E-QUOTE SPECIAL CONDITIONS FOR AUCTIONEER SERVICES OF OFFICE FURNITURE AND EQUIPMENT Begin date 11/22/2005 End Date 11/21/2006 Agreement #9733183-PA Commodity Code 973-100 PURPOSE The purpose of this eQuote is to establish a one (1) year State Purchasing Agreement (SPA) for the purchase of Auctioneer Services of Office Furniture and Equipment by all State of Florida agencies and other eligible users. SCOPE OF WORK The vendor shall provide Auctioneer Services as defined in these special conditions, on an asneeded basis, to ordering agencies for the purpose of auctioning of office furniture and equipment. DEFINITIONS “Auction” means a public sale of property to the highest bidder by an Auctioneer. “Auctioneer” means a person licensed pursuant to Chapter 468-385, Florida Statutes, who holds a valid Florida Auctioneer License. “Auctioneer Manager” refers to the ordering agency’s employee assigned to oversee the operations of the auctions. “Auctioneer Services” means the business of arranging, managing, sponsoring, advertising, promoting and conducting auctions. “Auction Site” means the facility at which the auctions are held. “Consignor” means the State entities pursuant to Section 287.042(2)(a), Florida Statutes, political subdivisions (county, local county board of public instruction, municipal or other public agency/authority, State Universities and other authorized institutions pursuant to Section 240.605, Florida Statutes, and non-profit transportation communities pursuant to Chapter 427, Florida Statutes, as well as any other additional government entities as may be approved in the future by the State of Florida Legislature or the Department, that owns Office Furniture and Equipment to be sold at auction. “Knock Down” means the point in time during an auction that the Auctioneer verbally declares an item sold. AGENCY RESPONSIBILITIES The ordering agency shall notify the Auctioneer, in writing, of the date and time the auction is to be conducted and provide a description of items available for auction. The ordering agency is responsible for taking physical inventory of the furniture and equipment to be sold at the auction, preparing a master list of furniture and equipment to be auctioned and providing a copy to the Auctioneer. Page 1 of 12 AUCTIONEER RESPONSIBILITIES The Auctioneer shall be available, upon reasonable notice from the agency, to travel to the agency to view items to be auctioned, conduct a physical inventory of furniture and equipment to be sold at auction to determine lot numbering, if necessary. A1 Assets Comment: “A1Assets understands and will comply. Please see the attached Asset Sales Proposal.” The Auctioneer will pickup the items from the agency’s site and take to a suitable location, chosen by the Auctioneer, to conduct the auction. Any expenses incurred by the vendor for the location of the auction site, truck rental, advertising, etc, will be deducted from the gross sales. Agency’s share of net sales will be as shown on the price sheet and will be shown on the invoice. A1 Assets Comment: “A1 Assets DOES NOT charge for this service for equipment. As part of our Asset Sales Proposal, all expenses incurred by A1 Assets for the location of the auction site, warehousing, and/or transportation costs for equipment will be the sole responsibility of A1 Assets. Furniture related items will incur a cost as the State described above. For the purpose of our Asset Sales Proposal, equipment can be anything noted in Table 1 of the attached Assets Sales Proposal document.” The Auctioneer is responsible for tab/mark and number all items to be auctioned (individually or by lots) and prepare a list to be available at the beginning of the preview period which will be the day proceeding the sale for a minimum period of 12 AM to 4 PM. A1 Assets Comment: “A1Assets understands and will comply. Since most of our auctions and sales are conducted on-line, we have the ability to showcase all State inventory items to a worldwide audience for an on-line preview period that is very flexible.” Auctioneer is to have adequate staff to handle registration, cashiering, title service, if necessary. The Auctioneer should have adequate backup equipment (such as public address system, cashiering equipment, etc.). A1 Assets Comment: “A1Assets understands and will comply.” The