HomeMy WebLinkAboutPropertyBureauPATRICIA A. FINNEGAN
TOWN ATTORNEY
patricia.finnegan@town.southold.ny.us
KIERAN M. CORCORAN
ASSISTANT TOWN ATTORNEY
kieran.corcoran@town.southold.ny.us
LORI HULSE MONTEFUSCO
ASSISTANT TOWN ATTORNEY
lori.montefusco@town.southold.ny.us
JOSHUA Y. HORTON
Supervisor
Town Hall Annex, 54375 Route 25
P.O. Box 1179
Southold, New York 11971-0959
Telephone (631) 765-1939
Facsimile (631) 765-6639
OFFICE OF THE TOWN ATTORNEY
TOWN OF SOUTHOLD
To:
From:
Date:
Subject:
MEMORANDUM
Ms. Joanne Liguori
Lynne Krauza
Secretary to the Town Attorney
February 14, 2005
Propertyroom.com - Police Auctions Online
Contract Between Town of Southold and PropertyBureau,
Inc.
Please be advised that Lori has reviewed and approved the attached
Contract between the Town of Southold Police Department and PropertyBureau,
Inc. in coi~nection with the referenced matter. I will prepare a Resolution
authorizing Josh to sign this Contract for tomorrow's Town Board meeting.
In this regard, kindly have Josh sign the Contract where indicated and
return it to Sgt. Santacroce.
Thank you for your attention. If you have any questions, please call me.
/Ik
Enclosure
cc: Ms. Elizabeth Neville, Town Clerk (w/encl.) ~
Sgt. Santacroce, Southold Town Police Department (w/o encl.)
We are the leading Internet Auction
Services Company serving law
enforcement in the United States
We auction seized, found, stolen,
recovered and surplus items Online
Free Coast-To-Coast Pick:Up
We reduce your storage & handling ,." ..
costs, increase your proceeds and
provide IbT~r~,ost comprehensive
SERVICES PROVIDED BY PROPERTY BUREAU:
Free c ast4o;coast'l~i~l~up aod~,removal of des,gmted ~roperty from one or more of
~for tidy 6i~p ~ : ' :~, ,~
your m~z?
· Electror~ . ,-o~ ~.~
/ ~. ~,;,;~ ,.:: '~.
'* ~rop~,..
M~LIONS
· Our own, ~6~,fll~.
"HUNDREDS")
ACTUAL SAMPLE AUCTION
How IT WORKS: 3 SIMPLE STEPS
0 No charge for ~?: ~.
pickups at your
convenience
· ~ ~ on the intemet
[~1~.~.~ auction the items
0 We send you a check each month
with each month/y Check
· Audit any item's complete histc.T~-
· Secure Server access free for, all clients
ACTUAL RESULTS!
$22,000
· Intemet~b~': "~, ~:!iway,~_yields a higher selling price than
a l~.al audlen,, , % ' ~FORE
,7~' ! ~ ,,, ( . s2s,0oo
· o,.~y qu~,~e~...~.~e ~owea to
SO~E o~ OUR ~w
www.propertyroom.com
3551 Camino Mira Costa I Suite C I San Clemente, CA 92672
PH 949.234.0204 I 800.799.2440 { FX 949-234.0047
November4,2004
Sgt. Henry Santacoce
Southold Town Police Dept.
Main Rd.
Peconic, NY 11958
Re: Property Bureau on-line auctioning services
Dear Sgt Santaeoce:
Thank you for speaking with me today.
As discussed, I wanted to update you on some of the Departments that have recently
signed on for our services on Long Island, Town of East Hampton, Village of Freeport
and Lynbrook. We have added other departments inNew York State as well, bringing our
clients to over 400 departments in 27 states.
I have enclosed a contract/proposal along with alist of the services we provide at no cost
to the department for your review. I understand you are still organizing your property but
typically it takes at least 90 days to process through the Town.
After you have reviewed the enclosed material, please contact me ~ 631-821-2747 or
516-818-8971 if you have any additional questions.
Thank you for your consideration.
