEES. No organization or individual shall offer or give, either directly or indirectly, any favor, gift, loan, fee, service or other item of value to any County employee, as set forth in Chapter 112, Part III, Florida Statutes, Collier County Ethics Ordinance No. 2004 -05, and County Administrative Procedure 5311. Violation of this provision may result in one or more of the following consequences: a. Prohibition by the individual, firm, and/or any employee of the firm from contact with County staff for a specified period of time; b. Prohibition by the individual and /or firm from doing business with the County for a n Page 5 of 9 Packet Page -1159- 6/25/2013 16.E.2. specified period of time, including but not limited to: submitting bids, RFP, and/or quotes; and, c. immediate termination of any contract held by the individual and/or firm for cause. 19. IMMIGRATION LAW COMPLIANCE. By executing and entering into this agreement, the Consultant is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of the Immigration Reform and Control Act of 1986 as located at 8 U.S.C. 1324, et seq. and regulations relating thereto, as either may be amended. Failure by the Consultant to comply with the laws referenced herein shall constitute a breach of this agreement and the County shall have the discretion to unilaterally terminate this agreement immediately. 20. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES. Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 21. AGREEMENT TERMS. If any portion of this Agreement is held to be void, invalid, or otherwise unenforceable, in whole or in part, the remaining portion of this Agreement shall remain in effect. 22. ADDITIONAL ITEMS /SERVICES. Additional items and /or services may be added to this contract in compliance with the Purchasing Policy. 23. DISPUTE RESOLUTION. Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of Consultant with full decision- making authority and by County's staff person who would make the presentation of any settlement reached during negotiations to County for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed -upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of Consultant with full decision - making authority and by County's staff person who would make the presentation of any settlement reached at mediation to County's board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under section 44.102, Fla. Stat. 24. VENUE. Any suit or action brought by either party to this Agreement against the other party relating to or arising out of this Agreement must be brought in the appropriate federal or state courts in Collier County, Florida, which courts have sole and exclusive jurisdiction on all such matters. Page 6 of 9 h Packet Page -1160- 6/25/2013 16.E.2. 25. KEY PERSONNEIJCONTRACT STAFFING: The Consultant's personnel and management to be utilized for this project shall be knowledgeable in their areas of expertise. The County reserves the right to perform investigations as may be deemed necessary to ensure that competent persons will be utilized in the performance of the contract. The Consultant shall assign as many people as necessary to complete the required services on a timely basis, and each person assigned shall be available for an amount of time adequate to meet the service delivery dates. 26. ORDER OF PRECEDENCE: In the event of any conflict between or among the terms of any of the Contract Documents, the terms of the Request for Proposal, RFP and/or the Consultant's Proposal, the Contract Documents shall take precedence. In the event of any conflict between the terms of the RFP and the Consultant's Proposal, the language in the RFP would take precedence. 27. ASSIGNMENT: Consultant shall not assign this Agreement or any part thereof, without the prior consent in writing of the County. Any attempt to assign or otherwise transfer this Agreement, or any part herein, without the County's consent, shall be void. If Consultant does, with approval, assign this Agreement or any part thereof, it shall require that its assignee be bound to it and to assume toward Consultant all of the obligations and responsibilities that Consultant has assumed toward the County. Page 7 of 9 G Packet Page -1161- 6/25/2013 16.E.2. IN WITNESS WHEREOF, the Consultant and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. ATTEST: Dwight E. Brock, Clerk of Courts By: Dated: (SEAL) First Witness TType / print witness nameT Second Witness TType/ print witness nameT Approved as to Form and Legality: �o Assistant County Attorney cam. S�P'3 (2, A• 13 r- I?EM=© Print Name BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA By: Georgia A. Hiller, Esq., Chairwoman Page 8 of 9 Premiere Plus Realty Company 0 Signature TType/ print signature and titleT Packet Page -1162- G-1 ^ EXHIBIT A Fee Schedule 13 -6099 Residential Real Estate Consultants Real Estate Fee 1. Residential - real estate fee percentage applied to all real estate transactions 6% Page 9 of 9 Packet Page -1163- 6/25/2013 16.E.2. 6/25/2013 16.E.2. 