Auctioneer shall write tickets of sales, process payments during and after the auction, and maintain the required records. A1 Assets Comment: “A1Assets understands and will comply. Please see the attached Asset Sales Proposal that details how the State will have on-line access to a secure log-in that, among other things, allows the state to view sales statistics and receipts for EACH ITEM sold.” The Auctioneer shall provide adequate security, as determined necessary by the agency and Auctioneer, to insure that only paid items are removed from the sale site, security for cashiering station, etc. A1 Assets Comment: “A1Assets understands and will comply. All items auctioned off are either shipped or picked up at one of our warehouses – after payment is received.” The Auctioneer shall collect all money in its name and deposit such monies into its bank account. A1 Assets Comment: “A1Assets understands and will comply.” Page 2 of 12 If requested by the User Agency, the Auctioneer must provide an irrevocable letter of credit or performance bond in the amount of $50,000 to the User Agency no later than ten (10) days prior to the date of any sale. A1 Assets Comment: “A1Assets understands and will comply. We currently have a bond with a current government agency and can duplicate the bond, if and as necessary.” Auctioneer shall collect all sales tax and remit same to State of Florida. A1 Assets Comment: “A1Assets understands and will comply.” Auctioneer shall provide a complete listing of all items sold and the selling price of each with the invoice and show deduction of any expenses incurred. A1 Assets Comment: “A1Assets understands and will comply. Please see the attached Asset Sales Proposal for detailed information regarding proof of sale and on-line access by the State of Florida to review receipts of all items sold.” Cleanup of the auction site and disposal of all unclaimed or unsold items. A1 Assets Comment: “A1Assets understands and will comply.” Item pickup should begin no later than 30 minutes after knock-down of the item (unless it poses a safety hazard to the attendees) and continue on sale day until 5:00 PM or completion of sale, whichever is later. One additional day to be allowed for pick-up on the next day (excluding Sunday) immediately following date of sale. A1 Assets Comment: “A1Assets understands and will comply. Since the majority of items are sold on-line, most items are shipped to the buyer from one of our facilities.” Page 3 of 12 VENDOR’S INFORMATION Please include the following information in your response to this eQuote. The information can be as an attachment to the eQuote, or sent to the following address: Department of Management Servivces State Purchasing Office Attn: Dorothy Stuff 4050 Esplanade Way, Suite 360.1X Tallahassee, Florida 32399-0950 Promotional Advertising: Please provide a brief overview of your recommendations and typical itemized costs for promotional advertising if handled by your company versus being handled by the agency. A1 Assets Comment: “As part of our attached Asset Sales Proposal, A1Assets runs legal notices in local newspapers, as required by the State, at no cost to the State. Additionally, A1 Assets advertises on the internet on popular search engines such as Google, Froogle, and Yahoo as part of our offer - at NO COST TO THE STATE. In other words, the A1 Assets Asset Sales Proposal includes the cost of ALL advertising. The State and its Customers have the right to review and approve any legal notice copy placed in local newspapers.” Please provide references, in particular, any governmental agencies. A1 Assets Comment: “A1Assets is currently under contract or agreement, in a similar manner as proposed in this response, with the Seminole County Public School System, Seminole Community College, and the Saint Johns River Water Management District. In addition to the listed government agencies, A1 Assets has already completed ‘one-time’ agreements with several commercial entities – most of whom requested they not be disclosed by name. A list of references and contact information is attached for the States review.” Number of days required to prepare for auction after notification. A1 Assets Comment: “A1Assets will usually require a minimum of 5 business days to schedule a pick up of items to be auctioned or sold. Please see