HomeMy WebLinkAboutContracts & Agreements_37-1996_CCv0001.pdf INDUSTRIAi- ASSETS , INC .
acct i one e I' s / I q u at o I- s appraisers
r p f) a r a d q,,a r"e r S , r a i t 1,1,1/ d i, i i n,
11436 \c n t n rt 13hd— Secon d F I oo r C,mn Centre Building
Stutfio Cit%, CA 91604 2101 tiardie Road North, Shite 204, Bw, 2o
i818) 508-7034: 0001 243-4887(our,ide CA) Charlotte, NC 28227
0
-04) 841
F,IX (8181.508-;025 -1334: Fax ( 1041 041 84 -623P
April 19, 1996
Mr. Michael Sepulveda
City of Redlands
1270 W. Park Avenue
Redlands, CA 92373
Dear Mr. Sepulveda:
Industrial Assets,Inc. (LAI) is pleased to present to City of Redlands (COR)with the following
proposal covering all surplus cars, trucks, trash bins, roll off bins, office furniture and related items
located at City of Redlands, 1270 W. Park Avenue, Redlands, CA, as inspected by Roy Gamityan.
This proposal is subject to the following terms and conditions which are material hereto:
PROPOSAL
Commission
IAI hereby offers to conduct a public auction sale on behalf of COR for expenses not to exceed
Seven Thousand Five Hundred Dollars($7,500.00) . IAI will advance all monies for advertising and
auction expenses. These expenses will be reimbursed to IAI through the gross proceeds of the sale.
IAI will charge and retain a ten percent (10%)buyers premium for our commission.
LAI will professionally set-up and arrange the facility in a manner which creates the proper auction
environment. The time required to do the necessary preparation and host a public auction sale for
the facility would be approximately five (5) days. In addition, we would require continued
occupancy for approximately two(2)days after the sale to allow adequate time for removal of assets.
The auction process from start to finish shall be the responsibility of IAI. We will facilitate the
advertising, i.e. media and periodicals, production and mailing of an illustrated brochure, the
production of buyees catalogs for auction day, lotting, cleaning, actual selling, computerized clerking,
bookkeeping, collection of monies and check out of items sold, etcetera.
1
AUCTION PROPOSAL,City of Redlands-Continued
PAYMENT: IAI guarantees all collected funds for the actual auction sale. Payment of proceeds
and a detailed final accounting report will be sent to COR within ten (10) working days from the
completion of removal of assets.
TERMS & CONDITIONS
1) The public auction sale shall be conducted in the manner as determined by L&I's sole
discretion and IAI shall group the items into lots as deemed appropriate to facilitate the sale.
2) IAI is not responsible for or assuming any hazardous waste liability.
3) 1AI wriH have expense free use of the real property, utilities and trash facilities to conduct
public and private sales through June 26, 1996.
4) IAI will collect all applicable sales tax and promptly remit to the proper agencies.
5) IAI will name COR under its $3,000,000.00 blanket liability policy.
6) COR will convey free and clear documents of title and buy/sell agreement. IAI is purchasing
all assets "as is" "where is" with the exception of warranty of title.
7) This proposal is subject to a mutually agreeable asset list.
CONCLUSION
We look forward to completing this transaction and auction to the best of your satisfaction. I look
forward to speaking with you soon.
Sincerely,
Roy G
Vice Presi nt, S s,
RG/pls
C:')X'PDOC,PROPOSAL\CrTYREDS.PRO
2
INDUSTRIAL ASSETS, /NC.
AppraisersAuctioneers a Liquidators x
11426 Ventlwa Blvd.,Second poor ShxJio City,CA 91604 818 5(jE7034•TogFree 8W2434887•FAX 818508-3025
163 Assooates Lane,Indian Tran,NC 28079 If 704.821-8887• FAX 704.821-876
AUCTIOON AGREEMENT 5006
TRIS AUCCTON AGREEMENT tthrs'Agreemst is entered into and effective as of_Z . by and between
Owner")and Industrial Assets.Inc,11426 Ventura Blvd,Second Floor,Stutlto Gty.Caidomie,91604(-Yndustnal').Tia paries rtereto agree as lolbws: ...