Best Regards,
Scott S. Conner
Northeastern Region Client Representative
K~. calj~Back
Proprietary Services Provided by Property Bureau
at No Cost:
1. Timely pick up and removal of designated Property from one or more of your
-locations.
2. Items are Bar coded (we provide barcode labels) and checked off against your
manifest at pickup,
3. Electronic and or hard copy rnanifest forms provided
4. Regular pick up schedule available. Emergency or special pick ups available.
5. W~ provide all processing at our cost to add value to your items:
/ a. Grouping and Ungrouping to create higher valoe'sale units"
b. Testing of items for functionalibL
c. Evaluation of condiben ratings.
d. Cleaning of items.
e. Reasonable repair of items.
f. Research and evaluation of items.
g. Appraisal, and or certification of items that are of special interesL
h. Multiple digital photographs of items.
L Full descriptions and condition of items.
6. Complete proprietary inventory management and tracking system for each step
of our process which allows us to drill down to any item and determine where it is
at the moment, who handled it, for how long they handled it and where the item
was sent next in the processing.
7, Detailed monthly financial reporting showing the sale price of all items,
regardless of how they were grouped or ungrouped.
8. Our own proprietary Intemet Auction site (not a shared site) which is available 7
days a week 24 hours a day.
9. An Intemet audience in the millions always yields a higher selling price than a
local audience in the hundreds.
10. Only qualified bidders who have validated credit cards with us are allowed to bid.
This ensures that all bids are sincere and eliminates the 'unpaid' winning bidder
problem common on other 'shared' sites.
11. All items are listed for auction for a minimum 3 attempts with a length of 3 to 5
days each time. Items that remain unsold after several attempts are donated to a
charity or destroyed, and a complete audit trail and receipt is provided.
12. 24x7 email customer support is available to answer questions for auction
bidders. We also provide extensive information on our auction site with bidding
instructions, helpful hints and suggestions regarding how to avoid being a victim
of crime.
13. Bidders~know who they are dealing w'~ and that Prope-rtyBureau stehds behind '
the items we sell. Using our own website eliminates the "unknown seller' fraud
problem that exists on shared peer-to-peer websites like eBay.
14. We offer an exclusive, free sewice to the public for the registration of lost or
stolen items. We compare this information against the serial numbers of the
items we process for the purpose of helping to identify the rightful owner and to
facilitate the return, with your permission, of the item to the registrant at no cost.
To date, we have ratumed over 25 items to victims of theft.
15. We offer a proprietary, on-line report auditing and reconciliation system to our
law enforcoment clients. This information is available 24 hours a day via a
secure web server which is updated every day. This provides complete
transparency into our process in order to watch the progress of every item
consigned to us. Items can be backed by our barcode number or any of the
agency reference numbers you provide.
16. Properly Bureau is responsible for collecting from the winning bidders.
17. Property Bureau handles packaging and shipping.
18. Property Bureau collects and pays all appropriate state sales taxes.
19. Over 360 contracts with police and sheriff departments in 26 states.
20. Auction services for Public Administretor/Public Guardian is available.
21. Frequent pickups saves departments on storage and handling requirements.
Because we have contracts with many agencies in your area, you don't have to
~wait for a full truck."
22. Saves department labor. Avoids handling and re-handling the same items, which
can increase the possibility of errors.
23. Ability to retrieve items still in process that a department needs baCk. Complete
accountability as to winning bidders.
PROPERTY DISPOSITION SERVICES AGREEMENT
Properb, Bureau.com, Inc., an Arizona cerpo~etion ("PrepertyBureau"), entem into this al3'eement (the "Agreement"),
with the customer Idenflled below (the "Owne~) for the au~on and (~spceifion of pemonal property (the 'Dispceitlon
Sen, ices"), in accordance with the Terms and Condiaona and Addenda, if any, attached hereto and listed below.
Beginning 3/1/0 5 . (the 'Start Date') Owner engage~ the Dis~on Sewices of Property~ureau. This
Agreement will terminate on 3/1/0 7 . (the 'Termination Date'), or at such other time as ~'ovicled
herein.
