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HomeMy WebLinkAboutC2015-463 - 12/15/2015 - Approved Real Estate Brokerage Service Agreement Service Agreement No. 5Q �P THIS Real Estate Brokerage Service Agreement (this "Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City"), acting by and through its City Manager or his designee ("City Manager"), and ("Contractor"), effective for all purposes upon execution by the City Manager. The Cl ower Company WHEREAS Contractor has proposed to provide Real Estate Brokerage Service in response to Event No.64; WHEREAS the City has determined Contractor to be the most advantageous proposer; NOW,THEREFORE,Contractor and City enter into this Agreement and agree as follows: 1. Services. Contractor shall provide Real Estate Brokerage Service in accordance with Event No. 64 ("Services"), which request for proposal and related specifications, if any,are attached to this Agreement and incorporated by reference into this Agreement as Exhibit "A". Contractor's proposal to provide the services is attached to this Agreement and incorporated by reference into this Agreement as Exhibit"B". 2. Term. This Agreement is for a term of six (6) months, commencing on the date signed by the City Manager and continuing for six (6) months thereafter. The term includes an option to extend for up to three(3)additional six-month periods subject to the approval of the Contractor and the City Manager. 3. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement including deductions for non-performance and authorizations for payment. All of the Contractor's notices and communications regarding this Agreement must be directed to the Contract Administrator, who serves as the Parks and Recreation Department Contract Administrator,unless indicated otherwise in this Agreement. 4. Independent Contractor. Contractor shall perform the Services hereunder as an independent contractor and furnish such Services in its own manner and method, and under no circumstances will any employee,agent,or representative of the Contractor be considered an employee of the City. 5.Insurance. Before Services can begin under this Agreement,the Contractor's insurance company must deliver a Certificate of Insurance as proof of the required insurance coverages to the Contract Administrator. Additionally, the certificate must state that the Parks and Recreation Department Contract Administrator and the City's Risk Manager will be given at least thirty(30)days' notice of cancellation, material change in the coverages,or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 15 days of the City Manager's written request to Contractor. 6. Assignment. No assignment of this Agreement nor any right or interest herein held by the Contractor is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is the essence of this Agreement, and the City's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 7. Fiscal Year. All parties recognize that the continuation of any contract after the close of any fiscal year of the City (the City's fiscal year ends each September 30th) is subject to budget approval and appropriations providing for such contract item as an expenditure in the fiscal budget. The City does not 22 2015-463 12/15/15 M2015-135 The Clower Company INDEXED __ represent that a budget item for this Agreement will be actually adopted, as that determination is within the sole discretion of the City Council at the time of adoption of each fiscal budget. 8. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 9. Compliance with Laws. This Agreement is subject to all applicable federal, state and local laws. All duties of the parties will be performed in Corpus Christi,Texas. The applicable law for any legal disputes arising out of this Agreement is the law of Texas, and the forum and venue for such disputes is the appropriate district or county court in and for Nueces County,Texas. 10. Subcontractors. The Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Parks and Recreation Department Contract Administrator. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the services. 11. Amendments. This Agreement may be amended only in writing and signed by persons authorized to execute the same by both parties. 12. Termination. A. The City Manager may terminate this Agreement for Contractor's failure to perform the services specified in this Agreement and its exhibits. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period stated in the notice, the City Manager may terminate this Agreement immediately thereafter. Failure to keep all insurance policies in force for the entire term of this Agreement is grounds for termination. B. Alternatively, the City may terminate this Agreement without cause upon twenty(20) days' advance written notice to the Contractor. However,the City may terminate this Agreement upon twenty-four(24) hours' advance written notice to the Contractor for the Contractor's failure to pay any required taxes or to provide proof of payment of taxes as set out in this Agreement. The Contractor may terminate this Agreement upon ninety(90)days' advance written notice to the City. 13.Taxes. The Contractor covenants to pay all applicable federal and state payroll taxes,Medicare taxes, FICA taxes, unemployment taxes, and all other taxes in accordance with Circular E "Employer's Tax Guide", Publication 15, as it may be amended. Upon request, the City Manager shall be provided proof of payment of these taxes within fifteen(15)days of such request. 14.Drug Policy. The Contractor must adopt and enforce a"Drug Free Workplace"policy. 15.Violence Policy. The Contractor must adopt and enforce a"Violence in the Workplace"policy. 16.Notice. Notice must be given by personal delivery,facsimile(fax),or by certified mail,postage prepaid and return receipt requested,and is deemed received on the date hand-delivered or faxed,with proof of accepted transmission,and on the third day after deposit in the U.S.mail if sent certified mail. Notice must be sent as follows: 23 IF TO CITY: City of Corpus Christi Attention: Development Services Department Contract Administrator P.O. Box 9277 Corpus Christi,Texas 78469-9277 1201 Leopard St. Corpus Christi,Texas 78401 Fax#(361)826-4464 IF TO CONTRACTOR: Contractor Name: The Cl ower Company Contact Person: George B. Clower Mailing Address: P.O. Box 2525 City,State,ZIP: Corpus Christi , Texas 78403 Physical Address: 415 Starr St. City,State,ZIP: Corpus Christi , Texas 78401 Fax#: 361 .880.4118 17. Month-to-Month Extension. If the City has not completed the procurement process and awarded a new Real Estate Brokerage Service Agreement upon expiration of the original contract term or any extension period, the Contractor shall continue to provide goods/services under this Agreement at the most current price, in accordance with the terms and conditions of this Agreement or extension, on a month-to-month basis not to exceed six months. Any month-to-month provision of goods/services by the Contractor under this Agreement automatically terminates on the effective date of a new contract. 18. Severability. Each provision of this Agreement is severable and if, for any reason, any provision or any part thereof is determined to be invalid and contrary to any applicable law, such invalidity shall not impair the operation of or affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part thereof had been omitted. 19. INDEMNIFICATION. CONTRACTOR SHALL INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS AND CAUSES OF ACTION OF ANY NATURE ON ACCOUNT OF DEATH, PERSONAL INJURIES, PROPERTY LOSS OR DAMAGE OR ANY OTHER KIND OF LOSS OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT REGARDLESS OF WHETHER THE INJURIES, DEATH, OR DAMAGES ARE CAUSED OR ARE CLAIMED TO BE CAUSED BY THE CONCURRENT OR CONTRIBUTORY NEGLIGENCE OF INDEMNITEES BUT NOT IF BY THE SOLE NEGLIGENCE OF INDEMNITEES UNMIXED WITH THE FAULT OF ANY OTHER PERSON OR ENTITY. CONTRACTOR MUST, AT ITS OWN EXPENSE,INVESTIGATE ALL CLAIMS AND DEMANDS,ATTEND TO THEIR 24 1 ___ _. SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL REASONABLY SATISFACTORY TO INDEMNITEES, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SURVIVE THE EXPIRATION OR SOONER TERMINATION OF THIS AGREEMENT. Contractor: The Cl ower ampany Signature: ,1111111(10.4r Printed Name: forge B. Cl ower Title: ice President Date: Nov. 16th, 2015 CITY OF CORPUS CHRISTI Signature: 11 Printed Name: Y1r.u,r .t P+d�„ ..: •.. )I:EST: t • _ ` - - Title: ProCAA r.*r....k ^-Vo^^'y•r REBECCA HUERTA CITY SECRETARY Date: 12- 12., / is-- Incorporated rIncorporated by Reference: Exhibit A:Request for Proposal Event No.64(Available upon request) Exhibit B:Contractor's Proposal(Available upon request) mosto as two: Lisa Aguilar 44 Assistant Ci ttomey SY C RINCIL.. For City Attorney SECRETARYv 25 CITY OF CORPUS CHRISTI PURCHASING DIVISION 00)":5 c4•4., /NCORPORoto /85'2- REQUEST 852REQUEST FOR PROPOSAL ("RFP") Real Estate Brokerage Services Property Sale Event # 64 Release Date: July 18, 2015 Submission Due: August 14, 2015 Table of Contents Section 1 Notice of Request for Proposal 1.1 Request for Proposal 1.2 Submission of Proposal 1.3 Schedule Section 2 Conditions Governing the Procurement 2.1 RFP Notice Requirement 2.2 RFP Procedural and Content Questions 2.3 Basis for Proposal 2.4 Submission of Proposals 2.5 Proposal Terms and Conditions 2.6 Disclosure of Proposal Contents 2.7 Late Proposals 2.8 Signing of Proposals 2.9 Cost of Proposal 2.10 Disclosure of Interest 2.11 Ownership of Proposals 2.12 Disqualification or Rejection of Proposals 2.13 Rejection of Proposals 2.14 Right to Waive Irregularities 2.15 Withdrawal of Proposals 2.16 Amending of Proposals 2.17 Proposal Offer Firm 2.18 Proposer's Qualifications 2.19 Exceptions to RFP Specifications 2.20 Consideration of Proposals 2.21 Termination of RFP 2.22 Service Agreement 2.23 Precedence of Contract Documents 2.24 Governing Law 2.25 No Obligation 2.26 Contract Deviations 2.27 Sufficient Appropriation 2.28 Recommendation for Award 2.29 Award of Contract 2.30 Execution of Contract 2.31 Disputes 2.32 Change in Proposer's Representative 2.33 Term 2.34 Change Requests 2.35 Termination of Contract 2.36 Indemnification 2.37 Insurance Requirements 2.38 Right to Publish 2.39 Proposer's Ethical Behavior ii 2.40 Quantities 2.41 Use of Subcontractors Section 3 Scope of Work 3.1 General Information 3.2 Statement of Work 3.3 RFP Solicitation Support Materials 3.4 Proposal Requirements Section 4 Proposal Format and Organization 4.1 General Instructions 4.2 Proposal Format 4.3 Transmittal Letter 4.4 Service Agreement Section 5 Proposal Evaluation 5.1 Evaluation Committee 5.2 Evaluation Criteria Attachments Texas Association of Realtors - Commercial Real Estate Listing Agreement- Exclusive Right to Sell Form Real Estate Brokerage Services—Fee Schedule iii Section 1 Notice of Request for Proposal 1.1 Request for Proposal A. The City of Corpus Christi ("City") hereby issues this request for proposal ("RFP"). The City is seeking proposals from qualified Proposers for a Real Estate Brokerage Service for the sale of real property owned by the City of Corpus Christi, Texas. The City intends to enter into a contract (also referred to herein as "Contract" or"Agreement") resulting here from that commences on the date signed by the last signatory and shall continue for six (6) months and includes three (3) six-month extension options, subject to the approval of the Contractor and the City Manager or designee ("City Manager") B. The City hereby designates Lucille Gutierrez as the Procurement Officer with overall responsibility for procurement and administration of this service. Ms. Gutierrez's information is as follows: Lucille Gutierrez, CTPM Buyer City of Corpus Christi P.O. Box 9277 Corpus Christi, Texas 78469-9277 Phone: (361) 826-3176 Fax: (361) 826-3174 lucilleg@cctexas.com C. All inquiries or requests regarding this RFP must be submitted to the Procurement Officer indicated above, or his designee as specified in writing, in writing and online, via the City's Supplier Portal (http://www.cctexas.com/business/supplierportal) using the electronic question submission feature specific to this RFP. Such inquiries or requests must be submitted by the due date and time provided in Section 1.3 of this RFP. Other employees do not have the authority to respond for the City in writing and any attempt to question other employees regarding this RFP may result in the City disqualifying that Proposer. Only written responses from the Procurement Officer or his designee will be binding with regard to inquiries requesting clarification or additional information. The Procurement Officer's written responses will be released simultaneously to all prospective Proposers. D. The date and time the Proposer electronically submits its proposal via the City's Supplier Portal shall be electronically recorded by the Supplier Portal and shall be the official "time stamp"for the purpose of this RFP. The time maintained by the Supplier Portal shall be the official time for the purpose of the DUE DATE FOR PROPOSALS provided in Section 1.3 of this RFP. 1.2 Submission of Proposal A. PROPOSER SHALL SUBMIT ITS PROPOSAL ELECTRONICALLY, AS INSTRUCTED HEREIN, VIA THE CITY'S SUPPLIER PORTAL. All proposals must be complete and accurate and in the City-approved format specified herein. B. The City's Charter and the City's Electronic Procurement Policy require that all proposals submitted be sealed, secret, unopened and time-locked through the DUE DATE FOR PROPOSALS specified in this RFP. Therefore, proposals submitted directly to the City by facsimile machine, e-mail or hard copy will be considered non-responsive and will be eliminated from consideration. 4 C. Proposals will be received, electronically, before the date and time specified in Section 1.3 of this RFP. Without exception, proposals received on or after this deadline are late, shall be deemed non- responsive and shall not be considered. D. Proposers shall comply with the additional detailed instructions regarding submission of proposals found in Section 4 of this RFP. 1.3 Schedule The following is the schedule for this procurement: Date Activity July 18, 2015 Request for Proposal issued July 30, 2015 Written questions are due, via the question feature in the City's Supplier Portal before 5:00 p.m. CT August 14,2015 DUE DATE FOR PROPOSALS: Proposals due before 5:00 p.m. CT September 8, 2015 Projected Date Award of Contract will appear as "Future" Item on City Council Agenda, if applicable.* September 15, 2015 Projected Date Award of Contract will appear as "Consent"Item on City Council Agenda, if applicable.* September 15, 2015 Projected Alternate Date Award of Contract will appear as "Future" Item on City Council Agenda, if applicable.* September 22, 2015 Projected Alternate Date Award of Contract will appear as "Consent" Item on City Council Agenda, if applicable.* 5 Section 2 Conditions Governing the Procurement 2.1 RFP Notice Requirement Notice of the RFP will be published in the Corpus Christi Caller Times once a week for two consecutive weeks. The date of the first publication will be at least fourteen (14) days prior to the proposal due date. 2.2 RFP Procedural and Content Questions A. Any Proposer requiring further clarification of the RFP procedures should submit specific questions to the Procurement Officer as described in Section 1.1, C of this RFP. B. During a review of this RFP and preparation of the proposal, certain errors, omissions or ambiguities may be discovered. If so, or if there are doubts or concerns about the meaning of any part of this RFP, questions should be submitted to the Procurement Officer as described in Section 1.1, C of this RFP. 2.3 Basis for Proposal Only the information contained in this RFP, questions and answers, addenda hereto and information supplied by the City in writing through the Procurement Officer should be used in the preparation of the Proposer's proposal(s). 2.4 Submission of Proposals A formal opening of the proposals shall not take place. 2.5 Proposal Terms and Conditions With its proposal, the Proposer must submit a complete set of any additional terms and conditions proposed for inclusion in the final Agreement. 2.6 Disclosure of Proposal Contents Proposals will be opened in a manner that avoids disclosure of the contents to competing Proposers and keeps the proposals secret during negotiations. All proposals are open for public inspection after the contract(s) are awarded; however, trade secrets and confidential information in the proposals are not open for public inspection. It is specifically provided, however, that each Proposer must identify any information contained in its proposal which it asserts is either a trade secret or confidential information. Such material must be conspicuously identified by marking each page containing such information as "confidential" or "proprietary". If such material is not conspicuously identified, then by submitting its proposal, a Proposer agrees that such material is considered public information. 2.7 Late Proposals Without exception, proposals must be submitted before the DUE DATE FOR PROPOSALS. Proposals received on or after the time and date specified in Section 1.3 are late and shall not be considered. 2.8 Signing of Proposals By submitting and signing a proposal, the Proposer indicates its intention to adhere to the provisions described in this RFP. Proposals signed for a partnership shall be signed in the Proposer's name by at least one general partner or in the Proposer's name by an attorney-in-fact. If signed by an attorney-in- fact, there should be attached to the proposal a Power-of-Attorney evidencing authority to sign proposals, dated the same date as the proposal, and executed in accordance with the legal requirements of the Proposer. Proposals signed for a corporation shall have the correct corporate name thereon and 6 shall bear the president's or vice president's original signature with the name and title written below the corporate name. Any other signature must be accompanied by a resolution of the board of directors authorizing such signature to contract in the corporation's name. The title of the office held by the person signing for the corporation shall appear below the signature of the officer. 2.9 Cost of Proposal This RFP does not commit the City to pay any costs incurred by a Proposer for preparation and submission of a proposal or for procuring or contracting for the items to be furnished under this RFP. All costs directly or indirectly related to preparing and responding to this RFP, including all costs incurred for supplementary documentation, shall be borne solely by the Proposer. 2.10 Disclosure of Interest The City of Corpus Christi's Code of Ordinances, Section 2-349, as amended, requires all persons and Proposers seeking to do business with the City to provide the Disclosure of Interest information on the City-supplied form included herewith. Every question must be answered. If the question is not applicable, answer with N/A. Proposers are obligated to provide updated information concerning the Disclosure of Interest, as warranted, for the duration of time the proposals are under consideration. 2.11 Ownership of Proposals All documents submitted in response to this RFP shall become the property of the City. 2.12 Disqualification or Rejection of Proposals Proposers may be disqualified for any of the following reasons: 1. There is reason to believe that collusion exists among the Proposers; 2. The Proposer is involved in any litigation against the City; 3. The Proposer is in arrears on an existing contract or has defaulted on previous contracts with the City; 4. The Proposer lacks financial stability; 5. The Proposer has failed to perform under previous or present contracts with the City; 6. The Proposer has failed to use the City's approved forms; 7. The Proposer has failed to adhere to one or more of the provisions established in this RFP; 8. The Proposer has failed to submit its Proposal in the format specified herein; 9. The Proposer has failed to submit its Proposal before the deadline established herein; 10. The Proposer has failed to adhere to generally accepted ethical and professional principles during the proposal process; or, 11. The Proposer has failed to provide a detailed cost summary in the proposal. 2.13 Rejection of Proposals Proposals may be rejected if they show any alteration of words or figures, additions not called for, conditional or uncalled-for alternate proposals, incomplete proposals, erasures or irregularities of any kind. Proposals tendered or delivered after the official time designated for receipt of proposals shall be deemed non-responsive and shall not be considered. Proposals will not be accepted from the Brokerage Firm who performed the appraisals of the City's parks. 