R19-038RESOLUTION R19- 038
A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA,
APPROVING AND AUTHORIZING THE CITY MANAGER TO SIGN
AN AGREEMENT WITH PROPERTY REGISTRATION
CHAMPIONS, LLC., DBA PROCHAMPS OF MELBOURNE, FL FOR
REGISTRATION AND MONITORING SERVICES OF VACANT,
ABANDONED AND FORECLOSED PROPERTY WITHIN THE
CITY; AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, Procurement Services issued a Request for Information No. RFI -001-
2019 to which only one response was received and opened on January 22, 2019; and
WHEREAS, Property Registration Champions has been the administrator of record
for the City since January 5, 2010; and
WHEREAS, this Agreement period is from March 1, 2019 to February 29, 2020 with
the option to renew the Agreement under the same Terms and Conditions for three (3)
additional one-year periods; and
WHEREAS, upon recommendation of staff, the City Commission has determined
that it is in the best interests of the residents of. the City to approve the Agreement between
the City of Boynton Beach and Property Registration Champions d/b/a ProChamps for
registration and monitoring services of vacant, abandoned and foreclosed property within the
City as a result of RFI No. RFI -001-2019; and authorize the City Manager to sign the
Agreement.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF
THE CITY OF BOYNTON BEACH, FLORIDA, THAT:
Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as
being true and correct and are hereby made a specific part of this Resolution upon adoption
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hereof.
Section 2. The City Commission does hereby approve and authorize the City
Manager to sign an Agreement between the City of Boynton Beach and Property Registration
Champions d/b/a ProChamps for registration and monitoring services of vacant, abandoned
and foreclosed property within the City as a result of RFI No. RFI -001-2019, a copy of which
is attached hereto as Exhibit "A".
Section 3. This Resolution will become effective immediately upon passage.
PASSED AND ADOPTED this j vj day of 12019.
ATTEST:
66� /,// 4
Jud' A. Pyle, CM
Ci Clerk
CITY OF BOYNTON BEACH, FLORIDA
YES NO
Mayor — Steven B. Grant
Vice Mayor — Justin Katz
Commissioner — Mack McCray
Commissioner — Christina L. Romelus
Commissioner — Ty Penserga
i
VOTE
(Corporate Seal) _ = vpY N?'0
V t 1920 s
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15482. LProchamps_Property_Registrgti n j0CRCTtD- sQ00CX
.�,� A 11
AGREEMENT
BETWEEN THE CITY OF BOYNTON BEACH AND
PROPERTY REGISTRATION CHAMPIONS, LLC.,
This Agreement is made as of this 1 st day of March, 2019 ("Effective Date") by and between
Property Registration Champions, LLC dba PROCHAMPS, 2725 Center Place, Melbourne, FL
32940 ("PRC") and the City of Boynton Beach, a Florida municipal corporation, with an address
at 3301 Quantum Blvd, Ste. 101, Boynton Beach, FL 33435 (the "City").
WITNESSETH:
WHEREAS, because of an overwhelming number of mortgage foreclosures on residential
and commercial properties that are in violation of the City of Boynton Beach Code of Ordinances,
the care of neglected lawns and exterior maintenance of structures is becoming a health and welfare
issue in the City of Boynton Beach; 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 09-040, the City's Property Registration Ordinance (the "Ordinance"); and
WHEREAS, pursuant to the Ordinance the City desires to enter into this Agreement with
Property Registration Champions, LLC. in order to provide services authorized pursuant to
Ordinance 09-040, 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:
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 as outlined in Exhibit "A".
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 of all foreclosed
property electronically registered and in compliance with the relevant City
ordinances.
C. PRC will charge a fee of Two Hundred -Fifty Dollars ($250.00) per applicant to
register all mortgagees who comply with Ordinance ("Registration Fee"). PRC
shall remit One Hundred -Fifty Dollars ($150.00) of the Registration Fee 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
151 day of the month during the term of this Agreement.
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 the City's website, and further direct traffic, via a hyperlink, to
PROCHAMPS.com The website found at www.PROCHAMPS.com will
automatically allow lenders and/or responsible parties to comply with the City's
Codes.
E. PRC will execute the City's website Link agreement and meet all City IT security,
and anti-viral requirements.
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 therefor. 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. TERM. This Agreement will terminate one (1) year from March 1, 2019. In addition, the
parties may agree to renew this Agreement for an additional three (3), one (1) year terms.
4. TERMINATION. This Agreement may be terminated by either Party with or without
cause, immediately upon thirty (30) calendar days written notice. Upon termination by
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City, PRC shall cease all work performed hereunder and forward to City any Registration
Fees owed to the City.