4/23/2013 1 O.G. EXECUTIVE SUMMARY Recommendation that Board of County Commissioners request that staff prepare and release an RFP for professional real estate services so the county shall have standing contracts with both commercial and residential brokerage and property management firms, to assist the county with the purchase, sale, lease and management of the county's significant real estate holdings. The contracts shall be for a two year term. It is recommended that 2 commercial and 2 residential brokerage /property management firms shall be selected by the Board from among the applicants. The list of all applicants, to include staff's recommendation of the top ten firms, shall be presented to the Board for final selection and approval at the second public board meeting in June, 2013. Estal lishing such contracts for the county's benefit is in line with the county's existing practice of standing contracts with professionals such as engineers and appraisers, providing assistance and supplementing staff initiatives without the need to hire additional full time personnel. Nothing shall preclude the county from contracting with other real estate brokerage /management firms should the need arise, i.e., the need for specialized knowledge as to a specific project. OBJECTIVE: That Board of County Commissioners request that staff prepare and release an RFP for professional real estate services so the county shall have standing contracts with both commercial and residential brokerage and property management firms, to assist the county with the purchase, sale, lease and management of the county's significant real estate holdings. The contracts shall be for a two vear term. it is recommended that 2 commercial and 2 residential brokerage /property management firms shall be selected by the board from among the applicants. The List of all applicants, to include staff s recommendation of the top ten firms; shall_ be presented to the board for final selection and approval at the second public board meeting in June, 2013. Establishing such contracts for the county's benefit is in line with the county's existing practice of standing contracts with professionals such as engineers and appraisers, providing assistance and supplementing staff initiatives without the need to hire additional full time personnel. Nothing shall preclude the county from contracting with other real estate brokerage /management firms should the need arise, i.e,. the need for specialized knowledge as to a specific project. CONSIDERATIONS: The County has - shelf" contracts with professionals in a variety of fields such as engineering and appraisal services, where staff has the ability to call upon these professionals to assist with projects when the county's in -house professionals need assistance. This arrangement allows the county to deal with variable demands on it's staff without the need to hire additional FTEs. The professionals are called upon only when needed. Further. hiring real estate professionals allows the county to have the benefit of broader market exposure which will result in more competitive pricing -in all real estate transactions. FISCAL IMPACT- The cost of professional real estate brokerage services is commission based. Since the transactions that these professionals would be called upon to help with would involve an outside broker anyway, there is no additional cost to the county to enter into such standing contracts. As to property management services, property management fees would be in Packet Page -337 - Packet Page -1164- 6/25/2013 16.E.2. 4/23/2013 1 O.G. lieu of the cost of hiring additional FTEs to provide such services, thereby reducing the county's personnel costs since the county -'s fixed cost for such labor would be replaced by lower variable costs. For example, the county hires landscaping contractors, rather than having a larger in- house landscaping staff, for the same reasons. LEGAL CONSIDERATIONS: This item has been reviewed by the Count}- Attorney, raises no legal issues at this time, and requires .majority support for direction. -JAK RECOMMENDATION: That Board of County Commissioners request that staff prepare and release an RFP for professional real estate services so the county shall have standing contracts with both commercial and residential brokerage and property management firms, to assist the county with the purchase, sate, lease and management of the county's significant real estate holdings. The contracts shall be for a two year term. It is recommended that 2 commercial and 2 residential brokerage /property management firms shall be selected by the board from among the applicants. The list of all applicants, to include staffs recommendation of the top ten firms, shall be presented to the board for final selection and approval at the second public board meeting in June, 2013. Establishing such contracts for the county s benefit is in line with the county's existing practice of standing contracts with professionals such as engineers and appraisers, providing assistance and supplementing staff initiatives without the need to hire additional full time personnel. Nothing shall preclude the county from contracting with other real estate brokerage/management firms should the need arise, i.e., need for specialized knowledge as to a specific project. PREPARED BY: Commissioner Georgia Hiller, Chair - District 2 Packet Paae -338 - Packet Page -1165-