2.14 Right to Waive Irregularities Proposals shall be considered "irregular" if they show any admissions, alterations of form, additions or conditions not called for, unauthorized alternate proposals or irregularities of any kind. The Procurement Officer reserves the right to waive minor irregularities and mandatory requirements, provided that all responsive proposals failed to meet the same mandatory requirements and the failure to do so does not 7 otherwise materially affect the procurement. This right shall be exercised at the sole discretion of the Procurement Officer. 2.15 Withdrawal of Proposals Proposals may be withdrawn through the City's Supplier Portal prior to the exact hour and DUE DATE FOR PROPOSALS. 2.16 Amending of Proposals A Proposer may amend a proposal through the City's Supplier Portal prior to the exact hour and DUE DATE FOR PROPOSALS. 2.17 Proposal Offer Firm By submission of its proposal, the Proposer affirms that its proposal is firm for one hundred eighty (180) days after the DUE DATE FOR PROPOSALS. 2.18 Proposer's Qualifications The City may make such investigations as necessary to determine the ability of the Proposer to adhere to the requirements specified herein. The Procurement Officer will reject the proposal of any Proposer who is not a responsible Proposer. 2.19 Exceptions to RFP Specifications Although the specifications in the following sections represent the City's anticipated needs, there may be instances in which it is in the City's best interest to permit exceptions to specifications and evaluate alternatives. It is vital that the Proposer make very clear where exceptions are taken to the specifications and how the Proposer will provide alternatives. Therefore, exceptions, conditions or qualifications to the provisions of the City's specifications must be clearly identified as such, together with reasons for taking exception and inserted in the proposal at that point. If the Proposer does not make clear that an exception is being taken, the City will assume the Proposer is, in its proposal, responding to and will meet the specifications and requirements of this RFP. 2.20 Consideration of Proposals Discussions may be conducted with responsible Proposers qualified to be selected for award for the purpose of clarification to assure full understanding of and responsiveness to the solicitation requirements. In discussions, there shall not be disclosure of any information derived from proposals submitted by competing Proposers. Until award of the Contract is made by the City, the City reserves the right to reject any or all proposals, to waive technicalities, to re-advertise for new proposals or to proceed with the work in any manner as may be considered in the best interest of the City. Should the City require clarification from the Proposer, the City shall contact the individual named as the organization's contact person in the City's Supplier Portal. Evaluation of the proposal is the first step in a series of evaluation steps that will be conducted by the Committee. The City may elect to conduct post-submission reference checks, Proposer interviews or best and final offers with any Proposers that are not eliminated based on their proposal. 2.21 Termination of RFP The City reserves the right to cancel this RFP at any time. The City reserves the right to reject any or all proposals submitted in response to this RFP. 8 2.22 Service Agreement The fully executed Contract, as amended; the RFP, as clarified via questions and answers and addenda; and the proposal, as may be clarified in writing, constitute the agreement, in its entirety, between the City and the Contractor. Any other terms and conditions shall be null and void. 2.23 Precedence of Contract Documents In case of a conflict in the contract documents, first precedence shall be given to the fully executed Contract, as amended; second precedence will be given to the RFP, including questions, answers and addenda; and third precedence will be given to the proposal, including as may be clarified in writing. 2.24 Governing Law The laws of the State of Texas will govern the Contract. The contract shall be executed and venue shall lie in Nueces County, Texas. 2.25 No Obligation In no manner does this RFP obligate the City or any of its agencies to the eventual services offered until confirmed by an executed written Contract. 2.26 Contract Deviations Any additional terms or conditions, which may be the subject of negotiation, will be discussed only between the City and qualified Proposers. 2.27 Sufficient Appropriation Any contract awarded as a result of this RFP process may be terminated if sufficient appropriations or authorizations do not exist. Such termination will be effected by sending written notice to the Contractor. The City's decision as to whether sufficient appropriations and authorizations are available shall be accepted by the Proposer as final. 2.28 Recommendation for Award City staff will recommend to the City Manager that award be made to the Proposer(s) whose proposal is determined by the City to be the most advantageous ("Best Value") to the City. 2.29 Award of Contract The City reserves the right to withhold final action on proposals for a reasonable time not to exceed one hundred eighty(180) days subsequent to the deadline for receipt of proposals. The award of a Contract(s), if an award is made, will be to the most responsible and responsive Proposer(s) that gives the City the "Best Value" and whose proposal meets the requirements and criteria set forth in this RFP. 2.30 Execution of Contract The City Manager shall authorize award of the Contract to the successful Proposer(s) and shall designate the successful Proposer(s) ("Contractor") as the City's Provider(s). The City will require the Contractor(s) to sign the documents necessary to enter into the required Contract with the City and to provide the necessary evidence of insurance as required in the Contract documents. No Contract for this project may be signed by the City without the authorization of the City Manager and no Contract shall be binding on the City unless and until it has been approved as to form by the City Attorney's Office and executed by the City Manager. 2.31 Disputes In the case of any doubt or difference of opinion with regard to the items to be furnished by a Proposer or the interpretation of the provisions of this RFP, the decisions of the City shall be final and binding upon all parties. 9 2.32 Change in Proposer's Representative The City reserves the right to require a change in Proposer's representatives if the assigned representatives are not, in the sole opinion of the City, adequately meeting the needs of the City. 2.33 Term The contract resulting herefrom will commence on the date signed by the last signatory and continue for six-months and includes three (3) six-month extension options, subject to the approval of the Contractor and the City Manager. By submission of its proposal, the Proposer agrees that the pricing quoted in its proposal is fixed and firm for the duration of the contract. 2.34 Change Requests Contract changes may only be made by an amendment to the Contract and executed in writing by the City and the Contractor and approved by the City Manager. 2.35 Termination of Contract A. The City Manager may terminate this Agreement for Contractor's failure to perform the services specified in this Agreement and its exhibits. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period stated in the notice, the City Manager may terminate this Agreement immediately thereafter. Failure to keep all insurance policies in force for the entire term of this Agreement is grounds for termination. B. Alternatively, the City may terminate this Agreement without cause upon twenty (20) days' advance written notice to the Contractor. However, the City may terminate this Agreement upon twenty-four(24) hours' advance written notice to the Contractor for the Contractor's failure to pay any required taxes or to provide proof of payment of taxes as set out in this Agreement. The Contractor may terminate this Agreement upon ninety(90) days' advance written notice to the City. 2.36 Indemnification CONTRACTOR SHALL INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS AND CAUSES OF ACTION OF ANY NATURE ON ACCOUNT OF DEATH, PERSONAL INJURIES, PROPERTY LOSS OR DAMAGE OR ANY OTHER KIND OF DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT, REGARDLESS OF WHETHER THE INJURIES, DEATH, OR DAMAGES ARE CAUSED OR ARE CLAIMED TO BE CAUSED BY THE CONCURRENT OR CONTRIBUTORY NEGLIGENCE OF INDEMNITEES, BUT NOT IF BY THE SOLE NEGLIGENCE OF INDEMNITEES UNMIXED WITH THE FAULT OF ANY OTHER PERSON OR GROUP. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL REASONABLY SATISFACTORY TO INDEMNITEES, AND PAY ALL CHARGES OF 10 ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SURVIVE THE EXPIRATION OR SOONER TERMINATION OF THIS AGREEMENT. 2.37 Insurance Requirements LPROPOSER'S LIABILITY INSURANCE 1. Successful Proposer shall not commence work under this agreement until all insurance required herein has been obtained and approved by the City's Risk Manager or designee. Proposer must not allow any subcontractor to commence work until all similar insurance required of the subcontractor has been so obtained. 2. Proposer shall furnish to the Risk Manager and Director of Development Services, two (2) copies of Certificates of Insurance, with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the Risk Manager or designee. The City must be listed as an additional insured for the General Liability policy and Business Auto Liability policy, and a waiver of subrogation is required on all applicable policies. NOTES: Endorsements must be provided with certificate of insurance. Name of project and project number if applicable shall be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, required Bodily injury and Property Damage on all certificates or by applicable policy Per Occurrence/aggregate endorsements. Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form 2. Premises—Operations 3. Products/Completed Operations 4. Contractual Liability 5. Independent PROPOSERs 6. Personal Injury-Advertising Injury BUSINESS AUTOMOBILE LIABILITY $250,000 Combined Single Limit 1. Owned 2. Hired &Non-owned 3. Rented& Leased WORKERS' COMPENSATION Statutory EMPLOYER'S LIABILITY $500,000/ $500,000/ $500,000 PROFESSIONAL LIABILITY $1,000,000 Per Claim or Occurrence 3. In the event of accidents of any kind related to this project, Proposer shall furnish the Risk Manager with copies of all reports of such accidents within ten(10) days of the accident. 11 II. ADDITIONAL REQUIREMENTS 1. Proposer must obtain workers' compensation coverage through a licensed insurance company in accordance with Texas law. The contract for coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The coverage provided must be in amounts sufficient to assure that all workers' compensation obligations incurred will be promptly met. An"All States endorsement shall be included for Companies not domiciled in Texas. 2. Proposer shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Proposer's sole expense, insurance coverage written on an occurrence basis, by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A-VII. 3. Proposer shall be required to submit replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Proposer shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Risk Management P.O. Box 9277 Corpus Christi, TX 78469-9277 4. Proposer agrees that with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, volunteers, and elected representatives as additional insured by endorsement, or comparable policy language, as respects to operations, completed operations and activities of, or on behalf of, the named insured performed under contract with the City. • The "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty (30) calendar days advance written notice directly to City of any suspension, cancellation, non-renewal or reductions in coverages or limits, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 5. City shall have the option to suspend Proposer's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. 6. In addition to any other remedies the City may have upon Proposer's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Proposer to stop work hereunder, and/or withhold any payment(s) which become due to Proposer hereunder until Proposer demonstrates compliance with the requirements hereof. 12 7. Nothing herein contained shall be construed as limiting in any way the extent to which Proposer may be held responsible for payments of damages to persons or property resulting from Proposer's or its subcontractor's performance of the work covered under this agreement. 8. It is agreed that Proposer's insurance shall be deemed primary and non-contributory with respect to any insurance or self-insurance carried by the City of Corpus Christi for liability arising out of operations and completed operations and activities under this agreement. 9. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. 2.38 Right to Publish Throughout the duration of the procurement process and resulting Contract term, Proposer must secure from the City written approval prior to the release of any information that pertains to the potential work or activities covered by the RFP or the resulting Contract. Failure to adhere to this requirement may result in disqualification of the Proposer's proposal or termination of the Contract. 2.39 Proposer's Ethical Behavior By submission of its proposal, the Proposer promises that Proposer's officers, employees, or agents will not attempt to lobby or influence a vote or recommendation related to the Proposer's proposal submitted in response to this RFP, directly or indirectly, through any contact with City Council members or other City officials between the date this RFP is released to the public and the date a contract is awarded by the City Manager. Such behavior will be cause for rejection of the Proposer's proposal at the discretion of the City Manager or his designee. 2.40 Quantities Quantities described herein are estimates and do not obligate the City to order or accept more than the City's actual requirements during the term of any contract, nor do the estimates limit the City to ordering less than its actual needs during the term of any contract, subject to availability of appropriated funds. The City reserves the right to add additional property or remove properties with the original terms and conditions throughout the term of the contract. 2.41 Use of Subcontractors The Proposer may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Proposer must obtain prior written approval from the Contract Administrator. In using subcontractors, the Proposer is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Proposer. All requirements set forth as part of the Contract are applicable to all subcontractors and their employees to the same extent as if the Proposer and its employees had performed the services. 13 Section 3 Scope of Work 3.1 General Information The City of Corpus Christi (City) is the county seat for Nueces County. Nueces County is considered a Tier One (1) location on the Gulf Coast. The City of Corpus Christi is seeking proposals from real estate brokerage/firms to sell real property located within the corporate city limits of Corpus Christi, Texas. It is the intent of this Request for Proposal (RFP) to have the successful broker(s) or firm(s), enter into a Professional Services Contract with the City of Corpus Christi to supply real estate brokerage services as outlined herein. 3.2 Statement of Work The following properties are owned by the City of Corpus Christi and are available for sale. For detailed information on each property, please review appendix A. Groups and Property Address Acre(s) Group One San Carlos Park, 12650 Figueroa, 2.00 Violet Park, 4301 Violet 1.55 Willow Park, 11418 Willowood 0.93 Group Two Cabra Park, 1323 W. Broadway 1.36 Fountain Park, 4938 Moody 1.62 Parklane Park, 4600 Arlene 1.95 Group Three Acushnet Park, 6746 Aaron 9.96 Congress Park, 4017 Capitol 1.96 Creekway Park, 7306 Prairie 0.89 Penn Place 4302 Aaron 1.67 Group Four Durant Park, 6113 Durant 2.70 Peary Park, 1750 Paul Jones 1.00 Ridgewood Park, 5730 Malden 5.04 Group Five Mt. Vernon Park, 5151 McArdle 7.25 The successful firm shall agree to contract with the City of Corpus Christi to provide the following: 1. Develop strategies for sale of designated City-owned properties (including but not limited to conducting a study of comparable properties). 2. Develop marketing materials to advertise sites for sale, distribute materials to potential buyers via the appropriate forms of media and report the results to the City on an agreed upon frequency. 14 3. Advise the City related to strategies to promote and sell the designated sites. Public presentations may be required. 4. Participate in site tours of City-owned property listed for sale. 5. Analyze and present offers from potential buyers and advise the City with respect to negotiations. 6. Represent the City in negotiations with a prospective buyer from the time of offer through closing. 7. Coordinate real estate transaction closing. 8. Handle all other customary activities and services associated with real estate transactions. The inventory of City owned property being considered for sale divided into five groups, are located throughout the community and are primarily located in residential or commercial areas. You are not required to make a proposal for all five groups. 3.2 MINIMUM REQUIREMENTS 1. Please note that response to this RFP are sought only from experienced brokers who can demonstrate their ability to perform and who have personnel with a proven track record of success in providing commercial real estate brokerage services. They must also be in good standing with the Texas Real Estate Commission. A proposal must demonstrate that the broker meets the following minimum qualifications to be eligible for consideration for this project: The firm, organization or company must have a minimum of one real estate broker licensed in the State of Texas. Other key real estate professionals, assigned to the contract, must be real estate agents licensed in the State of Texas. 2. The firm must have an office that has been continuously operated for the last five (5) years within Nueces County. 3. The lead broker assigned to the contract and responsible for the coordination and execution of work must have a minimum of five years of experience and a proven track record in providing commercial real estate brokerage transaction services involving large scale commercial properties for its clients. 4. Each real estate professional assigned to this contract must have a minimum of three (3) years of experience in his or her areas of expertise. All other assigned professionals must have a minimum of two (2) years of experience in their areas of expertise. 5. The City reserves the right to reject any and all offers provided by the selected brokerage/firm. 6. Sale of the real property under brokerage agreement must comply with the following section of the Texas Local Government Code: Sec. 253.014. BROKER AGREEMENTS AND FEES FOR SALE OF REAL PROPERTY BY HOME-RULE MUNICIPALITY. (a) In this section, "broker" means a person licensed as a broker under Chapter 1101, Occupations Code. (b) The governing body of a home-rule municipality may contract with a broker to sell a tract of real property that is owned by the municipality. (c) The governing body may pay a fee if a broker produces a ready, willing, and able buyer to purchase a tract of real property. (d) If a contract is made under Subsection (b) with a broker to list the tract of real property for sale for at least 30 days with a multiple-listing service, the governing body on or after the 30th day after the date the property is listed may sell the tract of real property to a ready, willing, and able buyer who is produced by any broker using the multiple-listing service and who submits the highest cash offer. (e) The governing body may sell a tract of real property under this section without complying with the public auction requirements prescribed by Section 253.008 or other law or the notice and bidding requirements prescribed by Section 272.001 or other law. Added by Acts 2013, 83rd Leg., R.S., Ch. 462 (S.B. 985), Sec. 1, eff. June 14, 2013. 