SCOPE OF SERVICES:
• PRC must cite the ordinance to the responsible person and inform that person of
the requirement to register;
• PRC is required to collect all of the necessary information required to comply with
the registration per City Code (Section 10-51.5);
• PRC shall select a responsible Property Manager.
• PRC must train and provide support with the responsible person in order for the
lender to electronically register the information
• PRC must collect the registration fee on behalf of the government and pay the
government agreed upon rate.
0 PRC must train and provide support to the government officials on the use of the
procedure to attain the necessary information
• PRC must provide the financial accounting for the registrations in compliance with
the ordinance.
• PRC must provide the records of lenders not in compliance with the ordinance.
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 CITY OF BOYNTON BEACH 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 contractors protective liability and personal
injury liability.
C. Business Auto Liability coverage is to include bodily injury and property damage
arising out of operation, maintenance or use of any auto, including owned, non -
owned and hired automobiles and employee non -ownership with limits of not less
than $1,000,000.00 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
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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 emailed to the City's Risk
Management Department: coi@bbfl.us at the time PRC executes this Agreement.
7. OWNERSHIP AND USE OF DOCUMENTS. All documents, records, applications, files
and other materials produced by PRC in connection with the services rendered pursuant to
this Agreement shall be the property of the City, and shall be provided to City upon request.
PRC shall be permitted to retain copies, including reproducible copies, of drawings and
specifications for information, reference and use in connection with Property Registration
Champions, LLC's endeavors. In the event of termination of this Agreement, any reports,
records, documents, forms, and other data and documents prepared by PRC whether
finished or unfinished shall become the property of the City, and shall be delivered by PRC
to the City Manager within seven (7) days of termination of this Agreement by either party.
Any compensation due to PRC shall be withheld until all documents are received as
provided herein.
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 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 Property Registration
Champions, LLC,'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 Property Registration Champions, LLC.'s records, PRC shall comply
with all requirements thereof; however, no confidentiality or non -disclosure
requirement of either federal or state law shall be violated by Property Registration
Champions, LLC. Any incomplete or incorrect entry in such books, records, and
accounts shall be a basis for City's disallowance and recovery of any payment upon
such entry.
B. In addition, PRC shall respond to the reasonable inquiries of any successor
companies and allow and successor companies to receive working papers relating
to matters of continuing significance. In addition, PRC shall provide a complete
copy of all documents papers to the City, prior to any final payment, in accordance
with this Agreement.
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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 Property Registration Champions, LLC'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.
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: City of Boynton Beach
P.O. Box 310
Boynton Beach, FL 33425
Attn: Lori LaVerriere, City Manager
Copy To: James A. Cherof, City Attorney
Goren, Cherof, Doody & Ezrol, P.A.
3099 East Commercial Boulevard, Suite 200
Fort Lauderdale, Florida 33308
Telephone No.(954) 771-4500
Facsimile No. (954) 771-4923
PRC: Property Registration Champions, LLC.
2725 Center Place
Melbourne, FL 32940
Attention: David Mulberry
11. ASSIGNMENT. This Agreement, or any interest herein, shall not be assigned, transferred
or otherwise encumbered, under any circumstances, by PRC without the prior written
consent of City. For purposes of this Agreement, any change of ownership of PRC shall
constitute an assignment which requires City approval. However, this Agreement shall run
to the City and its successors and assigns.
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12. AMENDMENTS. It is further agreed that no modification, amendment or alteration in the
terms or conditions contained herein shall be effective unless contained in a written
document executed with the same formality and of equal dignity herewith.
13. BINDING AUTHORITY. Each person signing this Agreement on behalf of either party
individually warrants that he or she has full legal power to execute this Agreement on
behalf of the party for whom he or she is signing, and to bind and obligate such party with
respect to all provisions contained in this Agreement.
14. LAWS AND ORDINANCES. 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.
15. 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.
16. 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.
17. SEVERABILITY. If any provision of this Agreement or application thereof to any person
or situation shall to any extent, be held invalid or unenforceable, the remainder of this
Agreement, and the application of such provisions to persons or situations other than those
as to which it shall have been held invalid or unenforceable shall not be affected thereby,
and shall continue in full force and effect, and be enforced to the fullest extent permitted
by law.
18. GOVERNING LAW. This Agreement shall be governed by the laws of the State of Florida
with venue lying in Palm Beach County, Florida.
19. ATTORNEY'S FEES AND COSTS. In the event of a dispute arising out of this Agreement,
the prevailing party shall be entitled to recover reasonable attorney's fees, paralegal
expenses, and costs, including fees and costs incurred at all pretrial, trial and appellate
levels.
20. ENTIRE AGREEMENT. This Agreement represents the entire and integrated agreement
between the CITY and the PRC and supersedes all prior negotiations, representations or
agreements, either written or oral.
