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2017-163-3268 - Community Champions - Abandoned Property Registration with Signed ContractRESOLUTION NO. 2017-163-3268 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MIAMI GARDENS, FLORIDA, ENTERING INTO THAT CERTAIN SERVICE AGREEMENT WITH COMMUNITY CHAMPIONS CORPORATION FOR ABANDONED PROPERTY REGISTRATION ATTACHED HERETO AS EXHIBIT "A" BY RELYING ON THAT CERTAIN CITY OF JACKSONVILLE RFP NO. 38-15; PROVIDING FOR INSTRUCTIONS TO THE CITY CLERK; PROVIDING FOR THE ADOPTION OF REPRESENTATIONS; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City previously enacted Section 28-301 of the Code of Ordinances, whereby Mortgage Companies are required to register with the City of Miami Gardens when a property goes into foreclosure, and WHEREAS, the City intends to contract with Community Champions Corporation to assist the City with its abandoned property registry and to collect fees on behalf of the City by relying upon that certain City of Jacksonville RFP No. 38-15, and WHEREAS, all of the fees to be paid to Community Champions for this service will be paid out of the registration fees, NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF MIAMI GARDENS, FLORIDA AS FOLLOWS; Section 1: ADOPTION OF REPRESENTATIONS: The foregoing Whereas paragraphs are hereby ratified and confirmed as being true, and the same are hereby made a specific part of this Resolution. Section 2: AUTHORIZATION: The City Manager is hereby authorized to execute that certain Agreement attached hereto as Exhibit "A" with Champions Corporation for Abandoned Property Registration by relying on that certain City of Jacksonville RFP No. 38-15. Section 3: DIRECTIONS TO THE CITY CLERK: The City Clerk is hereby directed to obtain two (2) fully executed copies of the subject Agreement with one to be maintained by the City, and one to be delivered to Community Champions. Section 4: EFFECTIVE DATE: This Resolution shall take effect immediately upon its final passage. PASSED AND ADOPTED BY THE CITY COUNCIL OF THE CITY OF MIAMI GARDENS AT ITS REGULAR MEETING HELD ON NOVEMBEIO, 2017. ERHABOR IGHO^^, VICE I^AYOR ATTEST: uSmcTcROMETTA TAYLOR, I^C, CITY CLERK PREPARED BY: SONJA KNIGHTON DICKENS, CITY ATTORNEY SPONSORED BY: CAMERON D. BENSON, CITY MANAGER Moved by: Councilwoman Davis Seconded by: Councilwoman Robinson VOTE: 6-0 Mayor Oliver Gilbert, III (Yes) (No) Not present Vice Mayor Erhabor Ighodaro, Ph.D. x (Yes) (No) Councilwoman Lisa C. Davis _x (Yes) (No) Councilman Rodney Harris _x (Yes) (No) Councilwoman Lillie Q. Odom _x (Yes) (No) Councilwoman Felicia Robinson _x (Yes) (No) Councilman David Williams Jr _x (Yes) (No) RESOLUTION NO. 2017-163-3268 City of Miami Gardens Agenda Cover Memo Council Meeting Date: November 8, 2017 Item Type: (Enter X in box) Resolution Ordinance Other X Fiscal Impact: (Enter X in box) Yes No Ordinance Reading: (Enter X in box) 1st Reading 2nd Reading X Public Hearing: (Enter X in box) Yes No Yes No X Funding Source: Advertising Requirement: (Enter X in box) Yes No X Contract/P.O. Required: (Enter X in box) Yes No RFP/RFQ/Bid #: N/A X Strategic Plan Related (Enter X in box) Yes No Strategic Plan Priority Area: Enhance Organizational Bus. & Economic Dev Public Safety Quality of Education Qual. of Life & City Image Communication Strategic Plan Obj./Strategy: (list the specific objective/strategy this item will address) Sponsor Name Mayor Oliver Gilbert, III Department: Mayor and Council Short Title: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MIAMI GARDENS, FLORIDA, ENTERING INTO THAT CERTAIN SERVICE AGREEMENT WITH COMMUNITY CHAMPIONS CORPORATION FOR ABANDONED PROPERTY REGISTRATION ATTACHED HERETO AS EXHIBIT “A” BY RELYING ON THAT CERTAIN CITY OF JACKSONVILLE RFP NO. 38-15; PROVIDING FOR INSTRUCTIONS TO THE CITY CLERK; PROVIDING FOR THE ADOPTION OF REPRESENTATIONS; PROVIDING FOR AN EFFECTIVE DATE. Staff Summary: The City previously enacted Section 28-301 of the Code of Ordinances, whereby Mortgage Companies are required to register with the City of Miami Gardens when a property goes into foreclosure. The City intends to contract with Community Champions Corporation to assist the City with its abandoned property registry and to collect fees on behalf of the City, by relying upon that certain City of Jacksonville RFP No P-38-15. All of the fees to be paid to Community Champions for this service will be paid out of the registration fees. Proposed Action: That the City Council approves the Resolution. Attachment: Exhibit “A” – proposed Contract between the City and Community Champions Corporation AGENDA ITEM K-1 AGMNT WITH COMMUNITY CHAMPION CORP FOR ABANDONED PROPERTY REGISTRATION 1 SERVICES AGREEMENT BETWEEN THE CITY OF MIAMI GARDENS AND COMMUNITY CHAMPIONS CORPORATION This Agreement is made as of this ____ day of ____________, 20___ by and between Property Registration Champions Corp (PRC), a Florida Corporation and a Community Champions Company, with offices at 2725 Center Place, Melbourne, FL 32940 (“PRC”,) and the City of Miami Gardens, Florida, a State of Florida municipal corporation, with an address at 18605 NW 27th Avenue, Miami Gardens, Florida 33056 (“CITY”). WITNESSETH: WHEREAS, because of an overwhelming number of mortgage foreclosures on residential and commercial properties that are in violation of the