15 3.3 RFP Solicitation Support Materials To facilitate consultant due diligence and response preparation, the following supplemental information is provided as part of the RFP solicitation package: Attachments Texas Association of Realtors - Commercial Real Estate Listing Agreement - Exclusive Right to Sell Form Real Estate Brokerage Services—Fee Schedule 16 Section 4 Proposal Format and Organization This section provides specific instructions on format and organization of the proposal to be submitted by the Proposer. Each Proposer may submit only one proposal in a totally self-supporting format without reference to any other proposal(s). 4.1 General Instructions A. To provide for ease and uniformity and to aid in the evaluation of proposals, Proposers shall comply with the sequence outlined herein. IN NUMBERING PROPOSALS, THE PROPOSER SHALL USE THE SAME SECTION NUMBERS AND TITLES AND SHALL PROVIDE ITS RESPONSES IN THE SAME ORDER AS EACH QUESTION IS NUMBERED AND ORDERED HEREIN. Failure to comply may result in rejection of the proposal. The proposal shall be completed in sections, which are described below. B. Proposers should be aware that all technical and operational specifications, equipment descriptions and marketing material submitted or made available will be incorporated by reference into any contract(s). The City discourages the inclusion of general marketing material or equipment manuals unless they are used to provide specific information or specifically requested by the City. C. The Proposer shall provide one electronic copy, via the electronic submission feature on Supplier Portal, as specified below,before the DUE DATE FOR PROPOSALS: 1. Although Proposers are not required to submit Sections 1, 2, 4 or 5 of this RFP in their proposal, if Proposer wishes to confirm, acknowledge or comment on any item in these sections, the Proposer may do so and submit same electronically. 2. Should Proposer desire to include any additional material, Proposer shall submit such material electronically. 4.2 Proposal Format A. This section outlines the minimum requirements for preparation and presentation of a proposal. B. The Proposer shall define the capabilities of their organization to supply and maintain the services as requested in this RFP. The response should be specific and complete in every detail and prepared in a simple and straightforward manner. C. Proposers are expected to examine the entire RFP including all specifications, standard provisions, instructions and attachments. Failure to do so will be at the Proposer's risk. Proposers should provide their best pricing for the services set out herein. 4.3 Transmittal Letter A. The transmittal letter shall be the first item in your proposal and shall indicate the intention of the Proposer to adhere to the provisions described in the RFP. The transmittal letter SHALL: 1. Be presented on company letterhead; 2. Identify the submitting organization; 3. Acknowledge receipt of any addenda to this RFP; 4. Identify, by name and title, and be signed by the person authorized by the organization to obligate the organization contractually. B. The second item in your proposal shall be a table of contents listing titles, sections and major sub- sections. All pages shall have a unique identifier and be numbered sequentially. 17 C. The third item in your proposal shall be the City of Corpus Christi's Disclosure of Interest. D. The fourth item in your proposal shall be the City of Corpus Christi's Business Designation Form. E. The fifth item in your proposal shall be your actual proposal, Texas Association of Realtors - Commercial Real Estate Listing Agreement - Exclusive Right to Sell Form, Real Estate Brokerage Services—Fee Schedule, and associated documents. 4.4 Service Agreement A sample SERVICE AGREEMENT is attached hereto that the successful Proposer will be required to sign. With the exception of certain terms and conditions which may be modified by mutual agreement between the City and the Proposer prior to final execution of the Contract, the final SERVICE AGREEMENT will conform to the SERVICE AGREEMENT included in this RFP. 18 Section 5 Proposal Evaluation The City will conduct a comprehensive, fair and impartial evaluation of all proposals received in response to this RFP. Each proposal will first be analyzed to determine overall responsiveness and completeness as defined in Section 4 Proposal Format and Organization, and Section 5.2 Evaluation Criteria. Failure to comply with the instructions or submission of a proposal that does not satisfy Sections 4 and 5.2 may result in the proposal being deemed non-responsive and may, at the discretion of the Committee, as defined in Section 5.1 below, result in the proposal being eliminated from further consideration. 5.1 Evaluation Committee An Evaluation Committee ("Committee") will be established to assist the City in the selection of a qualified Proposer. The Committee will be comprised of the Parks and Recreation Department's Assistant Director; Land Acquisition" Manager; Development Services Assistant Director; and Assistant City Attorney. The Committee will determine the responsiveness and acceptability of each proposal. The Committee will then engage in a detailed review of each proposal to evaluate the response in relation to the four(4)major evaluation factors identified in Section 5.2. 5.2 Evaluation Criteria A. The proposal evaluation and selection of a brokerage/firm for each Group of properties will be based on the following criteria: 1) Experience, Qualifications, and References 2 Marketing Strategies, 3) Fee Schedule and 4) Local Presence. The weight assigned to each of these parameters has been determined by the Committee and will be as indicated below: Experience, Marketing Fee Schedule Local I Total Qualification, Strategies Presence References 20% I 35% 40% 5% L 100% B. Experience, Qualification and References (20%): Experience (8%) Number of year's brokerage firm has been in business Number of years lead realtor for this project Number of year support realtors for this project has been licensed Qualification (8%) Types and number of real estate transactions of firm in last 12-18 months Types and number of real estate transactions of lead realtor in last 12-18 Types and number of real estate transactions support realtors in last 12-18 References (4%) Positive feedback from references provided(5%) Negative feedback from references provided (0%) Total: 20% Marketing Strategies (35%): 19 Method for identifying potential buyers (10%) Expanse and quality of marketing materials and strategies (15%) Tools and methods for determining a listing price and quality of offers from prospective buyers (10%) Total: 35% Fee Schedule (40%) Best proposal gets (35%) Subsequent proposals receive proportionally less points (5%) Total: 40% Local Presence (5%) Local Presence(5%) Non-Local Presence (0%) Total: 5% In no case will the percentage assigned to each criterion be less than or greater than that stated above. The sum of the final percentages for all criteria will equal 100%. C. The Proposer's failure to provide information relative to the above criteria may result in the City deeming such proposal non-responsive and may, at the sole discretion of the Committee, result in elimination of said proposal from further consideration. The Committee reserves the right to conduct other evaluation and measurements of the proposals as may be necessary to make an informed decision. D. Firms submitting a proposal in response to the RFP may be required to give an oral presentation of their proposal. Additional technical and/or cost information may be requested for clarification purposes, but in no way change the original proposal submitted. Interviews are optional and may or may not be conducted. If an interview is conducted; it is essential that the brokerage/firm's personnel to be assigned to the work, as well as key representatives, be present at and participates in the interview. 20 Sample-Real Estate Brokerage Service Agreement Service Agreement No. THIS Real Estate Brokerage Service Agreement (this "Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City"), acting by and through its City Manager or his designee ("City Manager"), and ("Contractor"), effective for all purposes upon execution by the City Manager. WHEREAS Contractor has proposed to provide Real Estate Brokerage Service in response to Event No. 64; WHEREAS the City has determined Contractor to be the most advantageous proposer; NOW, THEREFORE, Contractor and City enter into this Agreement and agree as follows: 1. Services. Contractor shall provide Real Estate Brokerage Service in accordance with Event No. 64 ("Services"), which request for proposal and related specifications, if any, are attached to this Agreement and incorporated by reference into this Agreement as Exhibit "A". Contractor's proposal to provide the services is attached to this Agreement and incorporated by reference into this Agreement as Exhibit"B". 2. Term. This Agreement is for a term of six (6) months, commencing on the date signed by the City Manager and continuing for six (6) months thereafter. The term includes an option to extend for up to three(3) additional six-month periods subject to the approval of the Contractor and the City Manager. 3. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement including deductions for non-performance and authorizations for payment. All of the Contractor's notices and communications regarding this Agreement must be directed to the Contract Administrator, who serves as the Parks and Recreation Department Contract Administrator, unless indicated otherwise in this Agreement. 4. Independent Contractor. Contractor shall perform the Services hereunder as an independent contractor and furnish such Services in its own manner and method, and under no circumstances will any employee, agent, or representative of the Contractor be considered an employee of the City. 5. Insurance. Before Services can begin under this Agreement, the Contractor's insurance company must deliver a Certificate of Insurance as proof of the required insurance coverages to the Contract Administrator. Additionally, the certificate must state that the Parks and Recreation Department Contract Administrator and the City's Risk Manager will be given at least thirty (30) days' notice of cancellation, material change in the coverages, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 15 days of the City Manager's written request to Contractor. 6. Assignment. No assignment of this Agreement nor any right or interest herein held by the Contractor is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is the essence of this Agreement, and the City's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 7. Fiscal Year. All parties recognize that the continuation of any contract after the close of any fiscal year of the City (the City's fiscal year ends each September 30th) is subject to budget approval and 21 appropriations providing for such contract item as an expenditure in the fiscal budget. The City does not represent that a budget item for this Agreement will be actually adopted, as that determination is within the sole discretion of the City Council at the time of adoption of each fiscal budget. 8. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 9. Compliance with Laws. This Agreement is subject to all applicable federal, state and local laws. All duties of the parties will be performed in Corpus Christi, Texas. The applicable law for any legal disputes arising out of this Agreement is the law of Texas, and the forum and venue for such disputes is the appropriate district or county court in and for Nueces County, Texas. 10. Subcontractors. The Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Parks and Recreation Department Contract Administrator. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the services. 11. Amendments. This Agreement may be amended only in writing and signed by persons authorized to execute the same by both parties. 12. Termination. A. The City Manager may terminate this Agreement for Contractor's failure to perform the services specified in this Agreement and its exhibits. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period stated in the notice, the City Manager may terminate this Agreement immediately thereafter. Failure to keep all insurance policies in force for the entire term of this Agreement is grounds for termination. B. Alternatively, the City may terminate this Agreement without cause upon twenty (20) days' advance written notice to the Contractor. However, the City may terminate this Agreement upon twenty-four (24) hours' advance written notice to the Contractor for the Contractor's failure to pay any required taxes or to provide proof of payment of taxes as set out in this Agreement. The Contractor may terminate this Agreement upon ninety(90) days' advance written notice to the City. 13. Taxes. The Contractor covenants to pay all applicable federal and state payroll taxes, Medicare taxes, FICA taxes, unemployment taxes, and all other taxes in accordance with Circular E "Employer's Tax Guide", Publication 15, as it may be amended. Upon request, the City Manager shall be provided proof of payment of these taxes within fifteen(15) days of such request. 14. Drug Policy. The Contractor must adopt and enforce a"Drug Free Workplace"policy. 15. Violence Policy. The Contractor must adopt and enforce a"Violence in the Workplace"policy. 16. Notice. Notice must be given by personal delivery, facsimile (fax), or by certified mail, postage prepaid and return receipt requested, and is deemed received on the date hand-delivered or faxed, with proof of accepted transmission, and on the third day after deposit in the U.S. mail if sent certified mail. Notice must be sent as follows: 22 IF TO CITY: City of Corpus Christi Attention: Development Services Department Contract Administrator P. O. Box 9277 Corpus Christi, Texas 78469-9277 1201 Leopard St. Corpus Christi, Texas 78401 Fax# (361) 826-4464 IF TO CONTRACTOR: Contractor Name: Contact Person: Mailing Address: _ City, State, ZIP: Physical Address: City, State, ZIP: Fax#: 17. Month-to-Month Extension. If the City has not completed the procurement process and awarded a new Real Estate Brokerage Service Agreement upon expiration of the original contract term or any extension period, the Contractor shall continue to provide goods/services under this Agreement at the most current price, in accordance with the terms and conditions of this Agreement or extension, on a month-to-month basis not to exceed six months. Any month-to-month provision of goods/services by the Contractor under this Agreement automatically terminates on the effective date of a new contract. 18. Severability. Each provision of this Agreement is severable and if, for any reason, any provision or any part thereof is determined to be invalid and contrary to any applicable law, such invalidity shall not impair the operation of or affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part thereof had been omitted. 19. INDEMNIFICATION. CONTRACTOR SHALL INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS AND CAUSES OF ACTION OF ANY NATURE ON ACCOUNT OF DEATH, PERSONAL INJURIES, PROPERTY LOSS OR DAMAGE OR ANY OTHER KIND OF LOSS OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT REGARDLESS OF WHETHER THE INJURIES, DEATH, OR DAMAGES ARE CAUSED OR ARE CLAIMED TO BE CAUSED BY THE CONCURRENT OR CONTRIBUTORY NEGLIGENCE OF INDEMNITEES BUT NOT IF BY THE SOLE NEGLIGENCE OF INDEMNITEES UNMIXED WITH THE FAULT OF 23 ANY OTHER PERSON OR ENTITY. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL REASONABLY SATISFACTORY TO INDEMNITEES, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SURVIVE THE EXPIRATION OR SOONER TERMINATION OF THIS AGREEMENT. Contractor: Signature: Printed Name: Title: Date: CITY OF CORPUS CHRISTI Signature: Printed Name: Title: Date: Incorporated by Reference: Exhibit A: Request for Proposal Event No. 64 (Available upon request) Exhibit B: Contractor's Proposal (Available upon request) 24 City of Corpus Christi SUPPLIER NUMBER TO BE ASSIGNED BY-CITY- PURCHASING YCITYPURCHASING DIVISION CITY OF CORPUS CHRISTI DISCLOSURE OF INTEREST Corpus Christi Code § 2-349, as amended, requires all persons or firms seeking to do business with the City to provide the following information. Every question must be answered. If the question is not applicable, answer with"NA". See next page for Filing Requirements, Certification and Definitions. COMPANY NAME: P. O. BOX: STREET ADDRESS: CITY: STATE: ZIP: - FIRM IS: 1. Corporation 2. Partnership 3. Sole Owner ❑ 4. Association 5. Other DISCLOSURE.QUESTIONS If additional space is necessary,please use the reverse side of this page or attach separate sheet. 1. State the names of each "employee" of the City of Corpus Christi having an "ownership interest" constituting 3%or more of the ownership in the above named"firm." Name Job Title and City Department(if known) 2. State the names of each "official" of the City of Corpus Christi having an "ownership interest" constituting 3% or more of the ownership in the above named"firm." Name Title 3. State the names of each "board member" of the City of Corpus Christi having an "ownership interest" constituting 3%or more of the ownership in the above named"firm." Name Board, Commission or Committee 4. State the names of each employee or officer of a"consultant" for the City of Corpus Christi who worked on any matter related to the subject of this contract and has an "ownership interest" constituting 3% or more of the ownership in the above named"firm." Name Consultant 25 FILING REQUIREMENTS If a person who requests official action on a matter knows that the requested action will confer an economic benefit on any City official or employee that is distinguishable from the effect that the action will have on members of the public in general or a substantial segment thereof,you shall disclose that fact in a signed writing to the City official, employee or body that has been requested to act in the matter,unless the interest of the City official or employee in the matter is apparent. The disclosure shall also be made in a signed writing filed with the City Secretary. [Ethics Ordinance Section 2-349 (d)] CERTIFICATION I certify that all information provided is true and correct as of the date of this statement, that I have not knowingly withheld disclosure of any information requested; and that supplemental statements will be promptly submitted to the City of Corpus Christi, Texas as changes occur. Certifying Person: Title: (Type or Print) Signature of Certifying Person: Date: DEFINITIONS a. "Board member." A member of any board, commission, or committee of the city, including the board of any corporation created by the city. b. "Economic benefit". An action that is likely to affect an economic interest if it is likely to have an effect on that interest that is distinguishable from its effect on members of the public in general or a substantial segment thereof. c. "Employee." Any person employed by the city, whether under civil service or not, including part- time employees and employees of any corporation created by the city. d. "Firm." Any entity operated for economic gain, whether professional, industrial or commercial, and whether established to produce or deal with a product or service, including but not limited to, entities operated in the form of sole proprietorship, as self-employed person, partnership, corporation, joint stock company, joint venture, receivership or trust, and entities which for purposes of taxation are treated as non-profit organizations. e. "Official." The Mayor, members of the City Council, City Manager, Deputy City Manager, Assistant City Managers, Department and Division Heads, and Municipal Court Judges of the City of Corpus Christi, Texas. f. "Ownership Interest." Legal or equitable interest, whether actually or constructively held, in a firm, including when such interest is held through an agent, trust, estate, or holding entity. "Constructively held" refers to holdings or control established through voting trusts, proxies, or special terms of venture or partnership agreements. g. "Consultant." Any person or firm, such as engineers and architects, hired by the City of Corpus Christi for the purpose of professional consultation and recommendation. 