21. The City is public agency subject to Chapter 119, Florida Statutes. The Contractor shall
comply with Florida's Public Records Law. Specifically, the Contractor shall:
A. Keep and maintain public records required by the CITY to perform the service;
B. Upon request from the CITY's custodian of public records, provide the CITY with
a copy of the requested records or allow the records to be inspected or copied within
a reasonable time at a cost that does not exceed the cost provided in chapter 119,
Fla. Stat. or as otherwise provided by law;
C. Ensure that public records that are exempt or that are confidential and exempt from
public record disclosure requirements are not disclosed except as authorized by law
for the duration of the contract term and, following completion of the contract,
Contractor shall destroy all copies of such confidential and exempt records
remaining in its possession once the Contractor transfers the records in its
possession to the CITY; and
D. Upon completion of the contract, Contractor shall transfer to the CITY, at no cost
to the CITY, all public records in Contractor's possession All records stored
electronically by Contractor must be provided to the CITY, upon request from the
CITY's custodian of public records, in a format that is compatible with the
information technology systems of the CITY.
E. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUES, TO
THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC
RECORDS RELATING TO THIS CONTRACT, CONTACT THE
CUSTODIAN OF PUBLIC RECORDS:
(CITY CLERK) 3301 QUANTUM BLVD.
BOYNTON BEACH, FLORIDA, 33435.
561-742-6061.
PYLEJ@BBFL.US
22. SCRUTINIZED COMPANIES -- 287.135 AND 215.473
By execution of this Agreement, Contractor certifies that Contractor is not participating in a
boycott of Israel. Contractor further certifies that Contractor is not on the Scrutinized Companies
that Boycott Israel list, not on the Scrutinized Companies with Activities in Sudan List, and not on
the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or has
Contractor been engaged in business operations in Syria. Subject to limited exceptions provided
in state law, the City will not contract for the provision of goods or services with any scrutinized
company referred to above. Submitting a false certification shall be deemed a material breach of
contract. The City shall provide notice, in writing, to Contractor of the City's determination
concerning the false certification. Contractor shall have five (5) days from receipt of notice to
refute the false certification allegation. If such false certification is discovered during the active
contract term, Contractor shall have ninety (90) days following receipt of the notice to respond in
writing and demonstrate that the determination of false certification was made in error. If
Contractor does not demonstrate that the City's determination of false certification was made in
error then the City shall have the right to terminate the contract and seek civil remedies pursuant
to Section 287.135, Florida Statutes, as amended from time to time.
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IN WITNESS WHEREOF, the parties hereto have affixed their hands and seals the day and year
first above written.
CITY OF BOYNTON BEACH
d�� v
Lori LaVerriere, City Manager
Attest/Authenticated:
4440(k
Judy Ve, eity41erk
Approved as to Form:
Cherof, gjt5rAttorney
PROPERTY REGISTRATION CHAMPIONS,
LLC
S' nature of Authorized Official
DG(.V l d- IU u kx_ K► -
Printed Name of Authorized Official
Title
(CorpoWe"Seal
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Attest/Authenticated :
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EXHIBIT "A"
Ordinance Requirements
Ordinance No. 15-001 and Resolution No. R15-017*:
Foreclosure:
Registration Fee
$250
Late Fee
N/A
Registration Triggers
- Pre -Filing (default)', Occupied or Vacant
- Post -Filing (NOD"/LP"'), Occupied or Vacant
- REO'", Occupied or Vacant
Renewal
12 months
Org Exemptions
VA, HUD, USDA per PRC policy
Property Exemptions
N/A
Resolution No: RI 1-033:
Foreclosure•
Registration Fee
$200
Late Fee
N/A
Registration Triggers
- Pre -Filing (default), Vacant
- Post -Filing (NOD/LP), Vacant
- REO, Occupied or Vacant
Renewal
12 months
Org Exemptions
VA, HUD, USDA per PRC policy
Property Exemptions
Vacant Lots
Ordinance No. 09-040:
Foreclosure:
Registration Fee
$150
Late Fee
N/A
Registration Triggers
- Pre -Filing (default), Vacant
- Post -Filing (NOD/LP), Vacant
- REO, Vacant
Renewal
12 months
Org Exemptions
VA, HUD, USDA per PRC policy
Property Exemptions
Vacant Lots
*PRC acknowledges Ordinance No. 18-007 that clarified the language in Ordinance No. 15-001 but did not make
any changes to the requirements
' Pre-filing(default) - captures the time period during which the terms of the mortgage are not being complied
with but before a notice of default or a lis pendens is filed.
NOD — Notice of Default
LP — Lis Pendens
REO — Real Estate Owned
PRC:0�/Community: 9