1 AUCTION AGREFaFENT:Owner hereby au a ploys 1 siva to act as Owner's agent to sell, at put—-a ton to the nigh bidder on each lot all d the property
drtac,,Cbd m paragraph 2 below,on or annul __.at ..obtack_ _
Allied,a .0-
2. PROPERTY:The property to De saki Includes an of the property currently located at�47Q�_ven
�. _ Crty of �pyy/��/�
Property J` on Exhibii'6'aftacned nnheee���to(tie Prope The r -'"— State ol._ ,with the Inclusion
3. COMP'b"ah s"TO INDUSTRtgI:� �hli{t p°�dy w"�1(1f6 (M trial rraY datemt�ute o�eyapprtof `thtatefnesa1TIn
aMMISSIONAs comfstyls sernc �� In � 1`'' 7 .�, tofthePropertyvefueThe 'Pe<'satv�n a,x'nm5sion equal to ,_/o)
ropeV., shahhe-I---asthesum of"IIthethe items W Pr Pu auction sale,(2)tore%fes prj-eofthe
totheublic atbn�=b
priceroperrycionsale which rs refurxf to the Duy»<puryurert a ParagraphtautlyImof Propertivered by Owner to the auction te of lastlays prior to nuc is a�not sofa tar whatever reason ffi ( 7 d below lion(value
because of
I_
mrs purpose shall f)B determined by ndent appser)minussalesPricefornems W Property sok)to a nuyer wric defaults-when such Property is returned to owner pursuant
toParaaph7below(IIsuchamountutlecf In the above gross Sales price computationl-
6. NSS:in addrtwn,Ownershalurse Industrial for expenses Incurred for advert sing,preparing tor a-cton.prepanng the Property for safe at Industnafs d,,oaetam
checking out buyers,bookkeepers and otbar services provioed et the publK auction sale at IrdusluA's sore dacretic _.age.insurance,attorney's fees mcwred by Industrial with
rafera an to tfiW trans od� l taxes,IMpnsps,axperises for ranaic rafuOs7tTng and/or handling the property,interest and co5is advanced by IfKlust/Sal on bahatt of OwneY,and
travel end subarstence_N �lf�f+� `LYY�`^'`�;ri1LyJa f7Vi
C
DEDUCTION FROM SALES PROCEEDS:Owner hereby aulhonfes Industrial to deduct all sums due to industcal nnoer s.e terms of this Agreement from the proceeds of the sale
and to to pay over to Owner Ute balance remaining.In consideration of expenditures and sewces rendered and to be oa"^mad,I Is agreed that this Agreement shalt be
irrevocable by owners without Industrial's written consent
4- USE OF PREMISES:owners agree to furnish to Industrial,without charge.full use of Owners premises at reasoear e tures=ncludng necessary utilities ineludlng but not limited to
r sonabter trash and phones for the purposes of lotting up.advert steg_conducteg u ate sales,and clock., the
are incidental to accomplish IddusMal's-bltgatwns under this Agreement through -�� 9 wi property Sold to buyers.and for Such other purposes as
5. ACCOUNTING:Within 30 days following the completion of the public auctron sale,Industrial shall transmit to Cwner an acc rtn rg together with a check for the net auction proceeds.
e. TITLE:Owner warrants that title to the property wrB be free and dear of all hens-claims and encumbrances at the time of the sale-Nlittlol'I waiving the foregoing,Industrial is authorized to
expend so much of the sales Proceeds as is necessary to clear title and to terminate any Uniform Commerdal Cone UCC-;fnmgs.s' y agreements andlw(fens and attachments.
Indastnaf shall have the right,at Industrial sole option to withhold Iron Me public auction sate any iters of the Property trial is subiect to title regmtrafron ltOwner has not delivered to
IndusfnaPs rregotfaDle eaNficate of title 72 tours pr,:,o the start of me auction Owner represents and warrants that all riens.Cairns and encumbrances existing on the date of the Agreement
win respect o the property aM their approxanale unpaid balances are set todh on Exhibit C.
