SEALED BID - REQUEST FOR PROPOSALS # FOR THE SALE OF PROPERTY OWNED AND OPERATED BY DALLAS COUNTY SCHOOLS

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1 DATE: April 22, 2016 SEALED BID - REQUEST FOR PROPOSALS # FOR THE SALE OF PROPERTY OWNED AND OPERATED BY DALLAS COUNTY SCHOOLS Website: CONTACT PERSON: Alan Hagy, at , or ahagy@dcschools.com Sealed Bid Request for Proposal submittals are due on or before THURSDAY, May 19, 2016 at 3:00 p.m. Please submit five (5) hard copies to: Rick D. Sorrells, Ed.D. Superintendent Dallas County Schools 612 N. Zang Blvd. Dallas, TX rsorrells@dcschools.com Sealed bid Request for Proposal submittals must be delivered to Alan Hagy, Purchasing Manager at Dallas County Schools, 612 N. Zang Blvd., Dallas, TX ed or faxed copies will not be accepted. NOTES TO ALL PURCHASERS/DEVELOPERS: 1. Prospective purchaser/developer (collectively the Purchaser ) must keep Dallas County Schools ( DCS ) advised of any changes in status. 2. All questions regarding this sealed bid Request for Proposals ( RFP ) must be in writing and ed to Alan Hagy, at ahagy@dcschools.com. Questions by phone or ed to anyone else will not be considered. 3. Purchaser must meet all applicable local, state, and federal rules and regulations. Page 1

2 4. Purchaser must make entire submittal in sealed bid, including all attachments, and deliver to Alan Hagy, Purchasing Manager, Dallas County Schools. 5. RFP, Addendums, Diagram(s) and other specifications will be posted on 6. The property for sale is located at 1710 North Beckley Avenue, Dallas, Texas Proposals from interested parties should include the purchase price, timing of purchase, possible leaseback for a specified amount of time, as well as information responsive to the evaluation criteria set out in section 4 below. All information related to these items should contain extensive details for consideration in the sale of the location. 8. The purpose of this RFP is to entertain the sale of the property listed above. DCS, a county school district, owns this property and is considering the sale of said property. Sale may or may not include a leaseback term. All details of the sale, possible leaseback, or other terms and conditions will be negotiated between DCS and the purchaser. Submission of this proposal shall serve as evidence that the offeror understands and agrees to all conditions of the RFP. ed or faxed proposals will not be considered. All offerors must complete all attached forms. Failure to submit all required forms may result in disqualification of your proposal. NAME OF PURCHASER PRINTED NAME OF REPRESENTATIVE PHYSICAL ADDRESS MAILING ADDRESS, IF DIFFERENT PHONE, CELL PHONE, & ADDRESS SIGNATURE OF REPRESENTATIVE DATE Page 2

3 1. Contract Documents: INSTRUCTIONS/GENERAL INFORMATION a. DCS expectations with respect to the performance by Purchaser in connection with this sale of property are set out in the Contract Documents, which consist of this RFP, any subsequent related written correspondence, award letter(s), and any final contract negotiated by the parties. Purchasers who fail to examine the Contract Documents do so at their own risk. 2. Preparation and Submission of Sealed Bid Proposal to Purchase Property: a. Any explanation desired by a Purchaser regarding the meaning or interpretation of any portion of the Contract Documents must be requested in writing to the Purchasing Manager in a timely manner to allow for a reply to reach Purchaser before the submission of their proposal. Oral explanations or instructions given before the award of the contracted sale will not be binding. Any information given to one Purchaser will be furnished to all Purchasers as an addendum to the RFP, if such information is necessary to Purchasers in submitting their proposals or if the lack of such information would be prejudicial to an uninformed Purchaser. b. Proposals must be delivered in sealed bid packages and delivered to the attention of: Rick D. Sorrells, Ed.D. Superintendent Dallas County Schools 612 N. Zang Blvd. Dallas, TX Packages should include five (5) hard copies of the sealed bid documents and should be hand delivered to Mr. Alan Hagy, Purchasing Manager, Dallas County Schools, 612 N. Zang Blvd., Dallas, TX Sealed bids are due on or before: THURSDAY, May 19, 2016 at 3:00 p.m. Proposals received after the time and date of the opening may not be considered and may be returned to the Purchaser. c. Proposals may be modified or withdrawn by providing written (including ) notice to Alan Hagy, DCS Purchasing Manager, prior to the exact hour and date specified for receipt of proposals. 3. Purchaser Information: a. Each Purchaser shall furnish the information required by the Contract Documents. Page 3