City of Miami Gardens Code of Ordinances, the care of neglected lawns and exterior maintenance of structures is becoming a health and welfare issue in the City of Miami Gardens; and, WHEREAS, in order to promptly and efficiently address the issues related to the maintenance of foreclosed residential and commercial properties; the CITY Commission adopted Ordinance “2010- 23-231,” as amended, the CITY’s Property Registration Ordinance ("Ordinance"); and WHEREAS, the CITY desires to enter into this Agreement with PRC in order to provide services authorized pursuant to Section 28-301 of the Code of Ordinances, as amended to register vacant, abandoned, and foreclosed properties so that the City can properly address violations of the CITY’s property maintenance codes (hereinafter "foreclosed property"). WHEREAS, PRC will also provide an electronic registration process that is cost-free and revenue- generating for the CITY. NOW THEREFORE, in consideration of the mutual covenants contained herein, and for other valuable consideration received, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: I. PRC RESPONSIBILITIES. A. PRC will cite the CITY’s Ordinance to mortgagees and proactively contact those that file a public notice of default, lis pendens, foreclosure action, and or take title to real property via foreclosure or other any legal means. PRC will electronically provide for registration of foreclosed properties in violation of applicable CITY ordinances. B. PRC will pay for all expenses related to registration of all foreclosed property, and all administrative costs and fees related thereto. PRC will investigate, report, or take corrective measures monthly to update property status 2 of all foreclosed property electronically registered and in compliance with the relevant CITY ordinances. C. PRC will charge a fee as directed by the CITY to each Registrant to register all mortgagees who comply with the Ordinance (“Registration Fee”). PRC shall retain $100 of each collected registration fee and remit the balance to the CITY in consideration of the services provided. PRC shall forward payment of the CITY’s portion of the registration fee to the CITY’s Finance Department no later than the 15th day of the following month during the term of this Agreement. Should there be a fee required for public/official record data acquisition integral to the performance of the scope of work required under the terms and provisions of this contract, those charges will be deducted from the remittance for the actual costs of said charges or subscriptions. D. PRC agrees to provide a website for the registration of each foreclosed property in order to enable compliance with the CITY’s ordinances. The website will direct registrants to a hyperlink, www.proCHAMPS.com. The website found at www.proCHAMPS.com will automatically allow lenders and/or responsible parties to comply with the CITY’s Property Registration Codes. E. PRC, will meet or exceed all CITY IT security, and anti-viral requirements. F. PRC responsibilities will commence on the effective date of this agreement. 2. Indemnification: A. PRC shall indemnify and save harmless and defend the CITY , its trustees, elected and appointed officials, agents, servants and employees from and against any claim, demand or cause of action of whatsoever kind or nature arising out of error, omission, or negligent act of PRC, its agents, servants or employees in the performance of its obligations pursuant to this Agreement, for all costs, losses and expenses, including but not limited to, damages to persons or property, judgments, reasonable attorney's fees, paralegal expenses, and court costs at both the trial and appellate levels arising out of or in connection with the operations permitted under this Agreement. B. The parties recognize that various provisions of this Agreement, including but not necessarily limited to this Section, provide for indemnification by PRC and requires a specific consideration be given therefore. The parties therefore agree that the sum of Ten Dollars and 00/100 ($10.00), receipt of which is hereby acknowledged, is the specific consideration for such indemnities, and the providing of such indemnities is deemed to be part of the specifications with respect to the services to be provided by PRC. Furthermore, the parties understand and agree that the covenants and representations relating to this indemnification provision shall serve the term of this Agreement and continue in full force and effect as to the party's responsibility to indemnify. PRC will indemnify and hold CITY harmless for any negligent acts of PRC or for any violation of any intellectual property laws, contracts or statutes. 3 3. EFFECTIVE DATE and TERM. The effective date of this Agreement is the date signed, or the date that amendments have been made to Section 28-301 of the City of Miami Gardens Code of Ordinances. This Agreement will terminate two (2) years from the effective date. In addition, the parties may agree to renew this Agreement for an additional (3) three- one (1) year term(s) through the execution of a written amendment to this Agreement signed by both parties. 