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HomeMy WebLinkAboutContract 32055 CITY SECRETARY CONTRACT NO. c STATE OF TEXAS § COUNTY OF TARRANT § THIS contract ("Contract") is made and entered into by and between the City of Fort Worth ("City"), whose address is 1000 Throckmorton St., Fort Worth TX 76102, acting by and through Dale A. Fisseler, its duly authorized acting Assistant City Manager, and United Riverside Rebuilding Corporation ("URRC") whose address is 201 S Sylvania, Fort Worth, Texas 76111 acting by and through Kelly Allen-Gray, its duly authorized Executive Director. (Sometimes City and URRC are referred to individually as a "Party" and collectively as the "Parties"). WHEREAS, City has received a grant from the United States Department of Housing and Urban Development ("HUD") through the Home Investment Partnerships Program ("HOME"), Program No. M-02-MC-48-0204, Catalog of Federal Domestic Assistance ("CFDA") No. 14.239, with which City desires to promote activities that expand the supply of affordable housing and the development of partnerships among City, local governments, local lenders, private industry and neighborhood-based nonprofit housing organizations; WHEREAS, the primary purpose of the HOME program ("HOME Program") pursuant to the HOME Investment Partnerships Act at Title II of the Cranston Gonzales National Affordable Housing Act of 1990, as amended, 42 U.S.C. 12701 et seg. ("NAHA") and the HOME Investment Partnerships Program Final Rule, as amended, 24 CFR Part 92 et seq. (the "HOME Regulations" or "Regulations") is to benefit low and very-low income citizens by providing them with affordable housing; WHEREAS, URRC, a Texas nonprofit corporation managed by a volunteer Board of Directors, is working to increase the number of decent, affordable housing units available to low and moderate income persons; and WHEREAS, City citizens and the City Council have determined that the development of safe, decent, and affordable housing is needed for moderate, low, and very low-income citizens. NOW, THEREFORE, THIS AGREEMENT FURTHER WITNESSETH: 1. GENERAL PROVISIONS A. Purpose The express purpose of this Contract is to provide URRC with HOME funds ("HOME Funds") not to exceed FIFTY THOUSAND AND NO/100 DOLLARS ($50,000.00) for operating costs to identify and conduct its due diligence activities to plan a HOME eligible affordable homeownership project for first time, low to moderate income persons (the "Program") in accordance with the attached Exhibit A — "Program Summary". Under the Program, URRC will prepare an application for submission to the City for funding io.pi HOIMW --- -a HOME OPERATING SUPPORT CONTRACT Pahe 1 United Riverside Rebuilding Corp. Rev.4-29-05 s CHDO set-aside funds to develop the homeownership project. The objective of this Contract is to assist URRC in the payment of eligible operating expenses as defined in the HOME Regulations during URRC's exploration of an affordable homeownership project. The HOME Funds in the amount of FIFTY THOUSAND AND NO/100 DOLLARS ($50,000.00) provided under this Contract are designated as operating funds ("Operating Funds") and shall be used for operating expenses by URRC. City hereby certifies that URRC is a Community Housing Development Organization ("CHDO") and acts a housing developer as defined by HUD. The City shall act through its agent, the City Manager, or his or her duly authorized representative, unless otherwise stated in this Contract URRC agrees to comply with the HOME Regulations and applicable City Codes and ordinances. B. Duration This term of this Contract begins on the date of its execution and terminates twelve (12) months thereafter. This Contract may be extended for an additional one (1) year term. URRC shall request the extension in writing at least sixty(60) days prior to the end of the Contract term. The request for extension shall include URRC's anticipated budget and goals and objectives for the extended term. It is specifically understood that it is within the City's sole discretion whether to approve or deny the request for an additional term. Any such extension must be in writing as an amendment to this Contract and approved by the City Manager or his or her designee. C. Independent Contractor URRC shall operate hereunder as an independent contractor and not as an officer, agent, servant or employee of City. URRC shall have exclusive control of, and the exclusive right to control, the details of the work and services performed hereunder, and all persons performing same, and shall be solely responsible for the acts and omissions of its officers, members, agents, servants, employees, subcontractors, program participants, licensees or invitee. The doctrine of