4 b. The Purchaser shall sign the proposal, all addenda, and the proposal sheet. The person signing the proposal must initial any erasures or other changes. Proposals signed by an agent must be accompanied by evidence of the agent s authority unless such evidence has been previously furnished to DCS. c. Proposals submitted on forms other than the DCS forms or with different terms or provisions may be considered as non-responsive proposals. d. DCS expects that all proposals will remain valid for the term of this proposal. e. Reservations - DCS expressly reserves the right to: 4. Evaluation Criteria: i. Waive minor deviations from the specifications when it is determined that the benefit to DCS of the deviating proposal is a more favorable offer which meets all aspects of the specifications, and the overall proposal for sale of the property, and the overall deviation(s) are equal or greater than that of the conforming proposal. ii. Waive any defect, irregularity or informality in any proposal (sale) procedure. iii. Reject any or all offers. iv. Amend the RFP, via an addendum, prior to proposal opening date to extend or make changes to specifications. v. Consider and accept an alternate proposal as provided herein when most advantageous to DCS. DCS shall evaluate responsive proposals as follows: a. 40% -- Purchaser s experience and track record for developing and holding similar projects based on current City of Dallas zoning requirements. b. 25% -- Use of Site Development should be in keeping with the current zoning and usages approved by the City of Dallas. c. 15% -- Price The minimum bid for the property is $2.0 million (appraised value of property determined by independent appraisers) d. 10% -- Sale Date The intent is to sell the property for redevelopment; sale terms may revert to Dallas County Schools if development does not occur in a reasonable, negotiated period of time. e. 7% -- Other criteria and relevant factors, including responsiveness of proposal. f. 3% -- HUB Certification. Page 4

5 Upon selection of Purchaser and agreement of terms and conditions, the selected Purchaser will submit a minimum deposit of ten (10%) percent of the total purchase price. 5. Specifications: Purchasers are responsible for reviewing all documentation, for negotiations with the City of Dallas, as applicable, and for any other specifications required or requested for their purposes in the purchase and redevelopment of the property offered for sale by DCS. Purchasers are expected to submit a proposal that considers and is responsive to the conditions, specifications, etc., as well as the evaluation criteria set out in the previous section. Any other factors that may be advantageous to the selected Purchaser are to be negotiated by said Purchaser and are not the responsibility of DCS. 6. Sale Term(s): Terms of sale to be negotiated with successful Purchaser. 7. Price Increases: Price for this sale of property is firm and any changes that may occur shall do so only through the negotiation process with both DCS and Purchaser. 8. Purchase Price: Proposal must include specific purchase price for the DCS property offered. 9. General Information: Name of company: Address of principal location: Phone: Fax: Form of Business Organization: Responsible contact personnel: Name Phone: Name Phone: Name Phone: How many years has your company been in business in its current capacity? Page 5

6 How many years has your organization been in business under its present name? Under what other or former names has your company operated? Claims and lawsuits (if the answer to any of the questions below is yes, please attach details). Has your company ever failed to complete any work awarded to it? Are there any judgments, claims, arbitration proceedings or suits pending or outstanding against your management or company? Has your company filed any lawsuits or requested arbitration or mediation with regard to contracts or awards within the last fifteen years? Within the last fifteen years, has any manager or principal of your company ever been a manager or principal of another organization when it failed to complete a contract or award? Are there any judgments, claims, arbitration proceedings or suits pending or outstanding against your company? 10. Experience: Purchaser shall provide a list of three (3) projects of similar type, size and complexity, based on current City of Dallas zoning requirements. State project (customer) name, description of work, dollar value, public entity, yes or no, and date using the format below. Projects listed must have been performed within the last five (5) years. Please include additional information with proposal if available. Project Name Description of Work Dollar Value Public Entity Yes or No Date 11. References: Proposal shall include up to six (6) references from company owners or management personnel from projects listed above. There must be at least one (1) reference for each project listed. 12. Certifications: Page 6