7. GRANT OF SECURITY INTEREST:(Avner hereby grants to Industrial a secunty Interest In and to all of the Property.as watt as?be sales and/or insurance proceeds there from,for
I's purpose of securing any advances which may be made by Industrial to Owner as well as to secure all other obligatrorts of Owner ro Ir*7us(rral.under this Agreement w-fherwise Owner
hereby makes,constitutes and appe nts Industrial as Its true and lawful attorney to act for Owner and,in Owner's name,place and stead and!-r Pwner's use and benefit for me execution
of any 11CC Finar�ng Statements or Amendments ort Owner s behall,as debt-,to secure and perfect a security�eterest(s)�n favor of Ridusfnal In and to all of the Property,owner
hereby grants to Industrial,full power and authority to doandperform each and every act and thing which may Ce and necessary.or ronvenrem;in connecdon with the foregoing,as fully,to all
raisess nd purposes,Owner mnght a could do a personalty present,hereby ratttyirg and confirming an that lndusu"'l shall'aMufy CO or cause to be done by authority hereof.owner
"retry agrees to execute any further documents and/or take any further steps necessary,to grant Industrial such power of attorney Owner hereby agrees to pay the cost of UCC lien,
;Ldgmant or other searches conducted by Industrial on the Property and/or Owner Industrial shall have all of the rg)ts orb-emedws of me secured creditor under the UCC and Indusbtal
9. may rile a signed Copy of this Agreement with the-Ppropree filing officer to protect the security Interest given hereby.
NO PRIOR SALES OR DELETIONS:Items of the property may be sold poor to the public auction sale only d Owner and Industrial dao snI In wnnng.The proceeds of any such pact sale
9.
stall be Considered as part of the auction sate.Items of the property may be deleted prior to public auction Salleim only wiroustcars"nae, on
consent
NO VALUE REPRESENTATION:Industrial shall endeavor to secure the highest amount obtainable at the public auction sale Inoustral-lakes no representation concemmg the value of
serbalfly or m wm.g.rTy or the r�e obtainable Owner acknowledges that Owner Is not rely7ng upgn any appraisal or arty evaloat on of the Pa rty oremous[y submitted by Industrial to Owner,either
10. ENVIRONMENTAL RELEASESAMD INDEM11i It a expressly understood that Industrial Is not purchasing any Hazardous Scbstacces of any kind whatsoever,under this agreement
and Is not responsrtHe for removal of same should they exist at the rime of purchase_-Hazardous Substance,-as used*n this Agreement,means any substance whch Is or becomes defined
as'hazardous waste".`hazardous substance,"pollutant or contaminant under any federal,state or local state stat;,te.regua"" ruse or ordnance or amendments thereto"including,
wthout tunitatron,the Comprehensive Environmental Response.Compensation and Liability Act(42 U.S-C-sechon 9607 d seq.y ar!6'o;;he Resource Conservation and Recovery Act(42
U S.C.section 6901 ct seg.I Owner,Its successors and assigns hereby expressly and undorch ronatly release Industral Industrials successors,assigns and Ihel directors-officers,
s hamnolders,employees.Padders.agents.Contra-tonssdbCIXltlxt-rs,experts,fimmses,affiliates,heirs,and deY sees(WIIe,Ctry Ny,'frn flat Pafrhes")Irdm any and all claims directly or
marecriy ansng from,In connection with or caused by the past,present or future corMaton of the Property,'Clair,,'or'Glalms,"as used'.n this Agreernent.means any and all known or
unknown c(aims,judgments,demands.damages,debts,obligations,lawsuits,of actran,losses,penalties,tines,I ab kh6 s DM:Iw ng stnoI kabialy),cost or expenses,whether a not
alumatey defeated,of whatever kind-nature or descrlptcn,contingent or otherwise.matured or unmalured.foreseeable or uafereseeabie,"
dud
ing without limsebon,reasonable attorney s
'ees and disbursements and consultanPs fees.owner hereby acknowledges that It may hereafter discover facts different iron a.n addition to those now known or believed to be true
`egardmg the Property and
It agrees that the releases set forth In this agreement shall remain in full tore and effect,rttctwitbsrarvJ:ng roe ezis' a of any such different or additional(xis.
Owner ko0wingty and vahm"nty waives any and all rights.benefits and privileges to the fullest extent permissible tinder any federal,state,kcal or other laws which do or would
rregattvefy affect validity or enforceability of all w part of the releases set forth In this Agreement owner sp,,,[f oAIy waives tte provlseo*:s of Caitfomia Civil Code Section 1542,which
ovides
'A general release doeS not extend to Clams which the creditor does not know or suspect to exist In his favor at frte Rine of me exacuttng me release.