respondeat superior shall not apply as between City and URRC, its officers, members, agents, servants, employees, subcontractors, program participants, licensees or invitee, and nothing herein shall be construed as creating a partnership or joint enterprise between City and URRC. It is expressly understood and agreed that no officer, member, agent, employee, subcontractor, licensee or invitee of URRC, nor any program participant hereunder, is in the paid service of City and that City does not have the legal right to control the details of the tasks performed hereunder by URRC, its officers, members, agents, employees, subcontractors, program participants, licensees or invitees. City shall in no way nor under any circumstances be responsible for any property belonging to URRC, its officers, members, agents, employees, subcontractors, program participants, licensees or invitees, which may be lost, stolen, destroyed or in any way damaged; and URRC hereby indemnifies and holds harmless City and its officers, agents, and employees HOME OPERATING SUPPORT CONTRACT Page 2' United Riverside Rebuilding Corp. R�v.4-29-05" from and against any and all claims or suits pertaining or connected with such property. D. Termination City may terminate this Contract in the event of URRC's default, inability or failure to perform, or otherwise whenever such termination is determined by the City to be in the City's best interest. Likewise, this Contract may be terminated by URRC if the City does not provide the HOME Funds set forth in this Contract. The Contract may be terminated for mutual convenience upon agreement of the Parties. The Parties acknowledge that the HOME Funds paid hereunder as Operating Funds are intended to provide only partial funding for URRC's general operations. City may terminate this Contract if URRC does not obtain funds other than HOME Funds to implement the Program during the Contract term. City shall notify URRC in writing of any breach of this Contract, and specify a reasonable time within which to cure the particular breach. If URRC fails to cure the breach within the time stated in the notice, this Contract shall automatically terminate at the expiration of the stated time allowed for cure. URRC will return to City any unused HOME Funds previously distributed under this Contract within thirty (30) days of the effective date of Contract termination. City will have no responsibility or liability for URRC expenditures or actions occurring after the effective date of Contract termination. E. Venue Venue for any action, whether real or asserted, at law or in equity, arising out of the execution, performance, attempted performance or non-performance of this Contract, shall lie in Tarrant County, Texas. F. Written Instrument is Entire Ayreement All terms of this Contract shall apply to any and all of URRC's subcontractors which are in any way paid with HOME Funds or who perform any work in connection with URRC's Program. The provisions of this Contract are severable, and, if for any reason a clause, sentence, paragraph or other part of this Contract shall be determined to be invalid by a court or Federal or state agency, board or commission having jurisdiction over the subject matter hereof, such invalidity shall not affect other provisions which can be given effect without the invalid provision. City's failure to insist upon the performance of any term or provision of this Contract or to exercise any right herein conferred shall not be construed as a waiver or relinquishment to any HOME OPERATING SUPPORT CONTRACT Page 3 United Riverside Rebuilding Corp. Rev.4-29-05 extent of City's right to assert or rely upon any such term or right on any future occasion. This written instrument and the exhibits attached hereto, which are incorporated by reference and made a part of this Contract for all purposes, constitutes the entire Contract by the Parties hereto concerning the work and services to be performed under this Contract. Any prior or contemporaneous oral or written agreement, which purports to vary the terms of this Contract, shall be void. Any amendments to the terms of this Contract must be in writing and must be approved by each Party to this Contract. The paragraph headings contained herein are for convenience in reference to this Contract and are not intended to define or to limit the scope of any provision of this Contract. 