7 Employees certifications pertaining to work are to be included in submittal, as applicable. 13. Background information and Objectives: DCS has one of the largest transportation fleets in the United States. With a fleet of approximately 2,200 buses, DCS transports over 75,000 students to and from school every day, as well as providing transportation for school events, field trips, and special programs. In addition, DCS provides support services ranging from technology services to purchasing co-op opportunities to school districts and government agencies throughout the State of Texas. Due to DCS growth, DCS places to acquire property that can accommodate expansion. DCS objective in this RFP is to contract with a responsive Purchaser to sell the above noted property, in keeping with City of Dallas current zoning requirements. DCS may require a leaseback option for a certain amount of time in order to secure office space for the administrative or functional offices and work/service areas currently located at the property. Page 7

8 STANDARD TERMS AND CONDITIONS These standard terms and conditions are requirements that are binding upon the Purchaser submitting the sealed bid RFP that is selected, based on the stated criteria, by Dallas County Schools Board of Trustees with the recommendation from the Dallas County Schools Superintendent. These standard terms and conditions form a part of all Contract Documents for the property sold. They communicate Dallas County Schools ( DCS or Seller ) expectations in regards to the Purchaser s performance in connection with sale which will be considered through the sealed bid RFP process. To the extent any terms and conditions in this sealed bid RFP conflict with DCS Policy Chapter 25 - Sale or Lease of Real Property, or state or federal law, including but not limited to Texas Education Code Chapter 11 and Texas Government Code Chapter 272, DCS Policy Chapter 25 and state and federal law supersedes these terms and conditions. I. CONTRACT 1. Final Contract: The final terms and conditions for the sale shall be set forth in a contract signed by the Purchaser and the DCS Superintendent. Such contract expressly incorporates all terms and conditions set forth in the Contract Documents. Any deviations must be in writing and signed by both the Purchaser and the DCS Superintendent. 2. Payments: a. Successful responsive Purchaser shall submit payment(s) as specified in the final contract. All payments shall be due as agreed upon, and/or specified in the sale documents. b. Mail to: Dallas County Schools, Attn: Accounts Receivable, P.O. Box , Dallas, Texas Payment shall be due as specified in the final sale documents/instruments. II. PURCHASER REQUIREMENTS 1. Purchase Price: a. The price to be paid by the Purchaser shall be that contained in the sealed bid proposal, unless otherwise agreed to in writing by Seller. In the event Purchaser breaches this warranty, DCS may, at its sole discretion, cancel this contract and Purchaser shall forfeit any payment or down payment that has been submitted for consideration in the purchase negotiations. b. The Purchaser warrants that no person or selling agency has been employed or retained to solicit or secure this contract upon an agreement or understanding for commission, percentage, brokerage, or contingent fee excepting bona fide employees of bona fide established commercial or selling agencies maintained by Page 8