4. TERMINATION. This Agreement may be terminated by either Party with or without cause, immediately upon thirty (30) calendar day’s written notice. Upon termination by CITY, PRC shall cease all work performed and forward to CITY any Registration Fees owed to the CITY. 5. CONTRACT DOCUMENTS: The following list of documents which are attached hereto as exhibits to this Agreement shall be incorporated into this Agreement, as if fully set forth herein by reference: A. CITY Ordinance “2010-23-231,” with amendments dated: September 9, 2010; 6. INSURANCE. PRC shall provide and maintain in force at all times during the Agreement with the CITY , such insurance, including Workers' Compensation and Employer's Liability Insurance, Comprehensive General Liability Insurance, Automobile Liability Insurance and Errors and Omissions Insurance as will assure to Placentia the protection contained in the foregoing indemnification undertaken by PRC. A. Workers' Compensation Statutory limits with $100,000 Employers Liability. B. Commercial General Liability Insurance with limits of no less than $1,000,000.00. Bodily injury shall include operations and premises liability, products and completed operations, owners, and contractor’s protective liability and personal injury liability. C. Business Auto Liability coverage is to include bodily injury and property damage arising out of operation, maintenance or use of any auto, including owned, non-owned and hired automobiles and employee non-ownership with limits of not less than $1,000,000.00 per occurrence. D. Errors and Omissions Insurance limits of liability provided by such policy shall be no less than $1,000,000.00 to assure CITY the indemnification specified herein. E. A Certificate of Insurance acceptable to the CITY shall be provided listing the above coverages and providing 30 days prior written notice to the CITY in the case of cancellation. The CITY shall be named as an additional insured and a certificate holder on the Commercial, General, Automobile, and Professional. Liability Policies with a waiver of subrogation on the Workers' Compensation Employer's Liability Policy. A copy of the certificate shall be mailed to the CITY’s Risk Management Department at the time PRC executes this Agreement. 4 7. OWNERSHIP AND USE OF DOCUMENTS. All information collected by PRC from registering parties in connection with the registration of a property pursuant to this Agreement shall be the property of the CITY, and shall be provided to CITY upon request. PRC shall be permitted to retain copies, including reproducible copies, of drawings and specifications for information, reference and use in connection with PRC's endeavors. 8. AUDIT AND INSPECTION RIGHTS AND RETENTION OF RECORDS. A. CITY shall have the right to audit the books, records and accounts of PRC that are related to this Agreement. PRC shall keep, in digital or hard copy format, whichever format PRC so chooses, such book, records, and accounts as may be necessary in order to record complete and correct entries related to this Agreement. PRC shall preserve and make available, at reasonable times for examination and audit by the CITY , all financial records, supporting documents, statistical records, and any other documents pertinent to his Agreement for the required retention period of the Florida Public Records Act (Chapter 119, Florida Statutes), if applicable, or, if the Florida Public Records Act is not applicable, for a minimum period of three (3) years after termination of this Agreement, unless PRC is notified in writing by the CITY of the need to extend the retention period. Such retention of such records and documents shall be at PRC's expense. If an audit has been initiated and audit findings have not been resolved at the end of the retention period or three (3) years, whichever is longer, the books, records, and accounts shall be retained until resolution of the audit findings. If the Florida Public Records Act is determined by the CITY to be applicable to PRC's records, PRC shall comply with all requirements thereof; however, no confidentiality or non-disc1osure requirement of either federal or state law shall be violated by PRC. B. In addition, for a period of 6 (six) months following the termination of this agreement, PRC shall respond to the reasonable inquiries of any successor companies and allow and successor companies to receive information in digital or hard copy format, whichever format PRC so chooses, relating to matters of continuing significance. 9. INDEPENDENT CONTRACTOR. This Agreement does not create an employee/employer relationship between the parties. It is the intent of the parties that PRC is an independent contractor under this Agreement and not the CITY’s employee for all purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Workers Compensation Act, and the State unemployment insurance law. PRC shall retain sole and absolute discretion in the judgment of the manner and means of carrying out PRC's activities and responsibilities hereunder. PRC agrees that it is a separate and independent enterprise from the CITY , that it has full opportunity to find other business, that it make its own investment in its business, and that it will utilize a high level of skill necessary to perform the work. This Agreement shall not be construed as creating any joint employment relationship between PRC and the CITY and the CITY will not be liable for any obligation incurred by PRC, including but not limited to unpaid minimum wages and/or overtime premiums. 