2. DUTIES AND RESPONSIBILITIES OF CITY A. Disbursement of Funds City will furnish HOME Funds for use as Operating Funds as more particularly described herein. The City will monitor the use of such funds to ensure appropriate use. Funds shall be disbursed after execution of this Contract and compliance with the provisions herein. Disbursements of Operating Funds will be on an advance of funds basis to cover monthly operating expenses and will require completion of. (1) Attachment 1 "Subgrantee's Request For Funds", (2) Attachment II "Detail Statement of Costs" and (3) Attachment III "Expenditures Worksheet". URRC may request an advance of one-twelfth (1/12`h) of its Operating Funds monthly; provided however, URRC may request an initial advance for two months of Operating Funds to cover Program start-up expenses. Operating Funds will be disbursed monthly thereafter. URRC may request additional Operating Funds if necessary, to meet monthly expenses that exceed one-twelfth (1/12th) of the budgeted amount. No Operating Funds will be advanced if City has not received the necessary financial reports that account for previously advanced Operating Funds. B. Amount of Funds It is agreed that the total distribution of HOME Funds made available to or paid on behalf of URRC during the term of this Contract shall not exceed the total sum of FIFTY THOUSAND AND NO/100 DOLLARS ($50,000.00). 3. DUTIES AND RESPONSIBILITIES OF URRC A. Statement of Work and Performance Objectives URRC will utilize HOME Funds provided under this Contract to pay certain of its operating expenses to promote the development of URRC and its efforts to produce affordable housing for low and very-low income persons. By the end of the Contract term, URRC shall have completed or performed the objectives and program measures in accordance with Exhibit A HOME OPERATING SUPPORT CONTRACT United Riverside Rebuilding Corp. Re .4-29-05 —"Program Summary". The HOME Funds provided under this Contract are provided with the understanding that URRC may expect to receive HOME CHDO set-aside project funding within twenty-four (24) months of receiving HOME Funds for operating expenses. Funding by City of any application by URRC for HOME CHDO set-aside project funding will be conditioned on City receiving sufficient funding from HUD for the HOME Program, the quality of URRC's request for HOME CHDO set-aside project funding, and the applicability of the request to then-existing HOME CHDO set-aside funded programs. B. Budget URRC agrees that the HOME Funds will be expended only for operating expenses in compliance with the HOME Regulations, 24 CFR Part 92.208, and in accordance with Exhibit B - "Program Budget". No change in the Program Budget shall be made without City's prior written approval. Under no circumstances shall the total amount of Program funds expended by URRC from funds paid by the City exceed FIFTY THOUSAND AND NO/100 DOLLARS ($50,000.00). C. Time Line for Goals and Expenditures URRC will work in accordance with the schedule set forth in the attached Exhibit C - "Program Implementation Timeline", and ensure that Program goals and expenditures correspond with the completion of the Program. D. Reversion of Assets URRC agrees to return to City any HOME Funds remaining on hand at the end of the Contract. If repayments, interest or other returns on investment attributable to HOME Funds are received after the term of this Contract, they shall be returned to City to be deposited in accordance with HOME Regulations. E. Accounting, Records and Reports URRC will establish and maintain an accounting system using uniform and established principles of standard accounting in accordance with OMB Circular A-122, "Cost Principles for Non-Profit Organizations", for the documenting and controlling the expenditure of HOME Funds used in the pursuit of Program objectives to be performed in this Contract. ALL HOME FUNDS, AS DISTRIBUTED TO URRC, WILL BE IMMEDIATELY DEPOSITED BY URRC IN A LOCAL, FEDERALLY-INSURED, INTEREST BEARING BANK CHECKING ACCOUNT, AND THEREAFTER DISBURSED BY CHECK BY URRC FOR THE PURPOSES ALLOWED UNDER THIS CONTRACT ("ALLOWABLE COSTS" HEREINAFTER DEFINED). ONLY HOME FUNDS WILL BE DEPOSITED TO THIS ACCOUNT AND NO OTHER FUNDS WILL BE COMMINGLED WITH THIS HOME OPERATING SUPPORT CONTRACT Page 5 United Riverside Rebuilding Corp. Rev.4-L ACCOUNT. CITY SHALL HAVE ACCESS TO THE RECORDS RELATING TO THIS ACCOUNT FOR PURPOSES OF AUDITING URRC'S EXPENDITURES OF THE HOME FUNDS, AND URRC WILL SO ADVISE APPROPRIATE BANK OFFICIALS. URRC will only use HOME Funds received to defray expenditures which are: (1) made in conformance with the specified purposes set out in Exhibit A—"Program Summary" and all other provisions of this Contract; (2) necessary to accomplish the Program objectives; (3) reasonable in amount of goods and services purchased; (4) actual net costs to URRC (i.e., the price paid minus any refunds, rebates, discounts or any other items of value received by URRC that have the effect of reducing the cost actually incurred); (5) incurred after execution