O
^ which if known by him_most have matenally affected his settlement with the debtor
wi,er,R'S successors and assigns covenant and agree to Indemnify,reimburse and hold harmless the tndust,al Panes`nom antl agarst any and all clams all,"or indirectly aeseig
11 Irom,re cOhdectuo with or caused by the past,present w future condircn of the Prop"
DEFAULT BY BUYER:In the event any buyer of any lot or lots offered for sale by Intl-steal defaults In payment prior to�rvery,o,such�t'o me buyer.Indusrnal steal(al InMnstnei's option.
nave the right to cancel me sales of specific lots and remm those Items of Property m the Owner,,which event son nems o'&epeIIy stall be Ox In d Industrial
Iron me gross sales pace in
de!erminirtg conipensatan payable to industrial under paragraph 8 above,and Industrial shall neve no fudirer obfigaoxi
with
regard Io said ProP" In event that any buyer returns
"rchased Property because of faulty title and industrial refunds the sale price to the buyer.Indusrnal may men demar-d�mrete relmbmsement of the refunded amount Iron Owner
N-twrftrstandimg the refunding of the sores lance In this event_the sales Price will be Included In the rrxnputatxxr of Industr=ars compensation pursuerrt to Paragraph 8 above
12- CONDUCT OF SALE:Indushal as owner s agent.may accept payment in form of cash a check at n Iustno discretion The Mems of property shall be divided into lots and me bovpublic
aucinon sales shall be conducted m the manner as determined fry mdusbiaf5 sola discre,C i
13- NOTICES AND UCC nUNGS:owner hereby authonzas rndustnaf to publish and record a-Notice of mtentcn to Se71 at pd;a A,uct:c-In c�r)f ante with the Bulk Transfer Division or UCC
or In
give.o""a"w record any other polio@ or trio that may be required by applicable law
14_ INSURANCE:Owner agrees to carry fire_extended coverage,vandalism,burglary and thett Insurance m an amount adequate to corer'i'e Property and will continue this insurance In force
all effect until the Property 5 removed from the premrses by the buyers It is further agreed that Owner hereby wdrves a:-,cfau against Im7es(nal for any loss_damage or desh-hon of
the Property and will hold ledusmial exempt and harmless for any such toss,damage or destruction
15_ INDEMNIFICATION'Owner hereby agrees to hold industrial and all of ledustnat"s agents and employees barmleos from.an,,'-ss ezpe^se..,jaim w damages.inoadmg but not fmi to
'easx"8nb 3d-n'sY s tees and court costs a-mg out or any failure of any Condition here,,any misstaement of fact t ePre_e id Mr r)tvner,any breachder o
d 6Y Owf any pfoV�S on
°!7re Agraernent.any loss w aertnage arising Iron stokes.Industrial disputes or other causes beyontl Irdufir4?]"s cont d a.]ar
klazarzlou5 SuNdarcm exiaMg at any licher on owner's phi rmseS. r aro aol ry of any kind ion lsoever with respect to any
te. GOVERMNG LAW:The parties hereby agree that the Agreement shall be construad,enforced and governed dY mat fawn.nf:;,e state of Caetor,,A III"specI, of such scale's maces of
law's prnxq)!es Venue shall fie in Las Angeles County,California.
17- ATTORNEY'S FEES:it any action h affaaanon based be the performance.breach or interpretation of the Agreement�s br qnt,e prevailing party in such action w arbrtratgn las
de:ermmeo by the coir• navng fu�twn)snail he ennfk.d to recover from me toning parry all xtual costs a"expanses of gag h—or anbluatran.,ckdng am--*s fees.
SALE
TOIsr E A d ..._sem pigc��„axII_determined by Ine-un or*—boor Rs.*g
tE. SALE TO BE ADVERTISED AS:a7s[_, �RF'_S
t9. ENURE AGREEMENT This Age E' }ryq enure a regiment amon..afte--.. . ......__... _ __ _
arA a diustand of tee 9 9 Panes perishing to the wbtect mover rrereot and superredes all prior agreerat"bi representations
C1 each W re
partes hereto n veto will respect to the subpict matter hereon 1.Agreertent may be supfNementad,rnoddred or arrentd only by a written nstrumem duty executed
Each party by signing this Agreement hereby warrants and represents that me signatory is duly auth s ed to s gv his Agreement on bef>3f(of Owner 0,industrial.
as the Case may be
OWNER INAV.,,.'
Ctxttipany` = [.—.------ .T IrKky
By .