9 the Purchaser for the purpose of securing business. For breach or violation of this warranty, the Seller shall have the right in addition to any other right or rights to cancel this contract without liability and to deduct from the contract price, or otherwise recover the full amount of such commission, percentage, and brokerage or contingent fee. 2. Indemnity: The Purchaser shall, in connection with any contract awarded under this RFP and all transactions thereunder, hold harmless and indemnify Seller, its Board of Trustee officers, employees, and agents from and against any and all claims, liabilities, losses, judgments, expenses, and/or damages resulting from or attributable to any act or omission of the Purchaser and its agents and employees, including for any acts constituting negligence. 3. Compliance with Law: Purchaser shall, and shall cause its representatives and agents to, follow and abide by all applicable federal, state and local ordinances and laws relating to or regulating the sale of the property addressed under this RFP. 4. Warranty: Purchaser warrants that no gifts or gratuities were or will be given to any of Seller s employees either directly or indirectly to obtain this contract. 5. Purchasers Qualifications: Purchasers shall be required to prove their qualifications concerning the following criteria: a. Financial capabilities; b. Bonding status; c. Ability to fulfill and abide by the terms and specifications of this RFP; and d. Purchaser must provide copies of current certification and/or licenses, when applicable, with proposal. 6. Proposal Evaluations: Proposals shall be evaluated in accordance with the weighted factors set forth in section 4 of the Instructions/General Information above. 7. Proposal Forms: a. Proposals must be completed in their entirety and returned along with any and all other information requested. b. Proposals must show the full name and address of the Purchaser. Failure to manually sign proposal may disqualify it. Page 9

10 III. TERMINATION & DEFAULT 1. Gratuities: The Seller may, by written notice to the Purchaser, cancel the contract if it is determined by Seller that gratuities, in the form of entertainment, gifts, economic opportunity, future employment, loan, gratuity, special discount, trip, favor, service or otherwise, were offered or given by the Purchaser, or any agent, or representative of the Purchaser, to any officer or employee of Seller with a view toward securing a contract or securing favorable treatment with respect to the awarding or amending or the making or any determinations with respect to the performing of such a contract. 2. Cancellation: Seller shall have the right to cancel for default, all or any part of the contract if Purchaser breaches any of the terms hereof, including warranties of Purchaser or if the Purchaser becomes insolvent or commits acts of bankruptcy. Such right of cancellation is in addition to and not in lieu of any other remedies which Seller may have in law or equity. 3. Termination: The agreed upon contract of sale may be terminated in whole or in part by the Seller for any reason upon thirty (30) days advance notice. Such right of termination is in addition to and not in lieu of Seller s other rights of cancellation set forth herein. 4. Force Majeure: Neither party shall be deemed in violation of the contract if either is prevented from performing any of the obligations hereunder by reason of, for or through strikes, stoppage of labor, riot, flood, storm, invasion, insurrection, accident, order of court, judge or civil authority, government regulation, an act of God, or any cause reasonably beyond the party s control and not attributable to its neglect. In the event of such an occurrence, the time for performance of such obligations or duty shall be suspended until such time that such disability to perform, for which the party is not responsible or circumstance beyond its control, shall be removed. The party claiming the suspension shall give written notice of such impediment or delay in performance to the other party within ten (10) days of the knowledge of such occurrence. Each party shall make all reasonable efforts to mitigate the effects of any suspension. 5. Penalties for Non-Performance: If, at any time, the Purchaser fails to fulfill or abide by the terms, conditions, or specifications of the contract, Seller reserves the right to: a. Cancel the contract within thirty (30) days written notification of intent; or b. Re-propose the contract due to change in price or any variation from specifications. Page 10

11 IV. MISCELLANEOUS CONTRACT TERMS 1. Assignment & Binding Effect: No right or interest in this contract shall be assigned or delegation of any obligation made by Purchaser without the written permission of the Seller. Any attempted assignment or delegation by Purchaser shall be wholly void and totally ineffective for all purposes unless made in conformity with this paragraph. Purchaser understands and agrees that in the event that all or substantially all of its assets are acquired by another entity, that it or its successor in interest will remain obligated to fulfill the terms and conditions of this agreement. 2. Waiver: By submitting a proposal, each Purchaser agrees to waive any claim it has or may have against DCS arising out of or in connection with the administration, evaluation, or recommendation of any proposal, including: waiver of any requirements under the proposal or Contract Documents; acceptance or rejection of any proposal(s); and award of the contract. 3. Modifications: This contract can be modified or rescinded only by a writing signed by both parties to the contract or their duly authorized agents. Any and/or all contract changes must be made through the Purchasing Department and signed by the DCS Superintendent. 4. Interpretation Parole Evidence: This writing is intended by the parties as a final expression of their agreement and is intended also as a complete and exclusive statement of the terms of their agreement. No course of prior dealings between the parties and no usage of the trade shall be relevant to supplement or explain any term used in this agreement. Acceptance or acquiescence in a course of performance rendered under this agreement shall not be relevant to determine the meaning of this agreement even though the accepting or acquiescing party has knowledge of the performance and opportunity for objection. 5. Applicable Law: This agreement shall be governed by Texas law. 6. Venue: Both parties agree that venue for any litigation arising from this contract shall lie in a state or federal court in Dallas County, Texas. 7. Prohibition Against Personal Interest in Contracts: Purchaser and applicable DCS officials and employees shall comply with Texas Local Government Code Chapters 171 and 176, as applicable. 8. Governmental Immunity: This RFP and all transactions thereunder are expressly made subject to Seller s governmental immunity under the Texas Civil Practice and Remedies Code and all applicable state and federal law. The parties hereto expressly agree that no provision of this RFP is in any way intended to constitute a waiver of any immunities from suit or from liability that Seller has by operation of law. Page 11