of this Contract unless specific authorization from City to the contrary is received; (6) satisfactorily documented; and (7) treated uniformly and consistently under the accounting system established by URRC for these purposes. All costs defrayed from HOME Funds will be supported by properly executed checks, orders, payrolls, time records, invoices, contracts, vouchers, or other accounting documents evidencing in detail the nature and propriety of the charges. Such documentation will be clearly identified, readily accessible and, to the extent possible, kept separate and apart from all other such documents. City expressly reserves, for a period of five (5) years from the date of execution of this Contract, the right to audit compliance with the terms of this Contract, and any and all records and documents relating to expenditures made for which HOME Funds are used, or relating to any other activity under this Contract or use of HOME Funds. URRC agrees to retain all such records and documents for the five (5) year period. By the 15th day of each month during which the Program is supported by HOME Funds provided under this Contract (to be construed as including the use of any asset obtained through the expenditure of HOME Funds), URRC will supply City with a report detailing: a. Program reports in accordance with Attachment IV — "Monthly Narrative Report"; b. Expenditure detail in accordance with Attachment I - "Request For Funds", Attachment II - "Detail Statement of Costs", and Attachment III - "Expenditures Worksheet". Reports shall be submitted in the format specified by City. IF THE REQUIRED REPORTS ARE NOT RECEIVED BY THE DUE DATE, CITY RESERVES THE RIGHT TO WITHHOLD PAYMENTS REQUESTED UNDER THIS CONTRACT AND ANY OTHER CONTRACTS WITH URRC. F. Cost Principles URRC shall administer the Program in compliance with ON/1B Circular A-122, "Cost Principles for Non-Profit Organizations", as amended from time to time and with the following: HOME OPERATING SUPPORT CONTRACT Pa f e 6,,"? United Riverside Rebuilding Corp. Re 4-29`05 All non-federal entities that expend $500,000 or more in Federal funds within one year, regardless of the source of the Federal award, must submit to City an annual audit prepared in accordance with specific reference to OMB Circular A-133, "Audits of States, Local Governments, and Non-Profit Organizations". The audit may cover either URRC's fiscal year during which this Contract is in force or cover the period of this Contract. The audit must be prepared by an independent certified public accountant, be completed within twelve (12) months following the end of the period being audited and be submitted to City within thirty (30) days of its completion. URRC'S audit certification is attached hereto as Exhibit D — "Audit Certification Form" and "Audit Requirements". The Audit Certification Form must be submitted to City within sixty (60) days of the end of period being audited (URRC's fiscal year). Costs of preparation of this audit may be an allowable expenditure of Federal funds in an amount proportional to that of the Federal funds used in URRC's total agency operating budget. Non-profit entities that expend less than $500,000 a year in Federal funds are exempt from Federal audit requirements for that year, but records must be available for review or audit by appropriate officials of the Federal agency, City, and General Accounting Office. City reserves the right to perform an audit of URRC's Program operations and finances at any time during the term of this Contract, if City determines that such audit is necessary for City's compliance with OMB Circular A-133, and URRC agrees to allow access to all pertinent materials as described in Section G. Record Retention and reports. If such audit reveals a questioned practice or expenditure, such questions must be resolved within fifteen (15) days after notice to URRC of such questioned practice or expenditure. If questions are not resolved within this period, City reserves the right to withhold further funding under this Contract and/or future contract(s) with URRC. If as a result of any audit it is determined that URRC has misused, misapplied or misappropriated all or any part of the HOME Funds, URRC agrees to reimburse City the amount of such monies so misused, misapplied or misappropriated, plus the amount of any sanctions, penalty or other charge levied against City by HUD because of such misuse, misapplication or misappropriation. G. Monitor Effectiveness of Services and Work City will review URRC's activities and performance not less than annually as required by the HOME Regulations. URRC agrees to fully cooperate with City in monitoring the effectiveness of the services and work to be performed