26 CITY OF CORPUS CHRISTI PURCHASING DIVISION BUSINESS DESIGNATION FORM ENSURE THIS FORM IS SUBMITTED WITH YOUR BID RESPONSE PLEASE INDICATE WHETHER YOUR COMPANY IS ANY ONE OF THE FOLLOWING: ❑ YES ❑ NO - CERTIFIED HISTORICALLY UNDERUTILIZED BUSINESS (HUB) Select all that are appropriate: ❑ ASIAN PACIFIC E BLACK ❑ HISPANIC ❑ NATIVE AMERICAN ❑ WOMAN Please visit the following website for information on becoming a Texas Certified HUB: http://www.window.state.tx.us/procurement/prog/hub/ ❑ YES ❑ NO - LOCAL SMALL BUSINESS (LSB) A for-profit entity employing less than 49 employees located within the City limits of Corpus Christi,Texas ❑ YES ❑NO OTHER(PLEASE SPECIFY): ❑ THIS COMPANY IS NOT A CERTIFIED HUB or LSB THE INFORMATION REQUESTED IN THIS FORM IS FOR STATISTICAL REPORTING PURPOSES ONLY AND WILL NOT INFLUENCE AWARD DECISIONS OR THE AMOUNT OF MONIES EXPENDED WITH ANY GIVEN COMPANY. EVENT NO: Firm Name: Telephone: - - Ext. Address: Fax: - - City: State: Zip: - E-mail: Date: Signature of Person Authorized to Sign Form Signer's Name: Title: (Please print or type) 27 THE GLOWER CO . , Realtors / Developers Commercial/Industrial/Retail 415 STARR STREET P.O.BOX 2525 September CORPUS CHRISTI,TEXAS 78403 P 3rd,2015 361/880-4111 Fax 361/880-4118 City of Corpus Christi Purchasing Division Attn: Lucille Gutierrez, CTPM P.O.Box 9277 Corpus Christi,Texas 78469-9277 RE: RFP—Real Estate Brokerage Services Event#64 Mrs. Gutierrez: The Clower Company submits herewith a proposal to City of Corpus Christi for Real Estate Brokerage Services,Event#64 for the disposition and sale of its surplus park lands located within the city limits of Corpus Christi. The Clower Company has received all documents and amendments related to this RFP including the revised Fee Schedule removing Caribbean Park from Group 4. I, George B. Clower,Vice President of The Clower Company have full authorization to execute a Real Estate Brokerage Service Agreement between the City of Corpus Christi, a home- rule municipal corporation and The Clower Company, a Texas corporation which will bind and obligate both parties contractually. If the City of Corpus Christi has any questions relating to the proposal that was submitted,please feel free to contact me at your earliest convenience. I can always be reached at 361.688.9542. Your consideration of my proposal is greatly appreciated. Sincerel Geor B. Clower,VP Th lower Company Member of INDIVIDUAL MEMBER- International SOCIETY OF INDUSTRIAL Council of AND OFFICE REALTORS Serving South Texas since the 1 930's Shopping Centers Corpus Christi • Victoria • McAllen • Brownsville • Harlingen • Laredo CITY OF CORPUS CHRISTI PURCHASING DIVISION OvUs Cyd G is O44f �N(ORVOAAno y852 REQUEST FOR PROPOSAL ("RFP") Real Estate Brokerage Services Property Sale Event # 64 Release Date: July 18, 2015 Revised Date: July 30, 2015 Submission Due: August 14, 2015 Table of Contents Section 1 Notice of Request for Proposal 1.1 Request for Proposal 1.2 Submission of Proposal 1.3 Schedule Section 2 Conditions Governing the Procurement 2.1 RFP Notice Requirement 2.2 RFP Procedural and Content Questions 2.3 Basis for Proposal 2.4 Submission of Proposals 2.5 Proposal Terms and Conditions 2.6 Disclosure of Proposal Contents 2.7 Late Proposals 2.8 Signing of Proposals 2.9 Cost of Proposal 2.10 Disclosure of Interest 2.11 Ownership of Proposals 2.12 Disqualification or Rejection of Proposals 2.13 Rejection of Proposals 2.14 Right to Waive Irregularities 2.15 Withdrawal of Proposals 2.16 Amending of Proposals 2.17 Proposal Offer Firm 2.18 Proposer's Qualifications 2.19 Exceptions to RFP Specifications 2.20 Consideration of Proposals 2.21 Termination of RFP 2.22 Service Agreement 2.23 Precedence of Contract Documents 2.24 Governing Law 2.25 No Obligation 2.26 Contract Deviations 2.27 Sufficient Appropriation 2.28 Recommendation for Award 2.29 Award of Contract 2.30 Execution of Contract 2.31 Disputes 2.32 Change in Proposer's Representative 2.33 Term 2.34 Change Requests 2.35 Termination of Contract 2.36 Indemnification 2.37 Insurance Requirements 2.38 Right to Publish 2.39 Proposer's Ethical Behavior ii 2.40 Quantities 2.41 Use of Subcontractors Section 3 Scope of Work 3.1 General Information 3.2 Statement of Work 3.3 RFP Solicitation Support Materials 3.4 Proposal Requirements Section 4 Proposal Format and Organization 4.1 General Instructions 4.2 Proposal Format 4.3 Transmittal Letter 4.4 Service Agreement Section 5 Proposal Evaluation 5.1 Evaluation Committee 5.2 Evaluation Criteria Attachments Texas Association of Realtors -Commercial Real Estate Listing Agreement- Exclusive Right to Sell Form Real Estate Brokerage Services—Fee Schedule iii Section 1 Notice of Request for Proposal 1.1 Request for Proposal A. The City of Corpus Christi ("City") hereby issues this request for proposal ("RFP"). The City is seeking proposals from qualified Proposers for a Real Estate Brokerage Service for the sale of real property owned by the City of Corpus Christi, Texas. The City intends to enter into a contract (also referred to herein as"Contract" or"Agreement")resulting here from that commences on the date signed by the last signatory and shall continue for six (6) months and includes three (3) six-month extension options, subject to the approval of the Contractor and the City Manager or designee ("City Manager") B. The City hereby designates Lucille Gutierrez as the Procurement Officer with overall responsibility for procurement and administration of this service. Ms. Gutierrez's information is as follows: Lucille Gutierrez,CTPM Buyer City of Corpus Christi P.O. Box 9277 Corpus Christi,Texas 78469-9277 Phone: (361) 826-3176 Fax: (361) 826-3174 lucilleg@cctexas.com C. All inquiries or requests regarding this RFP must be submitted to the Procurement Officer indicated above, or his designee as specified in writing, in writing and online, via the City's Supplier Portal (http://www.cctexas.com/business/supplierportal) using the electronic question submission feature specific to this RFP. Such inquiries or requests must be submitted by the due date and time provided in Section 1.3 of this RFP. Other employees do not have the authority to respond for the City in writing and any attempt to question other employees regarding this RFP may result in the City disqualifying that Proposer. Only written responses from the Procurement Officer or his designee will be binding with regard to inquiries requesting clarification or additional information. The Procurement Officer's written responses will be released simultaneously to all prospective Proposers. D. The date and time the Proposer electronically submits its proposal via the City's Supplier Portal shall be electronically recorded by the Supplier Portal and shall be the official "time stamp" for the purpose of this RFP. The time maintained by the Supplier Portal shall be the official time for the purpose of the DUE DATE FOR PROPOSALS provided in Section 1.3 of this RFP. 1.2 Submission of Proposal A. PROPOSER SHALL SUBMIT ITS PROPOSAL ELECTRONICALLY, AS INSTRUCTED HEREIN,VIA THE CITY'S SUPPLIER PORTAL. All proposals must be complete and accurate and in the City-approved format specified herein. B. The City's Charter and the City's Electronic Procurement Policy require that all proposals submitted be sealed, secret, unopened and time-locked through the DUE DATE FOR PROPOSALS specified in this RFP. Therefore, proposals submitted directly to the City by facsimile machine, e-mail or hard copy will be considered non-responsive and will be eliminated from consideration. 4 C. Proposals will be received, electronically, before the date and time specified in Section 1.3 of this RFP. Without exception, proposals received on or after this deadline are late, shall be deemed non- responsive and shall not be considered. D. Proposers shall comply with the additional detailed instructions regarding submission of proposals found in Section 4 of this RFP. 1.3 Schedule The following is the schedule for this procurement: Date Activity July 18, 2015 Request for Proposal issued July 30, 2015 Written questions are due, via the question feature in the City's Supplier August 3,2015 Portal before 5:00 p.m. CT August 14,2015 DUE DATE FOR PROPOSALS: Proposals due before 5:00 p.m. CT September 8, 2015 Projected Date Award of Contract will appear as "Future" Item on City Council Agenda, if applicable.* September 15, 2015 Projected Date Award of Contract will appear as "Consent" Item on City Council Agenda, if applicable.* September 15, 2015 Projected Alternate Date Award of Contract will appear as "Future" Item on City Council Agenda, if applicable.* September 22, 2015 Projected Alternate Date Award of Contract will appear as "Consent" Item on City Council Agenda, if applicable.* 5 Section 2 Conditions Governing the Procurement 2.1 RFP Notice Requirement Notice of the RFP will be published in the Corpus Christi Caller Times once a week for two consecutive weeks. The date of the first publication will be at least fourteen(14) days prior to the proposal due date. 2.2 RFP Procedural and Content Questions A. Any Proposer requiring further clarification of the RFP procedures should submit specific questions to the Procurement Officer as described in Section 1.1, C of this RFP. B. During a review of this RFP and preparation of the proposal, certain errors, omissions or ambiguities may be discovered. If so, or if there are doubts or concerns about the meaning of any part of this RFP, questions should be submitted to the Procurement Officer as described in Section 1.1, C of this RFP. 2.3 Basis for Proposal Only the information contained in this RFP, questions and answers, addenda hereto and information supplied by the City in writing through the Procurement Officer should be used in the preparation of the Proposer's proposal(s). 2.4 Submission of Proposals A formal opening of the proposals shall not take place. 2.5 Proposal Terms and Conditions With its proposal, the Proposer must submit a complete set of any additional terms and conditions proposed for inclusion in the final Agreement. 2.6 Disclosure of Proposal Contents Proposals will be opened in a manner that avoids disclosure of the contents to competing Proposers and keeps the proposals secret during negotiations. All proposals are open for public inspection after the contract(s) are awarded; however, trade secrets and confidential information in the proposals are not open for public inspection. It is specifically provided, however, that each Proposer must identify any information contained in its proposal which it asserts is either a trade secret or confidential information. Such material must be conspicuously identified by marking each page containing such information as "confidential" or "proprietary". If such material is not conspicuously identified, then by submitting its proposal, a Proposer agrees that such material is considered public information. 2.7 Late Proposals Without exception, proposals must be submitted before the DUE DATE FOR PROPOSALS. Proposals received on or after the time and date specified in Section 1.3 are late and shall not be considered. 2.8 Signing of Proposals By submitting and signing a proposal, the Proposer indicates its intention to adhere to the provisions described in this RFP. Proposals signed for a partnership shall be signed in the Proposer's name by at least one general partner or in the Proposer's name by an attorney-in-fact. If signed by an attorney-in- fact, there should be attached to the proposal a Power-of-Attorney evidencing authority to sign proposals, dated the same date as the proposal, and executed in accordance with the legal requirements of the Proposer. Proposals signed for a corporation shall have the correct corporate name thereon and 6 shall bear the president's or vice president's original signature with the name and title written below the corporate name. Any other signature must be accompanied by a resolution of the board of directors authorizing such signature to contract in the corporation's name. The title of the office held by the person signing for the corporation shall appear below the signature of the officer. 2.9 Cost of Proposal This RFP does not commit the City to pay any costs incurred by a Proposer for preparation and submission of a proposal or for procuring or contracting for the items to be furnished under this RFP. All costs directly or indirectly related to preparing and responding to this RFP, including all costs incurred for supplementary documentation, shall be borne solely by the Proposer. 2.10 Disclosure of Interest The City of Corpus Christi's Code of Ordinances, Section 2-349, as amended, requires all persons and Proposers seeking to do business with the City to provide the Disclosure of Interest information on the City-supplied form included herewith. Every question must be answered. If the question is not applicable, answer with N/A. Proposers are obligated to provide updated information concerning the Disclosure of Interest, as warranted, for the duration of time the proposals are under consideration. 2.11 Ownership of Proposals All documents submitted in response to this RFP shall become the property of the City. 2.12 Disqualification or Rejection of Proposals Proposers may be disqualified for any of the following reasons: 1. There is reason to believe that collusion exists among the Proposers; 2. The Proposer is involved in any litigation against the City; 3. The Proposer is in arrears on an existing contract or has defaulted on previous contracts with the City; 4. The Proposer lacks financial stability; 5. The Proposer has failed to perform under previous or present contracts with the City; 6. The Proposer has failed to use the City's approved forms; 7. The Proposer has failed to adhere to one or more of the provisions established in this RFP; 8. The Proposer has failed to submit its Proposal in the format specified herein; 9. The Proposer has failed to submit its Proposal before the deadline established herein; 10. The Proposer has failed to adhere to generally accepted ethical and professional principles during the proposal process; or, 11. The Proposer has failed to provide a detailed cost summary in the proposal. 2.13 Rejection of Proposals Proposals may be rejected if they show any alteration of words or figures, additions not called for, conditional or uncalled-for alternate proposals, incomplete proposals, erasures or irregularities of any kind. Proposals tendered or delivered after the official time designated for receipt of proposals shall be deemed non-responsive and shall not be considered. Proposals will not be accepted from the Brokerage Firm who performed the appraisals of the City's parks. 2.14 Right to Waive Irregularities Proposals shall be considered "irregular" if they show any admissions, alterations of form, additions or conditions not called for, unauthorized alternate proposals or irregularities of any kind. The Procurement Officer reserves the right to waive minor irregularities and mandatory requirements, provided that all responsive proposals failed to meet the same mandatory requirements and the failure to do so does not 7 otherwise materially affect the procurement. This right shall be exercised at the sole discretion of the Procurement Officer. 2.15 Withdrawal of Proposals Proposals may be withdrawn through the City's Supplier Portal prior to the exact hour and DUE DATE FOR PROPOSALS. 2.16 Amending of Proposals A Proposer may amend a proposal through the City's Supplier Portal prior to the exact hour and DUE DATE FOR PROPOSALS. 2.17 Proposal Offer Firm By submission of its proposal, the Proposer affirms that its proposal is firm for one hundred eighty (180) days after the DUE DATE FOR PROPOSALS. 2.18 Proposer's Qualifications The City may make such investigations as necessary to determine the ability of the Proposer to adhere to the requirements specified herein. The Procurement Officer will reject the proposal of any Proposer who is not a responsible Proposer. 2.19 Exceptions to RFP Specifications Although the specifications in the following sections represent the City's anticipated needs, there may be instances in which it is in the City's best interest to permit exceptions to specifications and evaluate alternatives. It is vital that the Proposer make very clear where exceptions are taken to the specifications and how the Proposer will provide alternatives. Therefore, exceptions, conditions or qualifications to the provisions of the City's specifications must be clearly identified as such, together with reasons for taking exception and inserted in the proposal at that point. If the Proposer does not make clear that an exception is being taken, the City will assume the Proposer is, in its proposal, responding to and will meet the specifications and requirements of this RFP. 2.20 Consideration of Proposals Discussions may be conducted with responsible Proposers qualified to be selected for award for the purpose of clarification to assure full understanding of and responsiveness to the solicitation requirements. In discussions, there shall not be disclosure of any information derived from proposals submitted by competing Proposers. Until award of the Contract is made by the City, the City reserves the right to reject any or all proposals, to waive technicalities, to re-advertise for new proposals or to proceed with the work in any manner as may be considered in the best interest of the City. Should the City require clarification from the Proposer, the City shall contact the individual named as the organization's contact person in the City's Supplier Portal. Evaluation of the proposal is the first step in a series of evaluation steps that will be conducted by the Committee. The City may elect to conduct post-submission reference checks, Proposer interviews or best and final offers with any Proposers that are not eliminated based on their proposal. 2.21 Termination of RFP The City reserves the right to cancel this RFP at any time. The City reserves the right to reject any or all proposals submitted in response to this RFP. 8 2.22 Service Agreement The fully executed Contract, as amended; the RFP, as clarified via questions and answers and addenda; and the proposal, as may be clarified in writing, constitute the agreement, in its entirety, between the City and the Contractor. Any other terms and conditions shall be null and void. 2.23 Precedence of Contract Documents In case of a conflict in the contract documents, first precedence shall be given to the fully executed Contract, as amended; second precedence will be given to the RFP, including questions, answers and addenda; and third precedence will be given to the proposal, including as may be clarified in writing. 2.24 Governing Law The laws of the State of Texas will govern the Contract. The contract shall be executed and venue shall lie in Nueces County, Texas. 2.25 No Obligation In no manner does this RFP obligate the City or any of its agencies to the eventual services offered until confirmed by an executed written Contract. 2.26 Contract Deviations Any additional terms or conditions, which may be the subject of negotiation, will be discussed only between the City and qualified Proposers. 2.27 Sufficient Appropriation Any contract awarded as a result of this RFP process may be terminated if sufficient appropriations or authorizations do not exist. Such termination will be effected by sending written notice to the Contractor. The City's decision as to whether sufficient appropriations and authorizations are available shall be accepted by the Proposer as final. 2.28 Recommendation for Award City staff will recommend to the City Manager that award be made to the Proposer(s) whose proposal is determined by the City to be the most advantageous ("Best Value")to the City. 2.29 Award of Contract The City reserves the right to withhold final action on proposals for a reasonable time not to exceed one hundred eighty(180) days subsequent to the deadline for receipt of proposals. The award of a Contract(s), if an award is made, will be to the most responsible and responsive Proposer(s) that gives the City the "Best Value" and whose proposal meets the requirements and criteria set forth in this RFP. 2.30 Execution of Contract The City Manager shall authorize award of the Contract to the successful Proposer(s) and shall designate the successful Proposer(s) ("Contractor") as the City's Provider(s). The City will require the Contractor(s) to sign the documents necessary to enter into the required Contract with the City and to provide the necessary evidence of insurance as required in the Contract documents. No Contract for this project may be signed by the City without the authorization of the City Manager and no Contract shall be binding on the City unless and until it has been approved as to form by the City Attorney's Office and executed by the City Manager. 2.31 Disputes In the case of any doubt or difference of opinion with regard to the items to be furnished by a Proposer or the interpretation of the provisions of this RFP, the decisions of the City shall be final and binding upon all parties. 