5 10. NOTICES. Whenever any party desires to give notice unto any other party, it must be given by written notice, sent by registered United States mail, with return receipt requested, hand delivery or facsimile transmission with receipt of delivery, addressed to the party for whom it is intended and the remaining party, at the places last specified, and the places for giving of notice shall remain such until they shall have been changed by written notice in compliance with the provisions of this section. Notice shall be deemed to have been given upon receipt. For the present, PRC and the CITY designate the following as the respective places for giving of notice: CITY: CAMERON D. BENSON, City Manager City of Miami Gardens 18605 N.W. 27th Ave Miami Gardens, Fl 33056 Copy To: Sonja K. Dickens, City Attorney (Same address) PRC: David Mulberry, President/CEO 2725 Center Place Melbourne, FL 32940 Telephone No. (321) 421-6639 Fax No. (321) 396-7776 11. ASSIGNMENT. For purposes of this Agreement, any change of ownership of PRC shall constitute an assignment which requires PRC to notify CITY in advance. This Agreement shall run to the CITY and its successors and assigns. 12. AMENDMENTS. It is further agreed that no modification, amendment or alteration in the terms or conditions contained herein shall be effective unless contained in a written document executed with the same formality and of equal dignity herewith. 13. CITY acknowledges prior to this agreement registering properties governed by the original ordinance. On a date, agreed upon by PRC, prior to the effective date of this Agreement, the CITY will provide PRC a digital file, in format agreeable to PRC, containing all of the information of all properties registered by the CITY. All registrations and fees received by the CITY during the period from the data delivery date to the effective date will be submitted to PRC and considered registrations by PRC under the terms of this Agreement. If the CITY is unable to provide the agreed upon digital file then the CITY will provide PRC all property registration information, including but not limited to registration forms, to PRC for manual entry into the PRC database. If manual entry of this information is required of PRC, the CITY agrees to compensate PRC $5.00 per property. Any data entry compensation due PRC will be withheld from future registration fees due the CITY per this Agreement. 6 14. BINDING AUTHORITY. Each person signing this Agreement on behalf of either party individually warrants that he or she has full legal power to execute this Agreement on behalf of the party for whom he or she is signing, and to bind and obligate such party with respect to all provisions contained in this Agreement. 15. LAWS AND ORDINANCES. PRC shall observe all laws and ordinances of the CITY, county, state, federal or other public agencies directly relating to the operations being conducted pursuant to this Agreement. 16. EQUAL EMPLOYMENT OPPORTUNITY. In the performance of this Agreement, PRC shall not discriminate against any firm, employee or applicant for employment or any other firm or individual in providing services because of sex, age, race, color, religion, ancestry or national origin. 17. WAIVER. Any failure by CITY to require strict compliance with any provision of this Agreement shall not be construed as a waiver of such provision, and CITY may subsequently require strict compliance at any time, notwithstanding any prior failure to do so. 18. SEVERABILITY. If any provision of this Agreement or application thereof to any person or situation shall to any extent, be held invalid or unenforceable, the remainder of this Agreement, and the application of such provisions to persons or situations other than those as to which it shall have been held invalid or unenforceable shall not be affected thereby, and shall continue in full force and effect, and be enforced to the fullest extent permitted by law. 19. GOVERNING LAW. This Agreement shall be governed by the laws of the State of Florida with venue lying in Miami-Dade County, Florida. 20. ATTORNEY'S FEES AND COSTS. In the event of a dispute arising out of this Agreement, the prevailing party shall be entitled to recover reasonable attorney's fees, paralegal expenses, and costs, including fees and costs incurred at all pretrial, trial and appellate levels. 21. ENTIRE AGREEMENT. This Agreement represents the' entire and integrated agreement between the CITY and the PRC and supersedes all prior negotiations, representations or agreements, either written or oral. IN WITNESS WHEREOF, the parties hereto have affixed their hands and seals the day and year first above written. CITY OF MIAMI GARDENS CITY OF MIAMI GARDENS, a municipal ATTEST: corporation By: By: PROPOSED AGREEMENT BETWEEN THE CITY OF MIAMI GARDENS, FLORIDA AND PROPERTY REGISTRATION CHAMPIONS CORP (PRC) A FLORIDA CORPORATION AND A COMMUNITY CHAMPIONS COMPANY 7 Ronetta Taylor, City Clerk Cameron Benson, City Manager APPROVED AS TO LEGAL FORM AND CORRECTNESS: Sonja Knighton Dickens, City Attorney PRC ________________________________________ Date: ___________________ _____________________________________ [Printed Name of Officer] Property Registration Champions Corp (PRC), a Florida Corporation and a Community Champions Company 2725 Center Place Melbourne, FL 32940