by URRC in compliance with the terms of this Contract. City shall have access at all reasonable hours to offices and records (dealing with the use of the funds that are the basis of this Contract) of URRC, its officers, directors, agents, employees, and subcontractors for the purpose of such monitoring. URRC agrees to likewise monitor the effectiveness of the services and work to be performed by its subcontractors. H. Compliance with All Applicable Laws and Regulations URRC agrees to comply with the following laws and regulations as they are currently HOME OPERATING SUPPORT CONTRACT Page 7 United Riverside Rebuilding Corp. Rev.4129-05 written or are hereafter amended during performance of this Contract: (1) Federal Title VI of Civil Rights Act of 1964 (42 USC 2000d et seq.) Title VIII of Civil Rights Act of 1968 (42 USC 3601 et seq.) Executive Orders 11063 and 11246, as amended by Executive Orders 11375 and 12086 and as supplemented by 41 CFR Part 60 The Age Discrimination in Employment Act of 1967 (29 USC et seq.) The Age Discrimination Act of 1975 (42 USC 6101 et seq.) Section 504 of the Rehabilitation Act of 1973 (29 USC 794 et seq.) and 24 CFR Part 8 where applicable National Environmental Policy Act of 1969, as amended, (42 USC 4321 et seq.) ("NEPA") and the related authorities listed 24 CFR Part 58 The Clean Air Act, as amended, (42 USC 7401 et seq.), the Clean Water Act of 1977, as amended (33 USC 1251 et seq.) and the related EPA regulations at 40 CFR Part 15, as amended from time to time, and Executive Order 11738. In no event shall any amount of the assistance provided under this Contract be utilized with respect to a facility that has given rise to a conviction under the Clean Air Act or the Clean Water Act. Immigration Reform and Control Act of 1986 (8 USC 1101 et seq.) specifically including the provisions requiring employer verifications of legal status of its employees The Americans with Disabilities Act of 1990, as amended, (42 USC 12101 et seq.), the Architectural Barriers Act of 1968, as amended, (42 USC 4151 et seq.), and the Uniform Federal Accessibility Standards, 24 CFR Part 40, Appendix A HOME Investment Partnerships Act at Title I1 of the Cranston Gonzales National Affordable Housing Act of 1990, as amended, (42 U.S.C. 12701 et seq.) ("NAHA") Regulations at 24 CFR Part 87 related to lobbying, including the requirement that certifications and disclosures be obtained from all covered persons Drug Free Workplace Act of 1988, as amended, (41 USC 701 et seq.) and 24 CFR Part 23, Subpart F Executive Order 12549 and 24 CFR Part 5.105 (c) pertaining to restrictions on participation by ineligible, debarred or suspended persons or entities Regulations at 24 CFR Part 882.708 (c) pertaining to site and neighborhood standards for new construction projects (2) Section 3 of the Housing and Urban Development Act of 1968, as amended, (12 USC 1701 u et seq.) and its related regulations at 24 CFR Part 135 As the work performed under this Contract is on a project assisted under a program providing direct Federal financial assistance from HUD, Section 3 of 24 CFR 135.38 ("Section 3") requires that the following clause be inserted in all covered contracts ("Section 3 Clause"): "A. The work to performed under this contract is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 170lu (Section 3). The purpose of Section 3 is to ensure that employment and other economic opportunities generated by HUD assisted or HUD-assisted projects covered by Section 3, shall, HOME OPERATING SUPPORT CONTRACT Page 8 United Riverside Rebuilding Corp. Rev.4-29-05 to the greatest extent feasible, be directed to low-and very low-income persons, particularly persons who are recipients of HUD assistance for housing. B. The Parties to this Contract agree to comply with HUD's regulations in 24 CFR Part 135, which implement Section 3. As evidenced by their execution of this Contract, the Parties to this Contract certify that they are under no contractual or other impediment that would prevent them from complying with the Part 135 regulations. C. The contractor agrees to send to each labor organization or representative of workers with which it has a collective bargaining agreement or other understanding, if any, a notice advising the labor organization or workers' representatives of the contractor's commitments under this Section 3 clause and will post copies of the notice in conspicuous places at the work site where both employees and applicants for training and employment positions can see the notice. The notice shall describe the Section 3 preference, shall set forth minimum number and job titles subject to hire, availability of apprenticeship and training positions, the qualifications