the attached Asset Sales Proposal for more information.” A copy of required professional license. A1 Assets Comment: “Attached is a copy of our auctioneers license, as well as, our business license from our parent company, Daves Bargain Outlet, LLC. A1 Assets is a State of Florida registered name, under our parent company, Daves Bargain Outlet, LLC.” CONFLICT OF INTEREST No employee of the Auctioneer or any members of their household shall be allowed to bid on, or purchase, either directly or indirectly, any furniture or equipment sold at any auction held pursuant to this agreement. A1 Assets Comment: “A1Assets understands and will comply.” CERTIFICATION By completing and responding to this eQuote, the Auctioneer is agreeing to all terms and conditions, including the terms of form PUR 7722, attached hereto and incorporated by reference. A1 Assets Comment: “A1Assets understands and will comply.” Page 4 of 12 TECHNICAL DOCUMENTATION & PRICE LIST All products/services quoted must meet or exceed all requirements of this eQuote. When technical documentation and/or price list is required, its purpose is to allow a technical evaluation of the product/service quoted and verification of a true savings to the State of Florida eligible users. A1 Assets Comment: “A1Assets understands and will comply. Please see the attached actual sales results for items sold for other State of Florida government entities as it is compared to typical live auction sales results for the same items.” PURCHASE ORDERS The Auctioneer shall not provide Auctioneer Services until the requesting agency transmits a purchase order. All purchase orders shall bear the State Purchasing Agreement (SPA) number, shall be placed by the agency directly with the Auctioneer. A1 Assets Comment: “A1Assets understands and will comply.” CUSTOMER’S PERCENTAGE OF SALES The Auctioneer shall compensate the State agency or eligible user in an amount equal to the Customer’s Percentage of Sales quoted by the vendor in response to this eQuote as set forth on the Quote form, multiplied by the Total Net Auction Proceeds, after subtracting the share of documented expenses legitimately attributable to the auction of the customer’s goods. The Auctioneer shall furnish payment to the customer and include with payment a record of sales proceeds and expenses within thirty (30) calendar days of the conclusion of any auction. The Auctioneer must include a written explanation of how the customer’s share of expenses was determined. The amount of the Customer’s Percentage of Sales shall be subject to audit, and the Auctioneer shall make any and all records supporting the customer’s compensation available for inspection, upon written request by the agency. A1 Assets Comment: “A1Assets understands and will comply. This is an area that should be of special significance and importance to the State. For each Customer assigned to A1 Assets, a special secure log-in ID will be provided on our web site so that EACH Customer or Agency may review specific information about the sale of their goods. Please see the attached Assets Sales Proposal for more detailed information.” Any Auctioneer responding to this eQuote should read completely, the State Purchasing Agreement language specified in PUR Form 7722 attached hereto and included as part of this eQuote. Paragraphs 6 and 7 fully explain the criteria for “Invoicing and Payment” and “Transaction Fee”. A1 Assets Comment: “A1Assets understands and will comply.” WARRANTY OF OFFICE FURNITURE AND EQUIPMENT All office furniture and equipment sold at auction are sold “AS IS, WHERE IS”. The agency selling the products does not warrant the condition, merchantability or fitness of use of office furniture and equipment sold at auction. This information shall be made a part of the auction advertisement, posted in sales areas and made available to the general public upon request. A1 Assets Comment: “A1Assets understands and will comply.” Page 5 of 12 PERFORMANCE STANDARDS The Auctioneer must warrant that all work performed complies with customary, reasonable, and prudent standards of care in accordance with the industry and must perform the services provided herein in a professional manner. Failure to provide services as specified shall be considered as a default and the agreement terminated. A1 Assets Comment: “A1Assets understands and will comply.” SAFETY REQUIREMENTS Auctioneer shall comply with applicable OSHA requirements and enforce safety regulations during performance of the work. A1 Assets Comment: “A1Assets understands and will comply.” INSURANCE Promptly after award and before performing any service under the Agreement, the Auctioneer shall provide proof of insurance to the ordering agency. The Auctioneer shall, at its own expense, secure and maintain the insurance coverage required by law. The Auctioneer shall secure and maintain commercial general liability insurance, including errors and omissions coverage, in the amount of $300,000. The State shall be named as an additional insured in the general liability coverage policy. The policy shall provide for ninety (90) days prior written notice to the agency of cancellation of any coverage. At the agency’s request, the Auctioneer shall provide all relevant certificates and endorsements as proof of such insurance, of proof of its ability to self-insure, including renewal or replacement evidence of insurance at least thirty (30) days before the expiration or termination of any insurance. A1 Assets Comment: “A1Assets understands and will comply.” QUESTIONS If you have questions regarding how to use the eQuote tool (i.e., how to login, review an eQuote, submit a response, download an attachment, etc.), please contact the MyFloridaMarketPlace Customer Service Desk at 1-866-352-3776 or at VendorHelp@myfloridamarketplace.com. If you have questions pertaining to the content of the eQuote itself, please contact the agency person listed on the eQuote. The contact person for this eQuote is Dorothy Stuff, telephone 850410-2424 or email stuffd@dms.state.fl.us. Page 6 of 12 PRICE SHEET E-QUOTE FORM FOR CUSTOMER’S PERCENTAGE OF SALES Auctioneer shall complete this form by entering its quote for the Customer’s Percentage of Sales in the space provided below. The amount quoted shall be that percentage of the total sales proceeds from the Auction that the Customer shall receive from the Auctioneer in full compliance with the Agreement, if awarded. A1 Assets Comment: “A1 Assets urges the State to review the attached Asset Sales Proposal for the breakdown of percentage of sales, as the breakdown of percentage of sales is not applicable to the format on this page. However, the percentage of sales noted in the attached Asset Sales Proposal is the same for all customers in the State of Florida, regardless of the region noted below.” Customer’s Percentage of Sales, Northern _____% Customer’s Percentage of Sales, Western _____% Customer’s Percentage of Sales, Central _____% Customer’s Percentage of Sales, Southern _____% DISTRICT(S) QUOTING:__x__Western, _x___Northern, _x___Central, _x__Southern, __x__Statewide Auctioneer: Andrew Hoopper for A1 Assets (Daves Bargain Outlet, LLC) SPURS Vendor Number:__F043620893-002________________________ Name and Title: Andrew Hoopper, VP of Marketing Page 7 of 12 October 17th , 2005 Proposal to Perform Surplus Sales for the State of Florida SUBMITTED BY: David Leavitt President A1 Assets and Daves Bargain Outlet, LLC 215 Pineda Street Suite 165 Longwood, FL 32750 Office - (407) 830-7030 Fax – (407) 831-7030 Page 8 of 12 1. Introduction Pursuant to Sections 274.05 and 274.06 and/or Section 717.122 in the 2005 Florida Statutes, A1 Assets (Daves Bargain Outlet, LLC) respectfully submits this written proposal to provide surplus sales and services for THE STATE OF FLORIDA, which in the context of this proposal includes inventory control, warehousing, staging, advertising, selling and shipping of surplus items to successful buyers. Table 1 identifies the types of surplus applicable to this proposal. If agreeable by THE STATE OF FLORIDA, A1 Assets will: On an as needed basis, work with THE STATE OF FLORIDA or any STATE OF FLORIDA CUSTOMER to inventory surplus approved by the State as deemed appropriate to sell. When mutually agreeable between A1 Assets and THE STATE OF FLORIDA, warehouse and store surplus at A1 Asset’s warehouse facility. For surplus items to be stored at A1 Asset’s warehouse, schedule a pick up and transport those items to A1 Asset’s warehouse. Sell approved surplus for THE STATE OF FLORIDA and distribute the proceeds from the sale as described in Table 2. Pay all advertising costs associated with the sale of surplus. Pay for warehousing expenses, when applicable. A1 Assets will be responsible for warehouse expense for all surplus stored at an A1 Assets facility. Supply labor associated with the inventory, transportation, warehousing and selling of surplus property being assigned to A1 Assets for sale. Administer and provide unit based sales analysis for each surplus item assigned to A1 Assets for sale. This itemization will include and completely disclose the selling price associated with selling such items. 