OWNER INFORMATION:
Southold Town Police Department
~r Name]
41404 Route 25
P.O. Box 911
SCHEDULES, SUPPLEMENTS AND OTHER
ATTACHMENTS: (Mark only If Included)
Peconic, NY 11958
(631) 765-2600
[~]
THIS AGREEMENT INCLUDING ALL OF THE TERM8 AND CONDITIONS SET FORTH ON THE ATTACHED
TERM8 AND CONDITIONS, AND ALL OTHER ATTACHMENTS INDICATED IN THE BOX ABOVE, IS THE
PARTIES' ENq3RE AGREEMENT AND CANNOT BE MODIFIED EXCEPT IN WRITING BY THE DULY AUTHORIZED
REPRESENTATIVES OF BOTH PARTIES.
EXECUTED on Ihe date(s) indicated below:
TOWN OF SOUTHOLD Prope~tyBureau, ln¢.
[Legal Name of Ova,er]
By: _. Ry'
Joshua Y. Horton, Supervisor
[Name a~
PropertySureau.corn, Inc.
3551 Caminc Mira Costa, Suite C
San Clementa California 92672
Phone: 800-799-2440
Federal Tax ID 86-0962102
Rev 6/12/02 Page I of 4
TERMS AND CONDITIONS
1. Property to be Sold. From time to time, Ovmer will designate items of pemonal property (the "Property') that it
desires to provide to PropeffyBureau for Disposition Se;vices. PropertyBureau retains the dght to accept or reject
certain items in its sole disc~ation.
2. Title. Owner shall retain legal He to the Property until it is purchased by auction or othen~ise disposad of in
accordance with this Agreement at which time Owner will be deemed to have trensforred title to the purchaser or other
acquirer of the item of Property. Owner appelnle PrepertyBureau as Its attorney-in-fact to sign any and all documents
necessary to assign to pumhesers of Property all of Owner's dght, title and interest in end to Property sold or disposed.
All cash receipts, accounts receivable, contract dghts, nates, general intangibles, end other dghts to payment of every
kind, arising out of the sales and dispositions of Property (collectively the "Pmcoeds") belong to Ovmer, subject to
PropeftyBurseu's right to PropertyBureau's Nat Proceeds and funds attributable to Credit Card Costs and other
transac~on costs. Owner's Property shall, at ell times before sale or disposition, be subject to the direction and control of
Owner.
3. Method of Selling Property. PropertyBureau will, on Owner's behalf, list Property for sale by auction to the public
on the World Wide Web of the Intamat on one or more domain names selected by ProbeltyBureau. To the extent that
any Property Is not sold by auction, PrepertyBureau may, in any cemmerdelly reasonable manner selected by
PrepertyBureau, dispose of Property. propertyBureau will determine all aspects, terms and conditions of auctions of
Property end dispositions of Propen'y not purchased at auction, subject to the ultimate control of Owner. PropertyBureau
will be responsible for all phases of submitting the Property for auction, including, but not limited to, determining when
Property will be au~onsd, setting the opening end reserve prices of Property, if any; determining the selling price,
setting the length of time a Product wtil be auddoned; creating text and graphics to describe and depict Property
submitted for auction; collecting ell purchaser information (such as purchaser's name, billing address, shipping address,
and ~edit card information); approving purchasers' cradit card purchase transactlens; and collecting auction proceeds
for completed sales from purchasers, propertyBuresu shell use its best efforts in auc~oning and selling the Property on
the Interact and dispesing of Property that does not sell at suction. PropertyBureau shall sell and dispose of all Property
'as is* without any liability to the Owner. PropertyE~ureau is solely responsible for identifying and reselving sales and u~e
tax cellec~on issues arising from Propelly sales, including the necessity of charging and colle~ng such taxes.