By: 7
rine:_ ---— Title: , --
Address: — X 11426 Second r,Studer City,CA q,604
Ta(ephona Nd.f r Telephone No..(818)508-7034 Fax No.:(818)508-3025
sae P. O. BOX ann� Rarlianricz CA 49373 El 163 Assodates lane..lndan Trial,NC 26079
Fax No: 90U- 8-7503
Telephone No.:(704)821-8887•fax No.:(704)821-8876
ATTEST: Dense No
epu Y i Y er
EXHIBIT "B"
MUNICIPAL UTILITIES DEPARTMENT
EQUIPME1,,-,T MAII-TrENANC-E DIVISION
M E M 0 R A N D U M
DATE: April 26, 1996
TO: Mike Huffstutler, Assistant Director
FROM: Michael Sepulveda, Equipment Maintenance Manager
SUBJECT: Equipment Auction List
-----------------------------------------------------------------
The attached information is the suggested list of equipment
and vehicles to be approved by the City Council to be auctioned
and sold in June of 1996 . In addition to the attached detailed
list, stores has the following surplus equipment :
Office furniture
Office equipment
Computers
Roof tiles
Ceramic molds
Lawn mowers
Irrigation cont-roller and cabinets .
Memo: auction. li-st
CITY OF RED ANDS-EQUIPMENT MAINTENANCE
TURN-IN EQUIPMENT FOR AUCTION 96'
UNIT# DEPARTMENT DESCRIPTION OF EQUIPMENT TURN IN
DIVISION VIN.# LICENSE## GATE
3365 Public Works/Parks 79" Ride on Lawn Mower NIA 10113/95
N/A
3665 Public Works/St-Trees 72' Intl' lump E593863 05/27/95
22611 0078991
4255 Public Works/Street 83`C ev -10 E795381 11/€1195
IGCCS14B1 D8162963
448S Public Warks/Street 79` Small Bobcat bucket N/A 07/11/95
4988-M-11353
4635 Public Works/Street 70' 112 Yard Cement Mixer 06/06/95
503S Police 85° Chev Impala white 1 PAF907 10/18/95
1G1BL69H2FX155170
5055 Police 86`Chev Caprice black 2DDM723 12/01/95
1 G1 BL69H2GX100559
5225 Police 91' Ford Crown Victoria B&W E390654 12104/95
2FACP70G3MX112428
5255 Police 89' Chev Caprice B&W E098409 02114/96
lGlBL5174KRI91633
5265 Police 91' Ford Crown Victoria B&W E290566 09/16/91
2FACP71GMX112429
5315 Police 89" Chev Caprice B&W E098403 01/17196
1 G 1 BL5177KR19778
541S Police 89' Chev Caprice B&W E098411 02/28/96
1 G 1 BL5173KR192577
5645 Police 79 GMC Van B&W E722717
TGL2590508198
571S Police 84' Chev Celebrity E487 12/1/95
1G1AW19X4E6857587
5745 Police 87' Dodge Diplomat(CVP) E093556 02/28/96
1 B3BG26S0HW129617
5755 Police `82' dodge Diplomat E098414 03105/96
2B3BG26N2CR221811
5875 Police 79'"Frailer E34012 03/25/96
7025 MUD/Water Dist. 86' chew -10 Pick up E070808 01/31/96
1GCCS14R8G819 5654
PAGE 2 TURN -IN VEHICLES FOR AUCTION 96'
UNIT# DEPARTMENT DESCRIPTION OF EQUIPMENT LICENSE# TURN-IN
DIVISION VIN, # DATE
7185 MUDA'Vater Dist. 85' Cushman Scooter E070808 09/20/94
I CUMH2227FL0001 30
7325 MUD/Water Dist. 86'Chev C-20 314 Ton PU E593863 06106195
IGCGC24M8FJ179410
751S MUD/Water Prod. 86' Chev S-10 pick up E070811 02/12/96
7525 MUD/Water Prod. 84 Chev 1/2 ton pick up E466047 02/13196
IGCEC14F3EJ186135
7625 MUD/Water Prod. 84'Chev 3/4 Ton C-20 E458360 02128/96
IGCGC24MIEJ115903
830S MUDIRecycling 70' Chev C-10 Stakebed E55,4524 08101/95
CE14CZ137611
8805 MUD/Solid Waste 87'Cushman Scooter E21K81 01/04/96
1 CUMH2229HLOO4708
8815 MUD/Solid Waste 87`Cushman Scooter E24K31 09/22/95
ICUMH222OHLOO4631
8865 Solid Waste 80' Cushman Scooter E74J16 11/1/95?
537712
8965 MUD/Landfill 79" Chev 1/2 ton pick up E735812 03/14/95
449Z214070
9055 Fire 84" Chev Caprice E465942 02109196
1G1AN69H7EX147845
Lotus 1-2-3: turnin96-wk3