1.1 Method of Operation Surplus to be sold notification – A1 Assets will be notified by THE STATE OF FLORIDA via telephone and/or e-mail message that surplus has been approved for sale. THE STATE OF FLORIDA retains the right to determine which surplus items will be released to A1 Assets for sale by A1 Assets. Inventory Schedule –A1 Assets will schedule a representative to physically inspect, inventory and log the surplus inventory at the location where it is currently in storage or in use. The physical inventory will consist of indicating, on an approved inventory sheet, the manufacturer and model number of each surplus item approved for sale by THE STATE OF FLORIDA. Alternately, with THE STATE OF FLORIDA’s approval, A1 Assets will pick up items in bulk and perform the detailed inventory at an A1 Assets warehouse. Warehousing - A1 Assets and THE STATE OF FLORIDA will mutually agree on where surplus items should be warehoused – either at a STATE OF FLORIDA WAREHOUSE or at an A1 Assets warehouse. For any and all items to be warehoused at an A1 Assets warehouse, then A1 Assets will be responsible for loading, transportation and unloading of the items. Page 9 of 12 Sales - A1 Assets sells surplus in a variety of ways. A1 Assets utilizes established nationwide (sometimes world-wide – depending upon the type of asset) contacts to sell a variety of inventory to. If a match is found between an item and a buyer, A1 Assets will close the deal with the buyer, pack, crate and ship the item to the buyer, accept payment from the buyer and distribute proceeds to THE STATE OF FLORIDA according to the schedule in table 2. A1 Assets will be free to sell any item deemed approved for sale by THE STATE OF FLORIDA in any legal manner and to any legal buyer as A1 Assets sees fit. This includes direct sales to pre-established A1 Assets contacts, sales through Daves Bargain Outlet, LLC Retail Outlets, internet sales on A1 Assets and Daves Bargain Outlet, LLC web sites and sales on other internet sales sites such as eBay, LabX, etc. As part of the service provided by A1 Assets, when necessary, A1 Assets will take digital photos, write descriptions and place ads for the sale of items at no cost to THE STATE OF FLORIDA. Packing and Shipping – When necessary, A1 Assets will pack, crate and ship items sold. A1 Assets will charge the buyer shipping, handling, and sometimes a crating fee that shall not be interpreted as part of the sale price of the item. A1 Assets will retain 100% of all shipping, crating, handling, and packing fees paid for by the buyer. Sales Tax –A1 Assets will collect Florida sales tax on all items sold to buyers in the state of Florida who are not exempt from paying sales tax. A1 Assets will keep records of all sales tax exempt sales and certificates as governed by the laws of the state of Florida. A1 Assets will pay the state of Florida all sales tax collected from the sales of surplus items according to the laws of the state of Florida. Distribution of Proceeds from Sales – On a monthly basis (or other time frame suitable to THE STATE OF FLORIDA), A1 Assets will distribute the proceeds from surplus property sales to THE STATE OF FLORIDA in the form of Certified Bank Funds or a company check from A1 Assets. Property Ownership – For the purpose of this agreement, THE STATE OF FLORIDA or their customer retains ownership of all surplus property assigned to A1 Assets for sale until – a) the property is sold by A1 Assets, or b) the property is removed from the agreement for sale by THE STATE OF FLORIDA. At any time, THE STATE OF FLORIDA retains the right to remove any or all of the surplus items assigned for sale to A1 Assets. Online Sales Statistics – If an agreement is made between A1 Assets and THE STATE OF FLORIDA, A1 Assets will create a secure login ID to