4. AJlecaflon of Sales Proceeds.
a. The total amount paid by the purchaser shall be called'the 'Sales Price'. The Sales Pl~co shall include the
winning bid amount (the 'Winding Bid') and afl costs, shi~,~ing and handling charges, taxes, and insurance costs
associated with the transaction and paid by the purchaser.
b. For each item of Property, Owner will be credited with 50% of the first $1,000 of the Winning Bid and
75% of the portion, if any, ofthe Winning Bid that exceeds $1,000. From this amount, the owner's pro rata
share of transaction fees, if any, assessed by the credit card processor ('Credit Card Costs') will be
deducted.
d. Credit Card Costs will be borne by Owner and PrepartyBureau in propo~on to the percentage of the revenue
credited to the parties for each underlying transaction.
d. Amounts received by the Owner will be called 'Owner's Net Proceeds'.
The ~lowing example illustrates how proceeds of a sale are to be allocated. Assume an item of Property sells at
suction for a Winning Bid of $100; the buyer pays shipping and handling of $10, insurance of $2, and sales tax of SG.
The buyer pays the Sales Price of $118.00 by credit card, end the Credit Card Costs are 2% of the Sales Pdce. The
Credit Card Cost is therefore $2.36 ($118 x .02). The Owner and PropertyBureau each share 50% of the underlying
Winning Bid, therefore Crecit Card Cests are also shared equally ($1.18 each). The Owner's Net Proceeds are $48.82
($50.00 less $1.18).
5. Payment Terms. Not later than the 15t~ of each month, PropertyBureau will pay to Owner the amount of Owner's
Net Proceeds payable for completed sales during the preceding month. Sales are deemed completed v/nan ell items
comprising a line item on the original manifest or other list of Properly are sold. With each monthly payment,
Proper'c/Bureau will deliver to Owner a detailed report of completed sales activity for the preceding month showing
PropertyBuresu's calculation of the amount of Owner's Net Proceeds for the month. With each payment of Ovmer's Net
Proceeds, PropertyBureau will deliver to Owner a written report setting forth the following information for the immediately
preceding month: (i) the completed sales during the prior month, including the tctel amount of related proceeds cellected,
the Ovaler's and PropertyBuresu's share of Crec~rd: Card Costs, the Owner's Nat Proceeds; (ii) other dispositions of
Property during the month; (iii) the Property, if any, inventoried by ProperfyBureau at the end of the month.
Page 2 of 4 6~12/02
6. PropertyBureau's Obligations Concerning Property in its Possession. With respect to Property in
PropartyBureau's possession: (i) PropertyBureau will exercise due care in the handling and storage of any Property; (ii)
PrepaflyBuresu shall keep the Property free of liens, security interests, and encumbrances, and shall pay when due all
fees and charges with respect to the Property; (iii) PropeftyBureau shall sign and deliver to Owner any UCC-1 financing
statements or other documents reeannably requested by Owner; (iv) PropertyBureau shall obtain and maintain insurance
in a~ amount (determined by PropaftyBuraau) not less than the replacement value of Property in its possession. The
insurance will cover the Property against fire, theft, and extended coverage rlaks ordinarily included in similar policies.
PropertyBureau shall give Owner an insurance certificate upon Owner's request; and (v) If PropariyBuraau
returns any Property to Owner, PropertyBuresu shall pay all freight charges, insurance and related costs to return the
Properly to Owner's nearest warehouse. PrOpaAyBuroau, at PropeAyBureau's expanse, shall insure Property during
shipping in an amount not less than the replacement value of any item of PropeAy returned to Owner.
7. Owner's Obligations. Owner will use its beet efforts to provide to PropertyBureau such Property as becomes
available for sale to the public. Owner will complete papenvork reasonably necessary to convey custodial possession of
the item of property to PropertyBuraau, including a written manIfest or list that describes the item of Property in suffidant
detail fo~ identification.
8. Restrictions on Bidding. PrepartyBureau and its employees and agents may not dfrec~y or indirectly bid for or
purchase au~oned Property on the Property Bureau web s~te.
g. Representations and Warranties of Owner. Owner hereby represents, warrants and covenants as follows: (i)
Property delivered to PropeffyBureau is available for asia to the general pubtic wi~out any restrictions or condYdons
whatever, (ii) Owner will not knowingly deliver to Prope~'tyBoraau any Property of a co<Jntsrfeit or illegal nature; and (iii)
Owner has taken all required actions under applicable law that are conditions precedent to Owner's right to transfer title
to the Property to parchesers (the 'Conditions Precedent").