9 2.32 Change in Proposer's Representative The City reserves the right to require a change in Proposer's representatives if the assigned representatives are not, in the sole opinion of the City, adequately meeting the needs of the City. 2.33 Term The contract resulting here from will commence on the date signed by the last signatory and continue for six-months and includes three (3) six-month extension options, subject to the approval of the Contractor and the City Manager. By submission of its proposal, the Proposer agrees that the pricing quoted in its proposal is fixed and firm for the duration of the contract. 2.34 Change Requests Contract changes may only be made by an amendment to the Contract and executed in writing by the City and the Contractor and approved by the City Manager. 2.35 Termination of Contract A. The City Manager may terminate this Agreement for Contractor's failure to perform the services specified in this Agreement and its exhibits. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period stated in the notice, the City Manager may terminate this Agreement immediately thereafter. Failure to keep all insurance policies in force for the entire term of this Agreement is grounds for termination. B. Alternatively, the City may terminate this Agreement without cause upon twenty (20) days' advance written notice to the Contractor. However, the City may terminate this Agreement upon twenty-four(24) hours' advance written notice to the Contractor for the Contractor's failure to pay any required taxes or to provide proof of payment of taxes as set out in this Agreement. The Contractor may terminate this Agreement upon ninety(90) days' advance written notice to the City. 2.36 Indemnification CONTRACTOR SHALL INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS AND CAUSES OF ACTION OF ANY NATURE ON ACCOUNT OF DEATH, PERSONAL INJURIES, PROPERTY LOSS OR DAMAGE OR ANY OTHER KIND OF DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT, REGARDLESS OF WHETHER THE INJURIES, DEATH, OR DAMAGES ARE CAUSED OR ARE CLAIMED TO BE CAUSED BY THE CONCURRENT OR CONTRIBUTORY NEGLIGENCE OF INDEMNITEES, BUT NOT IF BY THE SOLE NEGLIGENCE OF INDEMNITEES UNMIXED WITH THE FAULT OF ANY OTHER PERSON OR GROUP. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL REASONABLY SATISFACTORY TO INDEMNITEES, AND PAY ALL CHARGES OF 10 ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SURVIVE THE EXPIRATION OR SOONER TERMINATION OF THIS AGREEMENT. 2.37 Insurance Requirements I.PROPOSER'S LIABILITY INSURANCE 1. Successful Proposer shall not commence work under this agreement until all insurance required herein has been obtained and approved by the City's Risk Manager or designee. Proposer must not allow any subcontractor to commence work until all similar insurance required of the subcontractor has been so obtained. 2. Proposer shall furnish to the Risk Manager and Director of Development Services, two (2) copies of Certificates of Insurance, with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the Risk Manager or designee. The City must be listed as an additional insured for the General Liability policy and Business Auto Liability policy, and a waiver of subrogation is required on all applicable policies. NOTES: Endorsements must be provided with certificate of insurance. Name of project and project number if applicable shall be listed in Description Box of Certificate of Insurance. Upon award The Clower Company will furnish copies of the required polices and name the City of Corpus Christi as a third party on all necessary and required policies TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, required Bodily injury and Property Damage on all certificates or by applicable policy Per Occurrence/aggregate endorsements. Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form 2. Premises—Operations 3. Products/Completed Operations 4. Contractual Liability 5. Independent PROPOSERs 6. Personal Injury-Advertising Injury BUSINESS AUTOMOBILE LIABILITY $250,000 Combined Single Limit 1. Owned 2. Hired&Non-owned 3. Rented&Leased WORKERS' COMPENSATION Statutory EMPLOYER'S LIABILITY $500,000/$500,000/$500,000 PROFESSIONAL LIABILITY $1,000,000 Per Claim or Occurrence 11 3. In the event of accidents of any kind related to this project, Proposer shall furnish the Risk Manager with copies of all reports of such accidents within ten(10) days of the accident. a ADDITIONAL REQUIREMENTS 1. Proposer must obtain workers' compensation coverage through a licensed insurance company in accordance with Texas law. The contract for coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The coverage provided must be in amounts sufficient to assure that all workers' compensation obligations incurred will be promptly met. An"All States endorsement shall be included for Companies not domiciled in Texas. 2. Proposer shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Proposer's sole expense, insurance coverage written on an occurrence basis, by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A-VII. 3. Proposer shall be required to submit replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Proposer shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Risk Management P.O. Box 9277 Corpus Christi,TX 78469-9277 4. Proposer agrees that with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, volunteers, and elected representatives as additional insured by endorsement, or comparable policy language, as respects to operations, completed operations and activities of, or on behalf of, the named insured performed under contract with the City. • The "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty (30) calendar days advance written notice directly to City of any suspension, cancellation, non-renewal or reductions in coverages or limits, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 5. City shall have the option to suspend Proposer's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. 6. In addition to any other remedies the City may have upon Proposer's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Proposer to stop work hereunder, and/or withhold any 12 payment(s) which become due to Proposer hereunder until Proposer demonstrates compliance with the requirements hereof. 7. Nothing herein contained shall be construed as limiting in any way the extent to which Proposer may be held responsible for payments of damages to persons or property resulting from Proposer's or its subcontractor's performance of the work covered under this agreement. 8. It is agreed that Proposer's insurance shall be deemed primary and non-contributory with respect to any insurance or self-insurance carried by the City of Corpus Christi for liability arising out of operations and completed operations and activities under this agreement. 9. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. 2.38 Right to Publish Throughout the duration of the procurement process and resulting Contract term, Proposer must secure from the City written approval prior to the release of any information that pertains to the potential work or activities covered by the RFP or the resulting Contract. Failure to adhere to this requirement may result in disqualification of the Proposer's proposal or termination of the Contract. 2.39 Proposer's Ethical Behavior By submission of its proposal, the Proposer promises that Proposer's officers, employees, or agents will not attempt to lobby or influence a vote or recommendation related to the Proposer's proposal submitted in response to this RFP, directly or indirectly, through any contact with City Council members or other City officials between the date this RFP is released to the public and the date a contract is awarded by the City Manager. Such behavior will be cause for rejection of the Proposer's proposal at the discretion of the City Manager or his designee. 2.40 Quantities Quantities described herein are estimates and do not obligate the City to order or accept more than the City's actual requirements during the term of any contract, nor do the estimates limit the City to ordering less than its actual needs during the term of any contract, subject to availability of appropriated funds. The City reserves the right to add additional property or remove properties with the original terms and conditions throughout the term of the contract. 2.41 Use of Subcontractors The Proposer may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Proposer must obtain prior written approval from the Contract Administrator. In using subcontractors, the Proposer is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Proposer. All requirements set forth as part of the Contract are applicable to all subcontractors and their employees to the same extent as if the Proposer and its employees had performed the services. 13 Section 3 Scope of Work 3.1 General Information The City of Corpus Christi (City) is the county seat for Nueces County. Nueces County is considered a Tier One(1) location on the Gulf Coast. The City of Corpus Christi is seeking proposals from real estate brokerage/firms to sell real property located within the corporate city limits of Corpus Christi, Texas. It is the intent of this Request for Proposal (RFP) to have the successful broker(s) or firm(s), enter into a Professional Services Contract with the City of Corpus Christi to supply real estate brokerage services as outlined herein. 3.2 Statement of Work The following properties are owned by the City of Corpus Christi and are available for sale. For detailed information on each property,please review appendix A. Groups and Property Address Acre(s) Group One San Carlos Park, 12650 Figueroa, 2.00 Violet Park, 4301 Violet 1.55 Willow Park, 11418 Willowood 0.93 Group Two Cabra Park, 1323 W. Broadway 1.36 Fountain Park, 4938 Moody 1.62 Parklane Park, 4600 Arlene 1.95 Group Three Acushnet Park, 6746 Aaron 9.96 Congress Park, 4017 Capitol 1.96 Creekway Park, 7306 Prairie 0.89 Penn Place 4302 Aaron 1.67 Group Four Caribbean Park, 601 Mediterranean X00 Durant Park, 6113 Durant 2.70 Peary Park, 1750 Paul Jones 1.00 Ridgewood Park, 5730 Malden 5.04 Group Five Mt. Vernon Park, 5151 McArdle 7.25 The successful firm shall agree to contract with the City of Corpus Christi to provide the following: 1. Develop strategies for sale of designated City-owned properties (including but not limited to conducting a study of comparable properties). 2. Develop marketing materials to advertise sites for sale, distribute materials to potential buyers via the appropriate forms of media and report the results to the City on an agreed upon frequency. 14 3. Advise the City related to strategies to promote and sell the designated sites. Public presentations may be required. 4. Participate in site tours of City-owned property listed for sale. 5. Analyze and present offers from potential buyers and advise the City with respect to negotiations. 6. Represent the City in negotiations with a prospective buyer from the time of offer through closing. 7. Coordinate real estate transaction closing. 8. Handle all other customary activities and services associated with real estate transactions. The Clower Company agrees to Items 1 thru 8 in Paragraph 3.2 mentioned above. The inventory of City owned property being considered for sale divided into five groups, are located throughout the community and are primarily located in residential or commercial areas. You are not required to make a proposal for all five groups. 3.2 MINIMUM REQUIREMENTS 1. Please note that response to this RFP are sought only from experienced brokers who can demonstrate their ability to perform and who have personnel with a proven track record of success in providing commercial real estate brokerage services. They must also be in good standing with the Texas Real Estate Commission. A proposal must demonstrate that the broker meets the following minimum qualifications to be eligible for consideration for this project: The firm, organization or company must have a minimum of one real estate broker licensed in the State of Texas. Other key real estate professionals, assigned to the contract, must be real estate agents licensed in the State of Texas. George B. Clower Texas Broker Licence#428055 License Status -Active Tim Clower Texas Broker License#109096 License Status—Active 2. The firm must have an office that has been continuously operated for the last five (5) years within Nueces County. Have operated continuously out of our current office at 415 Starr St. since 1993 3. The lead broker assigned to the contract and responsible for the coordination and execution of work must have a minimum of five years of experience and a proven track record in providing commercial real estate brokerage transaction services involving large scale commercial properties for its clients. George B. Clower has 22 years of experience in commercial real estate brokerage and has a proven track record in handling large scale commercial properties. Some of the projects that I have been or currently involved in are the following: - Brokered the sale of Padre Staples Mall to Trademark Properties now La Palmera - Broker and development partner in La Terraza at Lomas del Sur Apartments (128 units) in Laredo,TX—New construction - Brokered the sale of Staples Center to Trademark Properties - Brokered the sale of McDermott Rig Facility(224+acres) in Port Aransas - Current Leasing Agent and Development Partner in the Realm SPID& Rodd Field - Currently handling disposition of Walgreens surplus property—Corpus Christi and Rio Grande Valley 15 - Currently handling disposition of Family Dollar surplus property—Corpus Christi and Rio Grande Valley - Acquisition Project-15+sites—National Retailer-San Antonio - Acquisition Project—5+sites—National Fast Food user—NW Arkansas - Disposition of Surplus Property—Nueces County - Disposition of Surplus Property—Walgreens—Rio Grande Valley and Corpus Christi - Disposition of Surplus Property—Family Dollar—Rio Grande Valley - Disposition of Surplus Property—Outback Steakhouse 4. Each real estate professional assigned to this contract must have a minimum of three (3) years of experience in his or her areas of expertise. All other assigned professionals must have a minimum of two (2) years of experience in their areas of expertise. George B. Clower—22 years of experience in Commercial Real Estate Tim Clower—50+years of experience in Commercial Real Esate 5. The City reserves the right to reject any and all offers provided by the selected brokerage/firm. 6. Sale of the real property under brokerage agreement must comply with the following section of the Texas Local Government Code: Sec. 253.014. BROKER AGREEMENTS AND FEES FOR SALE OF REAL PROPERTY BY HOME-RULE MUNICIPALITY. (a) In this section, "broker" means a person licensed as a broker under Chapter 1101, Occupations Code. (b) The governing body of a home-rule municipality may contract with a broker to sell a tract of real property that is owned by the municipality. (c) The governing body may pay a fee if a broker produces a ready, willing, and able buyer to purchase a tract of real property. (d) If a contract is made under Subsection (b) with a broker to list the tract of real property for sale for at least 30 days with a multiple-listing service, the governing body on or after the 30th day after the date the property is listed may sell the tract of real property to a ready, willing, and able buyer who is produced by any broker using the multiple-listing service and who submits the highest cash offer. (e) The governing body may sell a tract of real property under this section without complying with the public auction requirements prescribed by Section 253.008 or other law or the notice and bidding requirements prescribed by Section 272.001 or other law. Added by Acts 2013, 83rd Leg., R.S., Ch. 462 (S.B. 985), Sec. 1, eff. June 14, 2013. The Clower Company agrees to comply with 3.2 Section 6 of the Texas Local Government Code Section 253.014. 3.3 RFP Solicitation Support Materials To facilitate consultant due diligence and response preparation, the following supplemental information is provided as part of the RFP solicitation package: Attachments Texas Association of Realtors -Commercial Real Estate Listing Agreement - Exclusive Right to Sell Form Real Estate Brokerage Services—Fee Schedule 16 Section 4 Proposal Format and Organization This section provides specific instructions on format and organization of the proposal to be submitted by the Proposer. Each Proposer may submit only one proposal in a totally self-supporting format without reference to any other proposal(s). 4.1 General Instructions A. To provide for ease and uniformity and to aid in the evaluation of proposals, Proposers shall comply with the sequence outlined herein. IN NUMBERING PROPOSALS, THE PROPOSER SHALL USE THE SAME SECTION NUMBERS AND TITLES AND SHALL PROVIDE ITS RESPONSES IN THE SAME ORDER AS EACH QUESTION IS NUMBERED AND ORDERED HEREIN. Failure to comply may result in rejection of the proposal. The proposal shall be completed in sections, which are described below. B. Proposers should be aware that all technical and operational specifications, equipment descriptions and marketing material submitted or made available will be incorporated by reference into any contract(s). The City discourages the inclusion of general marketing material or equipment manuals unless they are used to provide specific information or specifically requested by the City. C. The Proposer shall provide one electronic copy, via the electronic submission feature on Supplier Portal, as specified below,before the DUE DATE FOR PROPOSALS: 1. Although Proposers are not required to submit Sections 1, 2, 4 or 5 of this RFP in their proposal, if Proposer wishes to confirm, acknowledge or comment on any item in these sections,the Proposer may do so and submit same electronically. 2. Should Proposer desire to include any additional material, Proposer shall submit such material electronically. 4.2 Proposal Format A. This section outlines the minimum requirements for preparation and presentation of a proposal. B. The Proposer shall define the capabilities of their organization to supply and maintain the services as requested in this RFP. The response should be specific and complete in every detail and prepared in a simple and straightforward manner. C. Proposers are expected to examine the entire RFP including all specifications, standard provisions, instructions and attachments. Failure to do so will be at the Proposer's risk. Proposers should provide their best pricing for the services set out herein. 4.3 Transmittal Letter A. The transmittal letter shall be the first item in your proposal and shall indicate the intention of the Proposer to adhere to the provisions described in the RFP. The transmittal letter SHALL: 1. Be presented on company letterhead; 2. Identify the submitting organization; 3. Acknowledge receipt of any addenda to this RFP; 4. Identify, by name and title, and be signed by the person authorized by the organization to obligate the organization contractually. B. The second item in your proposal shall be a table of contents listing titles, sections and major sub- sections. All pages shall have a unique identifier and be numbered sequentially. 17 C. The third item in your proposal shall be the City of Corpus Christi's Disclosure of Interest. D. The fourth item in your proposal shall be the City of Corpus Christi's Business Designation Form. E. The fifth item in your proposal shall be your actual proposal, Texas Association of Realtors - Commercial Real Estate Listing Agreement-Exclusive Right to Sell Form, Real Estate Brokerage Services—Fee Schedule, and associated documents. 4.4 Service Agreement A sample SERVICE AGREEMENT is attached hereto that the successful Proposer will be required to sign. With the exception of certain terms and conditions which may be modified by mutual agreement between the City and the Proposer prior to final execution of the Contract, the final SERVICE AGREEMENT will conform to the SERVICE AGREEMENT included in this RFP. 18 Section 5 Proposal Evaluation The City will conduct a comprehensive, fair and impartial evaluation of all proposals received in response to this RFP. Each proposal will first be analyzed to determine overall responsiveness and completeness as defined in Section 4 Proposal Format and Organization, and Section 5.2 Evaluation Criteria. Failure to comply with the instructions or submission of a proposal that does not satisfy Sections 4 and 5.2 may result in the proposal being deemed non-responsive and may, at the discretion of the Committee, as defined in Section 5.1 below, result in the proposal being eliminated from further consideration. 