our web site so that THE STATE OF FLORIDA may, at any time, see live statistics of items sold, items paid for and items unsold. This service is available free of charge to THE STATE OF FLORIDA. For Export Only Clause – THE STATE OF FLORIDA may deem some items as ‘FOR EXPORT ONLY’. A1 Assets will sell any item indicated by THE STATE OF FLORIDA as being ‘FOR EXPORT ONLY’ to buyers outside of the United Sates and its Territories only. Items identified as ‘FOR EXPORT ONLY’ will be noted as such on the inventory sheet. Computer Equipment – A1 Assets understands the confidentiality and security involved in selling used computer equipment. As part of this agreement, A1 Assets will remove ALL SOFTWARE from any hard drive still resident on a personal computer prior to selling such devices. Insurance – A1 Assets and Daves Bargain Outlet carry a $1,000,000 aggregate General Liability policy, a $500,000 Combined Single Limit Automobile Liability Policy and a $100,000 per employee Workman’s Compensation and Employer Liability Policy at all times by companies approved and licensed by the Insurance department of the State of Florida. Auctioneering Services – To meet the State Requirements for Auctioneering Services, A1 Assets employs a full time auctioneer, licensed by the State of Florida. Page 10 of 12 TABLE 1 – Types of Surplus Items that will be sold by A1 Assets for THE STATE OF FLORIDA Most Electronic & Technology-Based Equipment Telephone Equipment Security and Alarm Laboratory Equipment Equipment Televisions & VCR’s Shop Equipment Radio Equipment Medical Equipment Computers Data Equipment Video Equipment Dental Equipment Monitors Exercise Equipment Audio/Video Equipment Industrial Equipment Printers Lawn Equipment Heavy Equipment Food Service Equipment Fire Alarm Equipment Presentation Equipment Commercial Printing Entertainment Equipment Equipment Any other surplus inventory mutually agreeable between A1 Assets and THE STATE OF FLORIDA TABLE 2 – A1 Assets Fee Structure A1 Assets Fee Structure 40% of the first $1,000 (or any portion of the first $1,000) of the Sale Price of an item Example: Item sold for $1,000. The fee would be as follows: $400 for the $1,000 sale. THE STATE OF FLORIDA would receive $600 and A1 Assets would retain $400 for the selling fee. 40% of the first $1,000 (or any portion of the first $1,000) PLUS 10% of the amount that is over the first $1,000 of the total sale price of an item Example: Item or lot sold for $10,000. The fee would be as follows: $400 for the first $1,000 of the sale price, PLUS $900 for the last $9,000 of the sale price. THE STATE OF FLORIDA would receive $8,700 and A1 Assets would retain $1,300 for the selling fee. Page 11 of 12 Ordering Instructions CONTRACTOR: A1 Assets (Daves Bargain Outlet, LLC) SPURS VENDOR NUMBER: F043620893-002 eQuote/Agreement Administration Please identify the person who will be responsible for administering the agreement on your behalf if award is made, and include an emergency contact phone number: Name: Andrew Hoopper Title: Vice President of Sales & Marketing Street Address: 215 Pineda Street Unit 165 Longwood, Florida 32750 Email Address: andrew@davesbargainoutlet.com Phone Number(s): Office – (407) 830-7030 Cell – (407) 948-5577 Fax Number: (407) 831-7030 If the person responsible for answering questions about the agreement is different from the person identified above, please provide the same information for that person. Name: Title: Street Address: Email Address: Phone Number(s): Fax Number: Direct Orders Please provide the following information about where the Customers should direct orders. You must provide a regular mailing address. If equipped to receive purchase orders electronically, you may also provide an Internet address. Street Address or P.O. Box: 215 Pineda Street Unit 165 City, State, Zip: Longwood, Florida 32750 Phone Number: (407) 830-7030 Toll Free Number: (888) 474-3784 Ordering Fax Number: (407) 831-7030 Internet Address: www.techsurplusdepot.com Federal ID Number: 04-3620893 Remit Address: 215 Pineda Street Unit 165 City, State, Zip: Longwood, Florida 32750 Email Address: andrew@davesbargainoutlet.com Attach additional addresses for all locations in Florida authorized to perform services under this agreement. All locations must be registered in MyFloridaMarketPlace. Page 12 of 12