10. Books and Records. PrepertyBuresu will keep complete and accurate books of account, records, and other
documents with respect to this Agreement (the "Books and Records') for at least three years following expiration or
termination of this Agreement Upon reasonable notice, the Books and Records will be available for inspa~on by
Owner, at Owner's expense, at the location where the Books and Records are regularly maintained, during normal
business hours.
11. Term and Termir';ation. Unless terminated earlier, the term of this Agreement will begin on the Start Date and
terminate on the Ter~ninatlon Date. This Agreement may be terminated if there is a breach by either party of any
obligation, representation or warranty contained in this Agreement, upon thirty days prior written notice to the other party
unless the breach Is cured within the thirty day padod, provided, however, if the breach is not capable of being cured
within thirty days, the breaching party will have a reasonable amount of time to cure the breach if it begins to cure during
the thiity day period and proceeds diligently thereafter. The written notice will specify the precise nature of the breach.
The rights of the parties to terminate this Agreement are not exclusive of any other rights and remedies available at law
or in equity, and such rights will be cumulative. The exercise of any such right or remedy will not preclude the exercise
of any other rights and remedies. Nctwithetsnding any termination by either party of this Agreement, PropertyBureau will
continue to remit amounts due to Ovmer under this Agreement in connecfior~ with any sales made before the effective
date of the termination. At the lime of termination, any unsold inventory shall continue to be auctioned by Property
Bureau or returned to Owner, at owner's eis~on and cost
IZ Indemnification. Subject to the llmitstloes specified in this Section 12, each paA'y will Indemn/fy, hold harmless and
defend the other paAy and Its agents and employees fi.om and against any and all losses, claims, damages, liabilities,
whether joint or several, expenses (including reasonable legal fees end expenses), judgments, fines and other amounts
paid in settlement, incurred or suffered by any auch person or entity adsing out of or in connection with (i) the inaccuracy
of any representation or warranty made by the party hereunder, (ii) any breach of this Agreement by the party, or (iii) any
negligent act or omission by the paff/or its employees or agents In connectien with the pen'ormance by the party er its
employees or agents of obligations hereunder, provided the negligent act or omission was not done or omitted at the
direction of the other party.
13. Limitations on Uabllity. UNDER NO CIRCUMSTANCES W1LL EITHER PARTY BE UABLE TO THE OTHER
PARTY FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (EVEN IF THAT
PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM BREACH OF THE
AGREEMENT, THE SALE OF PROPERTY, OR ARISING FROM ANY OTHER PROVISION OF THIS AGREEMENT,
SUCH AS, BUT NOT LIMITED TO, LOSS OF REVENUE OR ANTICIPATED PROFITS OR LOST BUSINESS
(COLLECTIVELY, 'DISCLAIMED DAMAGES'); PROVIDED THAT EACH PARTY W1LL REMAIN LIABLE TO THE
OTHER PARTY TO THE EXTENT ANY DISCLAIMED DAMAGES ARE CLAIMED BY A THIRD PARTY AND ARE
SUBJECT TO INDEMNIFICATION PURSUANT TO SECTION 12. LIABIUTY ARISING UNDER THIS AGREEMENT
WILL BE EMITED TO DIRECT, OBJECTIVELY MEASURABLE DAMAGES. THE MAXIMUM LIABlE'fY OF ONE
Rev 6/12202 Page 3 of 4
PARTY TO THE OTHER PARTY FOR ANY CLAIMS ARISING IN CONNECTION WITH THiS AGREEMENT WILL NOT
EXCEED THE AGGREGATE AMOUNT OF PAYMENT OBLIGATIONS OWeD TO THE OTHER PARTY HEREUNDER
IN THE YEAR IN ~M"IICH LIABILITY ACCRUES; PROVIDED THAT EACH PARTY W1LL REMAIN LIABLE FOR THE
AGGREGATE AMOUNT OF ANY PAYMENT OBLIGATIONS OVVED TO THE OTHER PARTY PURSUANT TO THE
AGREEMENT. NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, OWNER'S LIABILITY IS NOT
LIMITED UNDER THIS AGREEMENT WITH RESPECT TO LIABILITY ARISING FROM OWNER'S FAILURE TO
SATISFY TIMELY ALL CONDITIONS PRECEDENT.