for each; and the name and location of the person(s) taking applications for each of the positions; and the anticipated date the work shall begin. D. The contractor agrees that it will include this Section 3 clause in every subcontract to comply with regulations in 24 CFR Part 135, and agrees to take appropriate action, as provided in an applicable provision of the subcontract or in this Section 3 clause, upon finding that the subcontractor is in violation of the regulations in 24 CFR Part 135. The contractor will not subcontract with any subcontractor where it has notice or knowledge that the subcontractor has been found in violation of regulations in 24 CFR 135. E. The contractor will certify that any vacant employment positions, including training positions, that are filled (1) after the contractor is selected but before the contract is executed, and (2) with persons other than those to whom the regulations of 24 CFR Part 135 require employment opportunities to be directed, were not filled to circumvent the contractor's obligations under 24 CFR Part 135. F. Noncompliance with HUD's regulations in 24 CFR Part 135 may result in sanctions, termination of this contract for default, and debarment or suspension from future HUD assisted contracts. G. With respect to work performed in connection with Section 3 covered Indian housing assistance, section 7(b) of the Indian Self-Determination and Education Assistance Act (25 U.S.C. 450e) also applies to the work to be performed under this Contract. Section 7(b) requires that to the greatest extent feasible (i) preference and opportunities for training and employment shall be given to Indians, and (ii) preference in the award of contracts and subcontracts shall be given to Indian organizations and Indian—owned Economic Enterprises. Parties to this contract that are subject to the provisions of Section 3 and Section 7(b) agree to comply with Section 3 to the maximum extent feasible, but not in derogation of compliance with Section 7(b)." City and URRC understand and agree that compliance with the provisions of Section 3, the regulations set forth in 24 CFR Part 135, and all applicable rules and orders of HUD shall be a condition of the Federal financial assistance provided to the Program, binding upon the City and URRC, and their respective successors, assigns and subcontractors. Failure to fulfill these requirements shall subject URRC and its subcontractors, and their respective successors and assigns, to those sanctions specified by the Grant Agreement through which Federal assistance is HOME OPERATING SUPPORT CONTRACT Pag 9 United Riverside Rebuilding Corp. Rev. -29-05 provided and to such sanctions as are specified by 24 CFR Part 135. (3) Other Laws URRC covenants and agrees that its officers, members, agents, employees, Program participants and subcontractors shall abide by and comply with all other laws, (Federal, state and local) relevant to the performance of this Contract, including all City ordinances, rules and regulations and the HOME Regulations. URRC further promises and agrees that it has read, and is familiar with, the terms and conditions of the Federal grant under which HOME Funds are granted and that it will fully comply with them. It is agreed and understood that, if City calls the attention of URRC to any such violations on the part of URRC or any of its officers, members, agents, employees, Program participants or subcontractors, then URRC shall immediately desist from and correct such violation. (4) Prohibition Against Discrimination URRC, in the execution, performance or attempted performance of this Contract, will not discriminate against any person because of sex, race, religion, color, national origin or familial status, nor will URRC permit its officers, members, agents, employees, subcontractors or Program participants to engage in such discrimination. During the performance of this Contract URRC agrees, and will require all its subcontractors to agree, as follows: URRC will not unlawfully discriminate against any employee or applicants for employment because of race, color, religion, sex, national origin or familial status. URRC will take affirmative action to ensure that applicants are employed and that employees are treated fairly during employment without regard to their race, color, religion, sex, national origin or familial status. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. URRC agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause. URRC will, in all solicitations or advertisements for employees placed by or on behalf of URRC, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex or national origin. URRC covenants that neither it nor any of its officers, members, agents, employees, program participants or subcontractors, while engaged in performing this Contract, shall, in connection with the employment, advancement or discharge of employees or in connection with the terms, conditions or privileges of their employment, discriminate against persons because of their age or because of any handicap, except on the basis of a bona fide occupational qualification, retirement plan or statutory requirement. HOME OPERATING SUPPORT CONTRACT Page 10 United Riverside Rebuilding Corp. Rev.4-29-05 URRC further covenants that neither it nor its officers, members, agents, employees, subcontractors, Program participants, or persons acting on their behalf, shall specify, in solicitations or advertisements for employees to work on this Contract, a maximum age limit for such employment unless the specified maximum age limit is based upon a bona fide occupational qualification, retirement plan or statutory requirement. In accordance with the provisions of the Americans With Disabilities Act of 1990 ("ADA"), URRC warrants that it and any of its subcontractors will not unlawfully discriminate on the basis of disability in the provision of services to the general public, nor in the availability, terms and/or conditions of employment for applicants for employment with, or employees of URRC or any of its subcontractors. URRC warrants it will fully comply with ADA's provisions and any other applicable Federal, state and local laws concerning disability and will defend, indemnify and hold City harmless against any claims or allegations asserted by third parties or subcontractors against City arising out of URRC's and/or its subcontractors' alleged failure to comply with the above-referenced laws concerning disability discrimination in the performance of this Contract. This Contract is made and entered into with reference specifically to the ordinances codified at Chapter 17, Article 111, Division 3, "Discrimination in Employment Practices", of the City Code and URRC hereby covenants and agrees that URRC, its officers, members, agents, employees and subcontractors, have fully complied with all provisions of same and that no employee, applicant or Program participant has been discriminated against by the terms of such ordinances by either URRC or its officers, members, agents, employees or subcontractors. (5) Prohibition Against Interest No member, officer or employee of City or its designees or agents; no member of the governing body of the locality in which the Program is situated; and no other public official of such locality or localities, who exercises any functions or responsibilities with respect to the program funded hereunder during his or her tenure or for one year thereafter, shall have any interest, direct or indirect, in any contract or subcontract, or the proceeds thereof, for work to be performed hereunder. URRC shall incorporate, or cause to be incorporated, like language prohibiting such interest in all contracts and subcontracts entered into in connection with the Program. No officer, employee, member or Program participant of URRC or its subcontractors shall have a financial interest, direct or indirect, in this Contract or the HOME Funds transferred hereunder or be financially interested, directly or indirectly, in the sale to URRC of any land, materials, supplies or services purchased with any funds transferred hereunder, except on behalf of URRC, as an officer, employee, member or Program participant. Any willful violation of this paragraph with the knowledge, expressed or implied, of URRC or its subcontractors shall render this Contract voidable by City. 9 HOME OPERATING SUPPORT CONTRACT P 9 United Riverside Rebuilding Corp. Rev.4-29-05 No officer, employee, agent, consultant, elected official or appointed official of City, URRC or its subcontractors who exercised any functions or responsibilities with respect to activities assisted with HOME Funds or who are in a position to participate in a decision making process or gain inside information with regard to these activities, may obtain a financial interest or benefit from a HOME assisted activity, or have an interest in any contract, subcontract, or agreement with respect thereto, or the proceeds thereunder, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. (6) Minority and Women Business Enterprise Commitment URRC agrees to abide by City's policy to involve Minority and Women Business Enterprises ("M/WBEs") in all phases of its procurement practices and to provide them equal opportunity to compete for contracts for construction, provision of professional services, purchase of equipment and supplies and provision of other services required by City. Therefore, URRC agrees to