5.1 Evaluation Committee An Evaluation Committee ("Committee") will be established to assist the City in the selection of a qualified Proposer. The Committee will be comprised of the Parks and Recreation Department's Assistant Director; Land Acquisition Manager; Development Services Assistant Director; and Assistant City Attorney. The Committee will determine the responsiveness and acceptability of each proposal. The Committee will then engage in a detailed review of each proposal to evaluate the response in relation to the four(4) major evaluation factors identified in Section 5.2. 5.2 Evaluation Criteria A. The proposal evaluation and selection of a brokerage/firm for each Group of properties will be based on the following criteria: 1) Experience, Qualifications, and References 2 Marketing Strategies, 3) Fee Schedule and 4) Local Presence. The weight assigned to each of these parameters has been determined by the Committee and will be as indicated below: Experience, Marketing Fee Schedule Local Total Qualification, Strategies Presence References 20% " 35% 40% 5% 100% B. Experience, Qualification and References (20%): Experience(8%) Number of year's brokerage firm has been in business 80+years in Corpus Christi Number of years lead realtor for this project George B. Clower-22 years—Licensed Number of year support realtors for this project has been licensed Tim Clower—50+Years - Licensed 19 Qualification (8%) Types and number of real estate transactions of firm in last 12-18 months 22 Transactions - Industrial Sale—Unimproved 8+acres—IH37; - Commercial Sale—Unimproved 1.5+Acres—Staples& Everhart; , - Commercial Sale-4520 Crosstown Expressway - Commercial Sale—Unimproved 5+Acres—Laredo - Commercial Sale—Unimproved 1.7+acres—Alameda St. - Commercial Sale—Unimproved 4.96 acres—Springdale,AR - Commercial Sale—Unimproved 1.6 acres—Siloam Springs,AR - Commercial Pad Site—Unimproved 1+Acres—Saratoga; - Commercial Pad Site—Unimproved 0.9+Acres—Rodd Field Rd. - Commercial Pad Site—Unimproved 17+Acres—Portland - Retail Shopping Center-Saxet Center—Sale - Retail Shopping Center-Morrison Crossing—Brownsville—Acquisition - Commercial/Industrial Sale—McDermott Facility—220+Acres—Port Aransas - Retail Lease—Morrison Crossing—2,450+Sqft-Brownsville - Retail Lease—Morrison Crossing—1,400+Sqft—Brownsville - Retail Lease—1722 Rodd Field Rd. - Retail Lease—Wooldridge Center—5,000+Sqft. - Industrial Lease—110 N. Staples St. - Condominium Sale—La Plaza Condos—Brownsville - Condominium Sale—La Plaza Condos- Brownsville - Disposition—Lease Buyout- Family Dollar—La Joya - Disposition Sale—Commercial Pad Site—CVS Pharmacy-Edinburg Types and number of real estate transactions of lead realtor in last 12-18 Same as above Types and number of real estate transactions support realtors in last 12-18 Same as above References (4%) Positive feedback from references provided (5%) The NRP Group—San Antonio Debra Guerrero—210-487-7878 work -dguerrero(cr),nrpgroup.com Dan Markson—210-487-7878 work-dmarkson(cr),nrpgroup.com American Bank—Corpus Christi George Hawn—361-882-5435 Encore Development- Dallas Terry Parker—512-547-0077 cell - tparker(c�encore.bz Fernando Camargo—469-358-2913 cell - fcamargo@encore.bz 20 Negative feedback from references provided(0%) Total: 20% Marketing Strategies (35%): Method for identifying potential buyers(10%) Expanse and quality of marketing materials and strategies (15%) Tools and methods for determining a listing price and quality of offers from prospective buyers (10%) Total: 35% See Marketing Strategy and individual marketing strategy spreadsheet Attached hereto Fee Schedule(40%) Best proposal gets (35%) Subsequent proposals receive proportionally less points (5%) Total: 40% See Real Estate Brokerage Services - Fee Schedule Attached hereto Local Presence(5%) Local Presence(5%) Non-Local Presence(0%) Total: 5% Have had a local presence and an established real estate firm in Corpus Christi since the 1930's. In no case will the percentage assigned to each criterion be less than or greater than that stated above. The sum of the final percentages for all criteria will equal 100%. C. The Proposer's failure to provide information relative to the above criteria may result in the City deeming such proposal non-responsive and may, at the sole discretion of the Committee, result in elimination of said proposal from further consideration. The Committee reserves the right to conduct other evaluation and measurements of the proposals as may be necessary to make an informed decision. D. Firms submitting a proposal in response to the RFP may be required to give an oral presentation of their proposal. Additional technical and/or cost information may be requested for clarification purposes, but in no way change the original proposal submitted. Interviews are optional and may or may not be conducted. If an interview is conducted; it is essential that the brokerage/firm's personnel to be assigned to the work, as well as key representatives, be present at and participates in the interview. 21 Sample-Real Estate Brokerage Service Agreement Service Agreement No. THIS Real Estate Brokerage Service Agreement (this "Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City"), acting by and through its City Manager or his designee ("City Manager"), and ("Contractor"), effective for all purposes upon execution by the City Manager. WHEREAS Contractor has proposed to provide Real Estate Brokerage Service in response to Event No. 64; WHEREAS the City has determined Contractor to be the most advantageous proposer; NOW, THEREFORE, Contractor and City enter into this Agreement and agree as follows: 1. Services. Contractor shall provide Real Estate Brokerage Service in accordance with Event No. 64 ("Services"), which request for proposal and related specifications, if any, are attached to this Agreement and incorporated by reference into this Agreement as Exhibit "A". Contractor's proposal to provide the services is attached to this Agreement and incorporated by reference into this Agreement as Exhibit"B". 2. Term. This Agreement is for a term of six (6) months, commencing on the date signed by the City Manager and continuing for six (6) months thereafter. The term includes an option to extend for up to three(3) additional six-month periods subject to the approval of the Contractor and the City Manager. 3. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement including deductions for non-performance and authorizations for payment. All of the Contractor's notices and communications regarding this Agreement must be directed to the Contract Administrator, who serves as the Parks and Recreation Department Contract Administrator,unless indicated otherwise in this Agreement. 4. Independent Contractor. Contractor shall perform the Services hereunder as an independent contractor and furnish such Services in its own manner and method, and under no circumstances will any employee, agent, or representative of the Contractor be considered an employee of the City. 5. Insurance. Before Services can begin under this Agreement, the Contractor's insurance company must deliver a Certificate of Insurance as proof of the required insurance coverages to the Contract Administrator. Additionally, the certificate must state that the Parks and Recreation Department Contract Administrator and the City's Risk Manager will be given at least thirty (30) days' notice of cancellation, material change in the coverages, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 15 days of the City Manager's written request to Contractor. 6. Assignment. No assignment of this Agreement nor any right or interest herein held by the Contractor is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is the essence of this Agreement, and the City's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 7. Fiscal Year. All parties recognize that the continuation of any contract after the close of any fiscal year of the City (the City's fiscal year ends each September 30th) is subject to budget approval and appropriations providing for such contract item as an expenditure in the fiscal budget. The City does not 22 represent that a budget item for this Agreement will be actually adopted, as that determination is within the sole discretion of the City Council at the time of adoption of each fiscal budget. 8. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 9. Compliance with Laws. This Agreement is subject to all applicable federal, state and local laws. All duties of the parties will be performed in Corpus Christi, Texas. The applicable law for any legal disputes arising out of this Agreement is the law of Texas, and the forum and venue for such disputes is the appropriate district or county court in and for Nueces County, Texas. 10. Subcontractors. The Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Parks and Recreation Department Contract Administrator. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the services. 11. Amendments. This Agreement may be amended only in writing and signed by persons authorized to execute the same by both parties. 12. Termination. A. The City Manager may terminate this Agreement for Contractor's failure to perform the services specified in this Agreement and its exhibits. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period stated in the notice, the City Manager may terminate this Agreement immediately thereafter. Failure to keep all insurance policies in force for the entire term of this Agreement is grounds for termination. B. Alternatively, the City may terminate this Agreement without cause upon twenty (20) days' advance written notice to the Contractor. However, the City may terminate this Agreement upon twenty-four(24) hours' advance written notice to the Contractor for the Contractor's failure to pay any required taxes or to provide proof of payment of taxes as set out in this Agreement. The Contractor may terminate this Agreement upon ninety(90) days' advance written notice to the City. 13. Taxes. The Contractor covenants to pay all applicable federal and state payroll taxes, Medicare taxes, FICA taxes, unemployment taxes, and all other taxes in accordance with Circular E "Employer's Tax Guide", Publication 15, as it may be amended. Upon request, the City Manager shall be provided proof of payment of these taxes within fifteen(15) days of such request. 14. Drug Policy. The Contractor must adopt and enforce a"Drug Free Workplace"policy. 15. Violence Policy. The Contractor must adopt and enforce a"Violence in the Workplace"policy. 16. Notice. Notice must be given by personal delivery, facsimile(fax), or by certified mail,postage prepaid and return receipt requested, and is deemed received on the date hand-delivered or faxed, with proof of accepted transmission, and on the third day after deposit in the U.S. mail if sent certified mail. Notice must be sent as follows: 23 IF TO CITY: City of Corpus Christi Attention: Development Services Department Contract Administrator P. O. Box 9277 Corpus Christi, Texas 78469-9277 1201 Leopard St. Corpus Christi, Texas 78401 Fax#(361) 826-4464 IF TO CONTRACTOR: Contractor Name: Contact Person: Mailing Address: City, State, ZIP: Physical Address: City, State, ZIP: Fax#: 17. Month-to-Month Extension. If the City has not completed the procurement process and awarded a new Real Estate Brokerage Service Agreement upon expiration of the original contract term or any extension period, the Contractor shall continue to provide goods/services under this Agreement at the most current price, in accordance with the terms and conditions of this Agreement or extension, on a month-to-month basis not to exceed six months. Any month-to-month provision of goods/services by the Contractor under this Agreement automatically terminates on the effective date of a new contract. 18. Severability. Each provision of this Agreement is severable and if, for any reason, any provision or any part thereof is determined to be invalid and contrary to any applicable law, such invalidity shall not impair the operation of or affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part thereof had been omitted. 19. INDEMNIFICATION. CONTRACTOR SHALL INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS AND CAUSES OF ACTION OF ANY NATURE ON ACCOUNT OF DEATH, PERSONAL INJURIES, PROPERTY LOSS OR DAMAGE OR ANY OTHER KIND OF LOSS OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT REGARDLESS OF WHETHER THE INJURIES, DEATH, OR DAMAGES ARE CAUSED OR ARE CLAIMED TO BE CAUSED BY THE CONCURRENT OR CONTRIBUTORY NEGLIGENCE OF INDEMNITEES BUT NOT IF BY THE SOLE NEGLIGENCE OF INDEMNITEES UNMIXED WITH THE FAULT OF ANY OTHER PERSON OR ENTITY. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR 24 SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL REASONABLY SATISFACTORY TO INDEMNITEES, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SURVIVE THE EXPIRATION OR SOONER TERMINATION OF THIS AGREEMENT. Contractor: Signature: Printed Name: Title: Date: CITY OF CORPUS CHRISTI Signature: Printed Name: Title: Date: Incorporated by Reference: Exhibit A: Request for Proposal Event No. 64 (Available upon request) Exhibit B: Contractor's Proposal (Available upon request) 25 City of Carpu s C t�ri sti SUPPLIER NUMBER TO BE ASSIGNED BY CITY PURCHASING DIVISION CITY OF CORPUS CHRISTI DISCLOSURE OF INTEREST Corpus Christi Code § 2-349, as amended, requires all persons or firms seeking to do business with the City to provide the following information. Every question must be answered. If the question is not applicable,answer with"NA". See next page for Filing Requirements, Certification and Definitions. COMPANY NAME: The Clower Company, Inc. P.O. BOX: 2525 STREET ADDRESS: 415 Starr St. CITY: Corpus Christi STATE: Texas ZIP: 78403-2525 FIRM IS: 1. Corporation E2. Partnership = 3. Sole Owner 0 4. Association 5. Other DISCLOSURE QUESTIONS If additional space is necessary,please use the reverse side of this page or attach separate sheet. 1. State the names of each "employee" of the City of Corpus Christi having an "ownership interest" constituting 3%or more of the ownership in the above named"firm." Name Job Title and City Department(if known) N/A 2. State the names of each "official" of the City of Corpus Christi having an "ownership interest" constituting 3%or more of the ownership in the above named"firm." Name Title N/A 3. State the names of each"board member" of the City of Corpus Christi having an"ownership interest" constituting 3%or more of the ownership in the above named"firm." Name Board,Commission or Committee N/A 4. State the names of each employee or officer of a "consultant" for the City of Corpus Christi who worked on any matter related to the subject of this contract and has an "ownership interest" constituting 3%or more of the ownership in the above named"firm." Name Consultant N/A FILING REQUIREMENTS If a person who requests official action on a matter knows that the requested action will confer an economic benefit on any City official or employee that is distinguishable from the effect that the action will have on members of the public in general or a substantial segment thereof,you shall disclose that fact in a signed writing to the City official,employee or body that has been requested to act in the matter, unless the interest of the City official or employee in the matter is apparent. The disclosure shall also be made in a signed writing filed with the City Secretary. [Ethics Ordinance Section 2-349(d)] CERTIFICATION I certify that all information provided is true and correct as of the date of this statement,that I have not knowingly withheld disclosure of any information requested; and that supplemental statements will be promptly submitted to the City of Corpus Christi,Texas as changes occur. Certifying Person: George B. Clower Title: Vice President (Type or Print) Signature of Certifying Person: � Date: 9-3-15 DEFINITIONS a. "Board member." A member of any board, commission, or committee of the city, including the board of any corporation created by the city. b. "Economic benefit". An action that is likely to affect an economic interest if it is likely to have an effect on that interest that is distinguishable from its effect on members of the public in general or a substantial segment thereof. c. "Employee." Any person employed by the city, whether under civil service or not, including part-time employees and employees of any corporation created by the city. d. "Firm." Any entity operated for economic gain, whether professional, industrial or commercial, and whether established to produce or deal with a product or service, including but not limited to, entities operated in the form of sole proprietorship, as self-employed person, partnership, corporation, joint stock company, joint venture, receivership or trust, and entities which for purposes of taxation are treated as non-profit organizations. e. "Official." The Mayor, members of the City Council, City Manager, Deputy City Manager, Assistant City Managers, Department and Division Heads, and Municipal Court Judges of the City of Corpus Christi, Texas. f. "Ownership Interest." Legal or equitable interest, whether actually or constructively held, in a firm, including when such interest is held through an agent, trust, estate, or holding entity. "Constructively held" refers to holdings or control established through voting trusts, proxies, or special terms of venture or partnership agreements. g. "Consultant." Any person or firm, such as engineers and architects, hired by the City of Corpus Christi for the purpose of professional consultation and recommendation. CITY OF CORPUS CHRISTI PURCHASING DIVISION BUSINESS DESIGNATION FORM ENSURE THIS FORM IS SUBMITTED WITH YOUR BID RESPONSE PLEASE INDICATE WHETHER YOUR COMPANY IS ANY ONE OF THE FOLLOWING: ❑ YES ® NO - CERTIFIED HISTORICALLY UNDERUTILIZED BUSINESS (HUB) Select all that are appropriate: ❑ ASIAN PACIFIC ❑ BLACK ❑ HISPANIC ❑ NATIVE AMERICAN ❑ WOMAN Please visit the following website for information on becoming a Texas Certified HUB: http://www.window.state.tx.us/procurement/prog/hub/ ❑ YES®NO - LOCAL SMALL BUSINESS (LSB) A for-profit entity employing less than 49 employees located within the City limits of Corpus Christi,Texas ❑YES ❑NO OTHER(PLEASE SPECIFY): X THIS COMPANY IS NOT A CERTIFIED HUB or LSB THE INFORMATION REQUESTED IN THIS FORM IS FOR STATISTICAL REPORTING PURPOSES ONLY AND WILL NOT INFLUENCE AWARD DECISIONS OR THE AMOUNT OF MONIES EXPENDED WITH ANY GIVEN COMPANY. EVENT NO: 64 Firm Name: The Clower Company Telephone: 361-880-4111 Ext. Address: P.O. Box 2525 Fax: 361-880-4118 City: Corpus Christi State: TX Zip: 78403-2525 E-mail: gbclower@aol.com i /7/ Date: 9-3-15 Signature of Person thorized to Sign Form Signer's Name: George B. Clower Title: Vice President (Please print or type) TEXAS ASSOCIATION OF REALTORS' COMMERCIAL REAL ESTATE LISTING AGREEMENT EXCLUSIVE RIGHT TO SELL USE OF THIS FORM BY PERSONS WHO ARE NOT MEMBERS OF THE TEXAS ASSOCIATION OF REALTORS®IS NOT AUTHORIZED. ©Texas Association of REALTORS®,Inc.2014 1. PARTIES: The parties to this agreement (this Listing) are: Seller: City of Corpus Christi, a Texas home-rule municipal corporation Address: P.O. Box 9277 City, State, Zip: Corpus Christi,Texas 78469-9277 Phone: Fax: E-Mail: Broker:The Clower Company, a Texas corporation Address: P.O. Box 2525 City, State, Zip: Corpus Christi,Texas 78403 PhOne:361-880-4111 Fax: 361-880-4118 E-Mail: gbclower@aol.com Seller appoints Broker as Seller's sole and exclusive real estate agent and grants to Broker the exclusive right to sell the Property. 2. PROPERTY: A. "Property" means the following real property in Texas: Address: City of CC -Surplus Park Lands City: Corpus ChristiCounty: Nueces Zip: Legal Description (Identify exhibit if described on attachment): See Exhibit"A"-Property descriptions attached hereto B. Except as otherwise provided in this Listing, Broker is to market the Property together with: (1) all buildings, improvements, and fixtures; (2) all rights, privileges, and appurtenances pertaining to the Property, including Seller's right, title, and interest in any minerals, utilities, adjacent streets, alleys, strips, gores, easements and rights-of- way; (3) Seller's interest in all leases, rents, and security deposits for all or part of the Property; (4) Seller's interest in all licenses and permits related to the Property; (5) Seller's interest in all third party warranties or guaranties, if transferable, relating to the Property or any fixtures; (6) Seller's interest in any trade names, if transferable, used in connection with the Property; and (7) all Seller's tangible personal property located on the Property that is used in connection with the Property's operations except: N/A (Describe any exceptions, reservations, or restrictions in Special Provisions or an addendum. If the Property is a condominium, attach Condominium Addendum to Listing(TAR-1401).) (TAR-1301)4-1-14 Initialed for Identification by Seller , and Broker/Associate Page 1 of 9 Conover generated using AutoContraot 7 TM,from AutoReally,LLC,1060 W.Pipeline,Suite 101,Hurst,TX 76053,(800)322-1178 LA-City of CC to TCC-Lake St.