12 PROPOSAL FORMS MUST BE RETURNED TO DCS WITH PROPOSAL TO BE CONSIDERED. PROPOSALS SUBMITTED WITHOUT THIS FORM WILL BE CONSIDERED NULL AND VOID, AND THEREFORE UNACCEPTABLE PROPOSAL ACKNOWLEDGMENT FORM: "The undersigned affirms that they are duly authorized to execute this contract, that this company, corporation, firm, partnership or individual has not prepared this proposal in collusion with any other purchaser/developer, and that the contents of this proposal as to prices, terms or conditions of said proposal have not been communicated by the undersigned nor by any employee or agent to any other person engaged in this type of business prior to the official opening of this proposal." Purchaser/Developer Street Address City, State, ZIP Phone Fax Number Signature of Company Official Authorizing This Purchase of Property Name of Company Official (Please Print) Title Date Page 12

13 MUST BE RETURNED TO DCS WITH PROPOSAL TO BE CONSIDERED. PROPOSALS SUBMITTED WITHOUT THIS FORM WILL BE CONSIDERED NULL AND VOID AND THEREFORE UNACCEPTABLE. Felony Conviction Notification State of Texas Legislative Senate Bill No. 1, Section , Notification of Criminal History, Subsection (a), states a person or business entity that enters into a contract with a school district must give advance notice to the district if the person or an owner or operator of the business entity has been convicted of a felony. The notice must include a general description of the conduct resulting in the conviction of a felony. Subsection (b) states a school district may terminate a contract with a person or business entity if the district determines that the person or business entity failed to give notice as required by Subsection (a) or misrepresented the conduct resulting in the conviction. The district must compensate the person or business entity for services performed before the termination of the contract. This Notice Is Not Required of a Publicly Held Corporation I, the undersigned agent for the firm named below, certify that the information concerning notification of felony convictions has been reviewed by me and the following information furnished is true to the best of my knowledge. Purchaser/Developer Name Authorized Company Official s Name (Printed) Signature of Company Official Select One: My firm is a publicly held corporation; therefore, this reporting requirement is not applicable. My firm is not owned or operated by anyone who has been convicted of a felony. My firm is owned or operated by the following individual(s) who has/have been convicted of a felony: Page 13

14 Name of Felon(s): Details of Conviction(s): (additional sheets may be attached) Signature of Company Official: Page 14

15 NON-COLLUSION DISCLOSURE I am an authorized agent or officer of the purchaser/developer submitting this proposal, and I have full knowledge of the relations of the purchaser/developer with the other firms in this same line of business, and the purchaser/developer is not a member of any trust, pool, or combination to control the price of supplies, materials and/or services bid on, or to influence any person to bid or not to bid thereon. I further affirm that the purchaser/developer has not given, offered to give, nor intends to give at any time hereafter any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor, or service to a public servant in connection with the submitted proposal. Purchaser/Developer s Name Authorized Company Official s Name and Title (Printed) Signature of Company Official Date: Page 15

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