14. Notices. Any notice under this Agreement must be in writing. Initially the addresses of the parties will be as
follows: (i) tf to PropartyBureau: PropertyBureau, Attn: Tom Lane, President, 3551 Camino Mira Cesta, Suite C, San
Clemente California 92~72; and (ii) If to Owner: At the address stated below Owner's Signature block on the first page
of this Agreement. The parties may, from time to time and at any time, change their respective addresses and each will
have the right to specify as it~ address any other address by at least ten days' written notice to the other party.
15. Severeblllty. Whenever pesaiUe, each provision of this Agreement will be interpreted in such a manner as to be
effective and valid under applicable law, but if any provision of this Agreement is held to be prohibited by or invalid under
applicable law, such provision will be ineffective only to the extent of such prohibition or invalidity, without invalidating the
remainder of such provision or the remaining provisions of th~s Agreement.
16, Complete Agreement. This Agreement and any related documents delivered concurrently herewith, contain the
complete agreement between the parties relating to the subject of this Agreement and supersede any Pdor
understandings, agreements or representations by or between the panties, written or oral, which may be related to the
subject matter here<~ tn any way.
17. Attorneys' Fees and Legal Expenses. If any proceeding or action is brought to recover any amount under this
Agreement, or for er on account of any breach of, or to enforce or interpret any of the terms, covenants, or conditions of
this Agreement, the prevailing perty will be enfi~ed to recover from the other party, as pert of the prevailing party's costs,
reasonable attorneys' fees, the amount of wflich will be fixed by the cou~t, and will be made a part of any judgment
rendered.
18. Further Assurances. PropertyBureau and Owner wilt each sign such other documents and take such ec~ons as
the other may reasonably request in order to effect the relafionshipa, Services and activities contemplated by this
Agreement and to account for and document these activities.
19. Governing Law. The internal law, and not the law of conflicts, of the state in which the Owner is located will govern
all questions concerning the construc'6on, validity and interpretation of this Agreement and the performance of the
obligations imposed by this Agreement. The proper venue for any proceeding at law or in equity will be the state and
county in which the Owner is located, and the parties waive any right to object to the venue.
20. Relationship of the Parties. The relationship created hereunder be~veen Owner and ProperfyBuresu will be solely
that of independent contrectore entering into an a~'eement. No representations or aseerliona will be made or a~ons
taken by either party that could imply or establish any agency, joint venture, partnership, employment or trust relationship
between the parties with respect to the subjec~ matter of this Agreement. Excep~ as expressly provided in this
Agreement, neither party will have any authority er power whatsoever to enter into any agreement, contrac~ or
commibnent on behalf of the other, or to create any liability or obligation whatsoever on behalf ot the other, to any parson
or entity. VVhanever PropertyBureau is given discretion in this Agreement, Propertyl3uresu may exercise the[ dies'etlon
solely In any manner Prope~yBureau deems appropriata.
21. Force Majeure. Neither party will be liable for any failure of or delay in the pai'fl:)rmance of this Agreement for the
period that euch failure o~' delay is due to acts of God, public enemy, war, strikes or labor disputes, or any other cause
beyond the parties' reasonable control (each a "Force Majeure"), it being understood that lack of financial resources will
not to be deemed a cause beyond a perry's control. Each par[y will notify the other party proml~y of the occurrence of
any Force Majeure and cany out this Agreement as promptly as practicable after such Force Majeure is terminated. The
existence of any Force Majeure witl no~ extend the term of this Agreement.
22. Counterparts. This Agreement may be signed in any number of counterparts.
Rev 6/12/02 Page 4 of 4