-090315.armi Printed:2:42:23 PM 9/3/2015 Commercial Listing concerning City of CC -Surplus Park Lands Corpus Christi 3. LISTING PRICE: A. Seller instructs Broker to market the Property at the following gross sales price: $ TBD (Listing Price). B. Seller agrees to sell the Property for the Listing Price or any other price acceptable to Seller. Seller will pay all typical closing costs charged to sellers of commercial real estate in Texas (seller's typical closing costs are those set forth in the commercial contract forms published by the Texas Association of REALTORS®) except N/A 4. TERM: A. This Listing begins on October 1st, 2015 and ends at 11:59 p.m. on April 30th,2016 Seller may terminate this Listing on notice to Broker any time after January 31st, 2016 B. If Seller enters into a binding written contract to sell the Property before the date this Listing begins and the contract is binding on the date this Listing begins, this Listing will not commence and will be void. 5. BROKER'S FEE: A. Fee: When earned and payable, Seller will pay Broker a fee of: (1) 4.500% of the sales price. ❑ (2) N/A B. Earned: Broker's fee is earned when any one of the following occurs during this Listing: (1) Seller sells, exchanges, agrees to sell, or agrees to exchange all or part of the Property to anyone at any price on any terms; (2) Broker individually or in cooperation with another broker procures a buyer ready, willing, and able to buy all or part of the Property at the Listing Price or at any other price acceptable to Seller; (3) Seller grants or agrees to grant to another person an option to purchase all or part of the Property; (4) Seller transfers or agrees to transfer all or part of Seller's interest (stock or shares) in any entity that holds title to all or part of the Property for the purpose of conveying all or part of the Property to another person; or (5) Seller breaches this Listing. C. Payable: Once earned, Broker's fee is payable either during this Listing or after it ends at the earlier of: (1) the closing and funding of any sale or exchange of all or part of the Property; (2) Seller's refusal to sell the Property after Broker's Fee has been earned; (3) Seller's breach of this Listing; or (4) at such time as otherwise set forth in this Listing. Broker's fee is not payable if a sale of the Property does not close or fund as a result of: (i) Seller's failure, without fault of Seller, to deliver to a buyer a deed or a title policy as required by the contract to sell; (ii) loss of ownership due to foreclosure or other legal proceeding; or (iii) Seller's failure to restore the Property, as a result of a casualty loss, to its previous condition by the closing date set forth in a contract for the sale of the Property. (TAR-1301)4-1-14 Initialed for Identification by Seller and Broker/Associate Page 2 of 9 Computer generated using AutoContract 7 TM,from AutoReeky,LLC,1060 W.Pipeline,Suite 101,Hurst,TX 76053,(800)322-1178 LA-City of CC to TCC-Lake St.-090315.awrY Printed:2:42:24 PM 9/3/2015 Commercial Listing concerning City of CC -Surplus Park Lands Corpus Christi D. Other Fees: (1) Lease of Property: If, during this Listing, Broker procures a tenant to lease all or part of the Property and Seller agrees to lease all or part of the Property to the tenant, Seller will pay Broker at the time the lease is executed the fee described below. If, during the term of the lease, the tenant agrees to purchase all or part of the Property, Seller will pay Broker the fee specified in Paragraph 5A in addition to the amount described below. ❑ (a) TBD% of all base rents to be paid over the term of the lease and the same percentage of the following items to be paid over the term of the lease: ❑ expense reimbursements; and • ❑ (b) N/A (2) Renewals, Extensions, or Expansions of Property: If, during this Listing or after it ends, Seller renews, extends, or expands the lease, Seller will pay Broker, at the time the renewal, extension, or expansion becomes effective, a fee of: ❑ (a) N/A % of all base rents to be paid over the term of the renewal or extension and the same percentage of the following items to be paid over the same term: ❑ expense reimbursements based on initial amounts ❑ ❑ (b) N/A % of all base rents to be paid over the term of the expansion and the same percentage of the following items to be paid over the same term: ❑ expense reimbursements based on initial amounts ❑ N/A ; or ❑ (C) N/A In addition to their ordinary meanings, "extensions, "renewals," and "expansions" include new leases for more, less, or different space in the building or complex in which the property is located. (3) Breach by Buyer Under Contract: If Seller collects earnest money, the sales price, or damages by suit, compromise, settlement or otherwise from a buyer who breaches a contract for the sale of all or part of the Property entered into during this Listing, Seller will pay Broker, after deducting attorney's fees and collection expenses, an amount equal to the lesser of one-half of the amount collected after deductions or the amount of the Broker's Fee stated in Paragraph 5A. Any amount paid under this Paragraph 5D(3) is in addition to any amount that Broker may be entitled to receive for subsequently selling the Property. (4)Service Providers: If Broker refers Seller or a prospective buyer or tenant to a service provider (e.g., mover, cable company, telecommunications provider, utility, or contractor) Broker may receive a fee from the service provider for the referral. Any referral fee Broker receives under this Paragraph 5D(4) is in addition to any other compensation Broker may receive under this Listing. (5)Other Fees and/or Reimbursable Expenses: N/A E. Protection Period: (1) "Protection period" means that time starting the day after this Listing ends and continuing for 90 days. (TAR-1301)4-1-14 Initialed for Identification by Seller , and Broker/Associate Page 3 of 9 Computer generated using AutoConlmct 7"',from AutoReally,LLC,1060 W.Pipeline,Suite 101,Hest,TX 76053,(800)322-1178 LA-City of CC to TCC-Lake St-090315.axn1 Printed:2:42.25 PM 9/3/2015 Commercial Listing concerning City of CC -Surplus Park Lands Corpus Christi (2) Not later than 10 days after this Listing ends Broker may send Seller written notice specifying the names of persons whose attention Broker has called to the Property during this Listing. If Seller agrees to sell or lease all or part of the Property during the protection period to a person named in the notice or to a relative or business associate of a person named in the notice, Seller will pay Broker, upon the closing of the sale or upon execution of the lease, the amount Broker would have been entitled to receive if this Listing were still in effect. (3) "Person" means any person in any capacity whether an individual or entity. "Sell" means any transfer of any interest in the Property whether by agreement or option. (4) This Paragraph 5E survives termination of this Listing. F. County: All amounts payable to Broker are to be paid in cash in Nueces County, Texas. G. Escrow Authorization: Seller authorizes, and Broker may so instruct, any escrow or closing agent authorized to close a transaction for the purchase or acquisition of the Property to collect and disburse to Broker all amounts payable to Broker under this Listing. NOTICE: Under Chapter 62, Texas Property Code, Broker is entitled to claim a lien against the Property to secure payment of an earned commission. 6. EXCLUSIONS: A. Under a prior listing agreement Seller is obligated to pay another Texas licensed broker a fee if Seller sells or leases all or part of the Property before None to any of the following persons: (named exclusions). B. If Seller enters into a contract to sell or lease all or part of the Property to a named exclusion before the date specified in Paragraph 6A, Seller will not be obligated to pay Broker the fees under Paragraph 5 of this Listing, but Seller will pay Broker, upon the closing of the sale or upon execution of the lease, a fee equal to: (1) % of the sales price if Seller sells the Property; (2) % of all base rents to be paid over the term of the lease if Seller leases the Property and the same percentage of the following items to be paid over the term of the lease: ❑ expense reimbursements; ❑ ; and (3) N/A C. If Seller enters into a contract to sell or lease all or part of the Property to a named exclusion, Broker will ❑ will not assist Seller in negotiating and closing the sale or lease to the named exclusion. 7. ACCESS TO THE PROPERTY: Authorizing access to the Property means giving permission to another person to enter the Property, disclosing security codes necessary to enter the Property to such person, and lending a key to the Property to such person. To facilitate the showing and sale of the Property, Seller instructs Broker and Broker's associates to: (i) access the Property at reasonable times; (ii) authorize other brokers, inspectors, appraisers, lenders, engineers, surveyors, and repair persons to enter the Property at reasonable times; and (iii) duplicate keys to facilitate convenient and efficient showings. 8. COOPERATION WITH OTHER BROKERS: Broker will allow other brokers to show the Property to prospective buyers. If the other broker procures a buyer who purchases the Property, Broker will offer to pay the other broker a portion of Broker's fee under Paragraph 5. (TAR-1301)4-1-14 Initialed for Identification by Seller and Broker/Associate Page 4 of 9 Complier generated using AutoContrad 7'"'from AuloReaity,LLC,1060 W.Pipeline,Suite 101,Hirst,TX 76053,(800)322-1178 LA-City of CC to TCC-Lake St.-090315.aooi Printed:2:42:25 PM 9/3/2015 Commercial Listing concerning City of CC -Surplus Park Lands Corpus Christi 9. INTERMEDIARY: (Check A or B only.) t4 A. Intermediary Status: Broker may show the Property to interested prospective buyers or tenants who Broker represents. If a prospect who Broker represents offers to buy or lease the Property, Seller authorizes Broker to act as an intermediary and Broker will notify Seller that Broker will service the parties in accordance with one of the following alternatives. (1) If a prospect who Broker represents is serviced by an associate other than the associate servicing Seller under this Listing, Broker may notify Seller that Broker will: (a) appoint the associate then servicing Seller to communicate with, carry out instructions of, and provide opinions and advice during negotiations to Seller; and (b) appoint the associate then servicing the prospect to the prospect for the same purpose. (2) If a prospect who Broker represents is serviced by the same associate who is servicing Seller, Broker may notify Seller that Broker will: (a) appoint another associate to communicate with, carry out instructions of, and provide opinions and advice during negotiations to the prospect; and (b) appoint the associate servicing the Seller under this Listing to the Seller for the same purpose. (3) Broker may notify Seller that Broker will make no appointments as described under this Paragraph 9A and, in such an event, the associate servicing the parties will act solely as Broker's intermediary representative, who may facilitate the transaction but will not render opinions or advice during negotiations to either party. ❑ B. No Intermediary Status: Seller agrees that Broker will not show the Property to prospects who Broker represents. Notice: If Broker acts as an intermediary under Paragraph 9A, Broker and Broker's associates: • may not disclose to the prospect that Seller will accept a price less than the asking price unless otherwise instructed in a separate writing by Seller; • may not disclose to Seller that the prospect will pay a price greater than the price submitted in a written offer to Seller unless otherwise instructed in a separate writing by the prospect; • may not disclose any confidential information or any information Seller or the prospect specifically instructs Broker in writing not to disclose unless otherwise instructed in a separate writing by the respective party or required to disclose the information by the Real Estate License Act or a court order or if the information materially relates to the condition of the property; • may not treat a party to the transaction dishonestly; and • may not violate the Real Estate License Act. 10. CONFIDENTIAL INFORMATION: During this Listing or after it ends, Broker may not knowingly disclose information obtained in confidence from Seller except as authorized by Seller or required by law. Broker may not disclose to Seller any information obtained in confidence regarding any other person Broker represents or may have represented except as required by law. 11. BROKER'S AUTHORITY: A. Broker will use reasonable efforts and act diligently to market the Property for sale, procure a buyer, and negotiate the sale of the Property. B. In addition to other authority granted by this Listing, Broker may: (1) advertise the Property by means and methods as Broker determines is appropriate in any media, including but not limited to: (a) placing a "For Sale" sign or similar marketing sign on the Property; and (b) creating and placing information about the Property (including interior and exterior photographs or videos): (TAR-1301)4-1-14 Initialed for Identification by Seller , and Broker/Associate Page 5 of 9 Computer generated using AutoContract 7 TM,from AutoReaky,LLC,1060 W.Pipeline,Suite 101,Kest,TX 76053,(800)322-1178 LA-City of CC to TCC-Lake St.-090315.axrd Printed:2:42:26 PM 9/3/2015 Commercial Listing concerning City of CC -Surplus Park Lands Corpus Christi (i) on the Internet on Broker's website and on other websites as Broker determines; (ii) in any advertisements whether in print or electronic media; and (iii) into listing services that may publicize the information on the Internet or by other means; (2) reproduce, display, and distribute information about the Property, including the information described under Paragraph 11B(1), for the purposes of marketing the Property; (3) furnish comparative marketing and sales information about other properties to prospects; (4) disseminate information about the Property to other brokers and prospects, including applicable disclosures, notices, or other information that Seller is required to make under law or a contract; (5) obtain information from any holder of any note secured by a lien on the Property; (6) accept, in trust, any earnest money, option fee, security deposit, or other money related to the purchase or lease of the Property and deliver such money for deposit in accordance with a contract for the sale or lease of the Property; (7) disclose the sales price and terms of a sale or a lease to other brokers, appraisers, other real estate professionals, and any listing services into which information about the Property is placed; (8) place information about this Listing and a transaction for the Property on an electronic platform (an electronic platform is typically an Internet-based system where professionals related to the transaction, such as title companies and lenders, may receive, view, and input information); and (9) advertise that Broker "sold" or "leased" the Property after the closing of a sale or execution of a lease of the Property in which Broker was involved. NOTICE: Any submission of information to a listing service must be made in accordance with listing service's rules. C. Broker is not authorized to execute any document in the name of or on behalf of Seller concerning the Property. D. Photographs, videos, and compilations of information submitted to a listing service are the property of the listing service for all purposes. 12. REPRESENTATIONS: A. Except as provided otherwise in this Listing, Seller represents that: (1) Seller has fee simple title to and peaceable possession of the Property and all its improvements and fixtures thereon, unless rented, and the legal capacity to convey the Property; (2) Seller is not bound by a listing agreement with another broker for the sale, exchange, or lease of the Property that is or will be in effect during this Listing; (3) no person or entity has any right to purchase, lease, or acquire the Property by an option, right of refusal, or other agreement; (4) there are no delinquencies or defaults under any deed of trust, mortgage, or other encumbrance on the Property; (5) the Property is not subject to the jurisdiction of any court; (6) Seller owns sufficient intellectual property rights in any materials which Seller provides to Broker related to the Property (for example, brochures, photographs, drawings, or articles) to permit Broker to reproduce and distribute such materials for the purposes of marketing the Property or for other purposes related to this agreement; and (7) all information relating to the Property Seller provides to Broker is true and correct to the best of Seller's knowledge. B. Seller and Broker must disclose any known material defect in the Property to a prospective buyer. (Check only one box.) ❑ (1) Seller is not aware of any material defects to the Property except as stated in the attached Commercial Property Condition Statement (TAR-1408). Seller authorizes Broker to furnish prospective buyers and other brokers with a copy of the Commercial Property Condition Statement (TAR-1408). (TAR-1301)4-1-14 Initialed for Identification by Seller , and Broker/Associate Page 6 of 9 Computer generated using AutoContract 7 TM,from AutoRealty,LLC,1060 W.Pipeline,Suite 101,Hurst,TX 76053,(B00)322-1178 LA-City of CC to TCC-Lake St.-090315.axml Primed:2:42:26 PM 8/3/2015 Commercial Listing concerning City of CC -Surplus Park Lands Corpus Christi (2) Except as otherwise provided in this Listing, Seller is not aware of: (a) any subsurface: structures, pits, wastes, springs, or improvements; (b) any pending or threatened litigation, condemnation, or assessment affecting the Property; (c) any environmental hazards or conditions that materially affect the Property; (d) whether the Property is or has ever been used for the storage or disposal of hazardous materials or toxic waste, a dump site or landfill, or any underground tanks or containers; (e) whether radon, asbestos containing materials, urea-formaldehyde foam insulation, lead-based paint, toxic mold (to the extent that it adversely affects the health of ordinary occupants),or other pollutants or contaminants of any nature now exist or have ever existed on the Property; (f) any wetlands, as defined by federal or state law or regulation, on the Property; (g) any threatened or endangered species or their habitat on the Property; (h) any present or past infestation of wood-destroying insects in the Property's improvements; (i) any contemplated material changes to the Property or surrounding area that would materially and detrimentally affect the ordinary use of the Property; (j) any material physical defects in the improvements on the Property; or (k) any condition on the Property that violates any law or ordinance. (List any exceptions to (a)-(k) in Special Provisions or an addendum.) 13. SELLER'S ADDITIONAL PROMISES: Seller agrees to: A. cooperate with Broker to facilitate the showing and marketing of the Property; B. not negotiate with any prospective buyer who may contact Seller directly, but refer all prospective buyers to Broker; C. not enter into a listing agreement with another Broker for the sale or exchange of the Property to become effective during this Listing; D. not enter into a listing agreement for the lease of all or part of the Property with another broker to become effective during this Listing without Broker's written permission; E. provide Broker with copies of the following, if any, relating to the Property: a current rent roll, all leases including any amendments, architectural plans and drawings, renderings, survey, a current operating statement, environmental inspection reports, engineering reports, and other relevant information that Broker may request during this Listing; F. advise Broker of any tenants moving in or out of the Property; G. complete any disclosures or notices required by law or a contract to sell the Property; H. amend any applicable notices and disclosures if any material change occurs during this Listing; and I. at Seller's expense, remove from the Property all: (1) "For Sale" (or similarly worded) signs other than Broker's signs; (2) "For Lease" (or similarly worded) signs from the Property unless the Property is listed for lease with another broker; and (3) "For Information" (or similarly worded) signs other than Broker's signs. 14. LIMITATION OF LIABILITY: A. If the Property is or becomes vacant during this Listing, Seller must notify Seller's casualty insurance company and request a "vacancy clause" to cover the Property. Broker is not responsible for the security of the Property nor for inspecting the Property on any periodic basis. B. Broker is not responsible or liable in any manner for personal injury to any person or for loss or damage to any person's real or personal property resulting from any act or omission not caused by Broker, including but not limited to injuries or losses caused by: (1) other brokers, inspectors, appraisers, lenders, contractors, surveyors, engineers, and other persons who are authorized to access the Property; (2) acts of third parties (for example, vandalism or theft); (3) freezing or broken water pipes~ (4) a dangerous condition on the Property; and (5) the Property's non-compliance with any law or ordinance. (TAR-1301)4-1-14 Initialed for Identification by Seller and Broker/Associate Page 7 of 9 Computer generated using AutoContract 7"',from AutoRealty,LLC,1060 W.Pipeline,Suite 101,Hurst,TX 76053,(800)322-1178 LA-City of CC to TCC-Lake St.-090315.axr 1 Printed:2:42:27 PM 9/3/2015 Commercial Listing concerning City of CC -Surplus Park Lands Corpus Christi C. Seller agrees to indemnify and hold Broker and Broker's associates harmless from any damages, costs, attorney's fees, and expenses: (1) that arise from Seller's failure to disclose any material information about the Property; (2) that are caused by Seller giving incorrect information to Broker, other brokers, or prospects; (3) that arise from any claim for misuse of intellectual property in any materials or information that Seller provided to Broker related to the Property or this agreement; or (4) that are otherwise caused by Seller or Seller's negligence. 15. SPECIAL PROVISIONS: All terms and conditions to be agreeable with the Owner. The property(s)are being sold in its"AS IS,WHERE IS"condition with any and all faults. The agreement shall include an option to extend for up to three(3)additional six-month periods subject to the approval of the listing broker and the City Manager. 16. DEFAULT: If Seller breaches this Listing, Seller is in default and will be liable to Broker for the amount of Broker's fee specified in Paragraph 5A and any other fees Broker is entitled to receive under this Listing. If a sales price is not determinable in the event of an exchange or breach of this Listing, the Listing Price will be the sales price for the purpose of calculating Broker's fee. If Broker breaches this Listing, Broker is in default and Seller may exercise any remedy at law. 17. MEDIATION: The parties agree to negotiate in good faith in an effort to resolve any dispute that may arise between the parties. If the dispute cannot be resolved by negotiation, the parties will submit the dispute to mediation. The parties to the dispute will choose a mutually acceptable mediator and will share the costs of mediation equally. 18.ATTORNEY'S FEES: If Seller or Broker is a prevailing party in any legal proceeding brought as a result of a dispute under this Listing or any transaction related to or contemplated by this Listing, such party may recover from the non-prevailing party all costs of such proceeding and reasonable attorney's fees. 19.ADDENDA: Addenda or information that are part of this Listing are: El A. Information About Brokerage Services (TAR-2501) if B. Property Description Exhibit identified in Paragraph 2 ❑ D. Commcrcial Property Condition Statcmcnt (TAR 1108) ❑ E. Information About On Sitc Scwcr Facility (TAR 1407) U F. Information about Special Flood Hazard Aroae (TAR 1111) ❑ G N/A 20.AGREEMENT OF THE PARTIES: A. Entire Agreement: This Listing is the entire agreement of the parties and may not be changed except by written agreement. B. Assignability: Neither party may assign this Listing without the written consent of the other party. C. Binding Effect: Seller's obligations to pay Broker an earned fee is binding upon Seller and Seller's heirs, administrators, executors, successors, and permitted assigns. D. Joint and Several: All Sellers executing this Listing are jointly and severally liable for the performance of all its terms. E. Governing Law: Texas law governs the interpretation, validity, performance, and enforcement of this Listing. (TAR-1301)4-1-14 Initialed for Identification by Seller , and Broker/Associate Page 8 of 9 Conquer generated using AutoContract 7 TM,from AutoRealty,LLC,1060 W.Pipeline,Suite 101,Hurst,TX 76053,(800)322-1178 LA-City of CC to TCC-Lake SL-0903152%751 Printed:2:42:27 PM 9/3/2015 Commercial Listing concerning City of CC -Surplus Park Lands Corpus Christi F. Severability: If a court finds any clause in this Listing invalid or unenforceable, the remainder of this Listing will not be affected and all other provisions of this Listing will remain valid and enforceable. G. Partial Sales or Leases: If Seller sells or leases part of the Property before the date this Listing ends, this Listing will continue for the remaining part of the Property through the term of this Listing. H. Notices: Notices between the parties must be in writing and are effective when sent to the receiving party's address, fax, or e-mail specified in Paragraph 1. 21.ADDITIONAL NOTICES: A. Broker's fees or the sharing of fees between brokers are not fixed, controlled, recommended, suggested, or maintained by the Texas Association of REALTORS®, its local affiliates, or any listing service. Broker's fees are negotiable. B. The Property must be shown and made available to all persons without regard to race, color, religion, national origin, sex, disability, or familial status. Local ordinances and the National Association of REALTORS® Code of Ethics may provide for additional protected classes (e.g., creed, status as a student, marital status, sexual orientation, or age). C. If the Property contains a residential dwelling built before 1978, federal law requires the Seller to: (1) provide the buyer with the promulgated lead hazard information pamphlet (TAR-2511); and (2) disclose the presence of any known lead-based paint or lead-based paint hazards. D. Broker cannot give legal advice. This is a legally binding agreement. READ IT CAREFULLY. If you do not understand the effect of this Listing, consult your attorney BEFORE signing. Seller: City of Corpus Christi,a Texas home-rule municipal corporation Broker: Broker/Company Name: The Clower Company, a Texas corporation By: e Nro. iy By(signature): Printed Name: By(signature): Title: Date: Printed Name: Geor422:— wer Title: Vice President License No. 428055 By: Date: By(signature): Printed Name: Title: Date: (TAR-1301)4-1-14 Page 9 of 9 Computer generated using AutoContract 7 TM,from AutoRealty,LLC,1060 W.Pipeline,Suite 101,Hurst,TX 76053,(800)322-1178 LA-Coy of CC to TCC-Lake St.-090315.awnl Printed:2:42:28 PM 9/3/2015 EXHIBIT A —Property Descriptions TAR COMMERCIAL REAL ESTATE LISTING AGREEMENT EXCLUSIVE RIGHT TO SELL between the City of Corpus Christi and The Clower Company GROUP ONE San Carlos Park,12650 Figueroa Tax ID#2385-0390-0105 Legal:Farias G/Grant,2 Acres out of Tract 39,Corpus Christi,Nueces County,Texas Violet Park,4301 Violet Tax ID#4868-0001-0010 Legal:Martine Lots 1 thru 3,Block 1,Corpus Christi,Nueces County,Texas Willow Park,11418 Willowood Tax ID#9707-0000-0000 Legal:Willowood Unit 5-B,Corpus Christi,Nueces County,Texas GROUP TWO Cabra Park,1323 W.Broadway Tax ID#6403-0001-0040 Tax ID#6403-0003-0090 Tax ID#6403-0003-0095 Tax ID#6403-0003-0160 Tax ID#6403-0004-0010 Legal:Parker Lots 4,5,&6,Block 1A,Parker E 45'of Lot 9,W 90'of Lot 9,Lot 16,Block 3C less Por to ROW Parker Lot 1,Block 4D less Por to ROW,Corpus Christi,Nueces County,Texas Fountain Park,4938 Moody Tax ID#8949-0002-1000 Legal:Two Fountations Unit 2, 1.616 Acres,Corpus Christi,Nueces County,Texas Parklane Park,4600 Arlene Tax ID#4778-0005-0100 Legal:Margo Plaza Park Area Block 5,Corpus Christi,Nueces County,Texas GROUP THREE Acushnet Park,6746 Aaron Tax ID# 1864-0001-0010 Legal:Country Club Estates#20,Lot 1,Block 1, Corpus Christi,Nueces County,Texas Congress Park,4017 Capitol Tax ID# 1724-0006-0030 Legal:Congress Place Unit 2,Lot 3,Block 6,Corpus Christi,Nueces County,Texas Creekway Park,7306 Prairie Dr. Tax ID# 1968-0003-0010 Legal:Creekway Lot 1,Block 3,Corpus Christi,Nueces County,Texas Penn Place 4302 Aaron Tax ID#6567-0001-0250 Legal:Penn Place Subdivision,Lot 25,Block 1,Corpus Christi,Nueces County,Texas Wage - Exhibit A GROUP FOUR Durant Park,6113 Durant Tax ID#5338-0000-0020 Legal:Moore Blanche School Sub.Lot 2,2.7 Acres,Corpus Christi,Nueces County,Texas Peary Park,1750 Paul Jones Tax ID#6528-0000-0400 Legal:Peary Place Unit 1 Park,Corpus Christi,Nueces County,Texas Ridgewood Park,5730 Malden Tax ID#7223-0005-0030 Legal:Ridgewood Unit 1,Lot 3,Block 5,Corpus Christi,Nueces County,Texas GROUP FIVE Mt.Vernon Park,5151 McArdle Rd. Tax ID#5427-0009-0000 Legal:Mt.Vernon Unit 3,7.245 Acres Park,Corpus Christi,Nueces County,Texas 2IPage - Exhibit A Real Estate Brokerage Services Fee Schedule — Revised 7/30/2014 Additional Groups and Property Address Acre(s) Commission Fees and Total Group Rate Package Services Group One San Carlos Park, 12650 Figueroa, 2.00 4.5% None 4.5% Violet Park,4301 Violet 1.55 Willow Park, 11418 Willowood 0.93 Group Two Cabra Park, 1323 W. Broadway 1.36 4.5% None 4.5% Fountain Park,4938 Moody 1.62 Parklane Park,4600 Arlene 1.95 Group Three Acushnet Park,6746 Aaron 9.96 4.5% None 4.5% Congress Park,4017 Capitol 1.96 Creekway Park,7306 Prairie 0.89 Penn Place 4302 Aaron 1.67 Group Four Caribbean Park,601 Mediterranean 4,08 4.5% None 4.5% Durant Park,6113 Durant 2.70 Peary Park, 1750 Paul Jones 1.00 Ridgewood Park,5730 Malden 5.04 Group Five 4.5% None 4.5% Mt.Vernon Park,5151 McArdle 7.25 THE CLOWE R CO . Brokerage • Development • Management MARKETING STRATEGY Prepared for the City of Corpus Christi Surplus Park Land - Event #64 by The Clower Company Commercial &Industrial Brokerage&Development 415 STARR ST. P.O. BOX 2525 CORPUS CHRISTI, TEXAS 78403-2525 361.880.4111 work 361.880.4118 Fax TEXAS • ARKANSAS MARKETING STRATEGY City of Corpus Christi Surplus Park Land— 14 Parks Corpus Christi, Nueces County, Texas I. MARKETING PROGRAMS OBJECTIVES The Clower Company's efforts in marketing the surplus park lands owned by the City of Corpus Christi being located throughout the city limits of Corpus Christi, Nueces County Texas, will be directed toward the following specific objectives: A. Evaluate the surplus park lands to determine the highest and best uses not only acceptable to the City of Corpus Christi, but marketable in its "as is" condition and present economic conditions; B. Expose the property to all logical local and state users and or investors who would be potential purchasers of the surplus park lands. II. STAFFING Tim and George B. Clower will be primarily responsible for the marketing of the property and will both serve as the project coordinators. They will report directly to the City Manager and or the designated personnel. A. Represent the best interests of the City of Corpus Christi in the marketing program; B. Coordinate and disseminate information to all designated within the local organization structure; C. Counsel with and make and/or receive recommendations on prospect ideas, deal making and deal closing with the City of Corpus Christi; D. Generally provide an avenue of direct communication between all potential Buyers and the City of Corpus Christi. Page 1 III. STATUS REPORT Brief monthly reports will be filed by the Clower Company, if required with the City of Corpus Christi. These reports will include a summary of the month's marketing activities and progress reports when and if applicable. A current file will be maintained and shall include a prospect sheet for each inquiry received by The Clower Company. At a glance, the sheet will show current status, call-backs, etc. If a transaction fails to materialize, the prospect sheet would include the reason why. This file will be available to the City Manager and or the designated personnel. IV. MISCELLANEOUS SALES PRESENTATIONS The local banks, local Chamber of Commerce's, local Builder's Association, Real Estate Association of Corpus Christi, surrounding Economic Development Corporations and various Trade Organizations. We propose to contact each of these groups in major Texas cities, making them aware of the City of Corpus Christi surplus park lands and the amenities they have to offer. V. COOPERATING BROKER'S PROMOTION The Clower Company realizes the importance of other commercial and industrial brokers in the real estate community and it is our intent to seek, encourage, and appreciate their cooperation to further insure the success of marketing the property. In this regard, the following is accomplished: A. The Clower Company's list of real estate brokers, salesmen and members of the Society of Industrial and Office Realtors (SIOR), Certified Commercial Investment Members (CCIM) and International Council of Shopping Center Owners (ICSC), both locally and throughout the state, are reviewed and updated, if necessary, in order to insure that a current mailing list is available. B. Announcement information and brochures are provided to brokers in other specialties and any other organization that can assist with our marketing efforts. Page 12 VI. SIGNS We propose to place numerous signs on the property announcing the availability of the property(s), if permitted by the City of Corpus Chrisit. The signs carry The Clower Company name, logo and telephone number in order to facilitate and service any and all inquiries. The signs will be designed and the cost entirely borne by The Clower Company. VII. SALES LITERATURE A. Data Sheets - In order to expedite dissemination of information about the property, we propose initially to prepare a basic one page data sheet to be mailed and/or faxed to all commercial and industrial brokers and salesmen, and to all potential users. By using this data sheet as an initial mailer, we affect double exposure and contact with each individual or firm to whom it is sent. The cost of the data sheet and all mailing costs shall be entirely borne by The Clower Company. B. Brochures - A brochure and/or information sheet will be prepared and specifically designed to show the property. A letter detailing terms will accompany the brochure in mailings to potential users and brokers. The cost of the brochures will be entirely borne by The Clower Company. C. Internet - The property(s) sales information will be placed on certain commercial real estate web sites, for example Loopnet and or CoStar, which will enable the properties to be viewed and marketed to potential Buyers and/or their Broker representatives throughout the United States, looking to locate to the Corpus Christi trade area. VIII. MAILING The project coordinator will be responsible for maintaining a current mailing, email, and fax list. He will bear primary accountability for the mailing program and will also be accountable for seeing that any inquiries coming from the Page 3 mailings, emails or faxes are properly responded to, either by himself or other associates. The mailing, email and fax list will be initially started and then continually increased to concentrate on identifying and contacting those segments of the marketplace that are most logical prospects for this property. A. All individual and corporate real estate investors known to The Clower Company; B. Specific logical firms and/or management companies who could utilize one or more of the properties, whether local, regional, national or international; C. Cooperative brokers; D. Dallas, Houston, San Antonio, Austin, Laredo, Lower Rio Grande Valley and Victoria Chambers of Commerce; E. Members of the Society of Industrial and Office Realtors (SIOR), Certified Commercial Investment Members (CCIM), Association of Builders and Contractors (ABC) and the International Council of Shopping Centers (ICSC) both locally and throughout the state. F. All local governmental agencies including the Corpus Christi Independent School District; G. Surrounding property owners; A coordinated direct follow-up program will be instituted with the mailing program so as to maximize the effectiveness of all mail-outs. IX. PERSONAL CALLS The project coordinator is responsible for seeing that personal calls are made by representatives and associates of The Clower Company in the logical market area. These personal calls will be programmed on a priority basis with those users Page 4 felt to be the most logical prospects being contacted first. These personal calls will be reported on a regular basis, as called for Under Paragraph "III." of this marketing program. X. REGISTRATION OF CLIENTS The registration of clients is a very delicate subject and must be accomplished in a very professional manner in order to effectively serve a client. The Clower Company recognizes the value of co-op brokers who truly represent a client and, therefore, will honor a registry if: A. Client designates exclusive broker by letter; and, B. Broker introduces client personally to project coordinator. XL ALWAYS THERE The Clower Company will be available 7 days a week, 24 hours a day to insure prompt responses to interested parties requests and to show the surplus park lands to Potential Buyers at their convenience, if necessary. XII. CONCLUSION The marketing of these properties is a major undertaking and with the amount of time, effort and money which will be expended in obtaining Buyers, it is necessary for The Clower Company to be given the exclusive listing. For this listing we agree to work diligently to dispose of these assets in a timely manner. Page 15 lo - il O „S cti,, _ MARKETING STRATEGY City of City of Corpus Christi '. '. :�'� Surplus Park Land - 14 Sites THE CLOWER CO. Brokerage•Development•Management ditt**4 4_ A **IEA , iftADDRESS ACREAGE FUTURE LAND USE .MARKETING STRATEGY ., This property would be marketed to the adjoining property 1 San Carlos Park 12650 Figueroa 2 LDR Owner and to surrounding Owners in the immediate vicinity looking to have a large residential lot or lots. This property would be marketed to the adjoining property 1 Violet Park 4301 Violet 1.55 LDR/COMM Owner.The property would also be marketed to local businesses as well since it can be a commercial site. This property would be marketed to the original home 1 Willow Park 11418 Willowood 0.93 LDR builder,as well as other home builders who have constructed homes in this quadrant of CC.This is a residential site only. This property would be marketed to the surrounding property 2 Cabra Park 1323 W.Broadway 1.36 MDR Owners in the immediate area including the POCCA.The site lends itself to be repurposed for other than residential use. This property would be marketed to the surrounding property 2 Fountain Park 4938 Moody 1.62 LDR Owners in the immediate area,as well as developers looking to construct a smaller floor plan similar to the existing homes. This property would be marketed to the surrounding property 2 Parklane Park 4600 Arlene 1.95 LDR Owners as well as certain builders looking to building on 4 lots after replatted. This is a residential site only. Due to the size of this tract,this site would be marketed to 3 Acushnet Park 6746 Aaron 9.96 LDR subdivision developers willing to replat the property.This is a residential site only. This property would be marketed to the existing apartment 3 Congress Park 4017 Capitol 1.96 MDR/LDR Owner which surrounds the property,as well as other small multifamily and/or townhomes developers. Page 2-City of CC-Surplus Park Land-Marketing Strategy This property would be marketed to home builders in the 3 Creekway Park 7306 Praire 0.89 LDR area as well as the surrounding property Owners.This is a residential site only. Due to the size and configuration of this site,the property 3 Penn Place 4302 Aaron 1.67 LDR would be marketed to the CCISD for future expansion purposes. CCISD is the logical Buyer for this site. This property would be marketed to the adjoining property 4 Durant Park 6113 Durant 2.7 LDR Owner to the east to increase his acreage size,as well as the CCISD.This is a residential site only. This property would be marketed to home builders looking 4 Peary Park 1750 Paul Jones 1 LDR to develop small residential lots.This is a residential site only. Due to the size of this site,it would be marketed to home 4 Ridgewood Park 5730 Malden 5.04 LDR/MDR builders and small subdivision developers.The immediate corner would be used for commercial,but residential is ideal. This property would be marketed to the adjoining property 5 Mt.Vernon Park 5151 McArdle Rd. 7.25 LDR/COMM Owners as well as multi family and commercial developers. This property could be used for commmercial or multifamily 39.88