incorporate City Ordinance No.15530, and all amendments or successor policies thereto, into all contracts and subcontracts and will further require all persons or entities with whom it contracts to comply with said ordinance. I. Assignment URRC shall not assign all or any part of its rights, privileges, or duties under this Contract without the prior written approval of City. Any attempted assignment of same without approval shall be void, and shall constitute a breach of this Contract. It is agreed that the City has the right to inspect and approve in writing any proposed subcontracts between URRC and any subcontractor engaged in any activity in conjunction with this HOME funded project prior to any charges being incurred. J. Indemnification and Release URRC COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND, AT ITS OWN EXPENSE, CITY AND ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES FROM AND AGAINST ANY AND ALL CLAIMS OR SUITS FOR PROPERTY LOSS OR DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF WHATSOEVER KIND OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THE EXECUTION, PERFORMANCE, ATTEMPTED PERFORMANCE OR NONPERFORMANCE OF THIS CONTRACT AND/OR THE OPERATIONS, ACTIVITIES AND SERVICES OF THE PROGRAM DESCRIBED HEREIN, WHETHER OR NOT CAUSED IN WHOLE OR IN PART, BY ALLEGED NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS OR SUBCONTRACTORS OF CITY; AND URRC HEREBY ASSUMES ALL LIABILITY AND RESPONSIBILITY OF CITY AND ITS OFFICERS, AGENTS, SERVANTS, AND EMPLOYEES FOR ANY AND ALL CLAIMS OR SUITS FOR PROPERTY LOSS OR DAMAGE AND/OR PERSONAL INJURY, INCLUDING----,- R DEATH, TO ANY AND ALL PERSONS, OF WHATSOEVER KINDS O 0 i HOME OPERATING SUPPORT CONTRACT Pag!_12 -- United Riverside Rebuilding Corp. Rev.4-29-05 CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THE EXECUTION, PERFORMANCE, ATTEMPTED PERFORMANCE OR NONPERFORMANCE OF THIS CONTRACT AND AGREEMENT AND/OR THE OPERATIONS, ACTIVITIES AND SERVICES OF THE PROGRAMS DESCRIBED HEREIN, WHETHER OR NOT CAUSED IN WHOLE OR IN PART, BY ALLEGED NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS OR SUBCONTRACTORS OF CITY. URRC LIKEWISE COVENANTS AND AGREES TO AND DOES HEREBY INDEMNIFY AND HOLD HARMLESS CITY FROM AND AGAINST ANY AND ALL INJURY, DAMAGE OR DESTRUCTION OF PROPERTY OF CITY, ARISING OUT OF OR IN CONNECTION WITH ALL ACTS OR OMISSIONS OF URRC, ITS OFFICERS, MEMBERS, AGENTS, EMPLOYEES, SUBCONTRACTORS, INVITEES, LICENSEES, OR PROGRAM PARTICIPANTS, OR CAUSED, IN WHOLE OR IN PART, BY ALLEGED NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS OR SUBCONTRACTORS OF CITY. IT IS THE EXPRESS INTENTION OF THE PARTIES, BOTH URRC AND CITY, THAT THE INDEMNITY PROVIDED FOR THIS SECTION INCLUDES INDEMNITY BY URRC TO INDEMNIFY AND PROTECT CITY FROM THE CONSEQUENCES OF CITY'S OWN NEGLIGENCE, WHETHER THAT NEGLIGENCE IS ALLEDGED TO BE THE SOLE OR CONCURRING CAUSE OF THE INJURY, DAMAGE OR DEATH. URRC AGREES TO AND SHALL RELEASE CITY, ITS AGENTS, EMPLOYEES, OFFICERS AND LEGAL REPRESENTATIVES FROM ALL LIABILITY FOR INJURY, DEATH, DAMAGE OR LOSS TO PERSONS OR PROPERTY SUSTAINED IN CONNECTION WITH OR INCIDENTIAL TO PERFORMANCE UNDER THIS CONTRACT, EVEN IF THE INJURY, DEATH, DAMAGE OR LOSS IS CAUSED BY CITY'S SOLE OR CONCURRENT NEGLIGENCE. URRC SHALL REQUIRE ALL OF ITS SUBCONTRACTORS TO INCLUDE IN THEIR SUBCONTRACTS A RELEASE AND INDEMNITY IN FAVOR OF CITY IN SUBSTANTIALLY THE SAME FORM AS ABOVE. K. Waiver of Immunity If URRC, as a charitable or nonprofit organization, has or claims an immunity or exemption (statutory or otherwise) from and against liability for damages or injury, including death, to persons or property, URRC hereby expressly waives its rights to plead defensively such immunity or exemption as against City. This section shall not be construed to affect a governmental entity's immunities under constitutional, statutory or common law. L. Insurance and Bonding URRC will maintain blanket fidelity coverage in the form of insurance or bortd-in-tht�^V - - j HOME OPERATING SUPPORT CONTRACT Page 13 United Riverside Rebuilding Corp. Rev.4-29-05 amount of $30,000.00, to insure against loss from the fraud, theft or dishonesty of any of URRC's officers, agents, trustees, directors or employees. The proceeds of such bond shall be used to reimburse City for any and all loss of HOME Funds occasioned by such misconduct. To effectuate such reimbursement, such bond shall include a rider stating that reimbursement for any loss or losses thereunder shall be made directly to City for the use and benefit of URRC. URRC shall furnish to City, in a timely manner, certificates of insurance as proof that it has secured and paid for policies of commercial insurance as specified herein. Such insurance shall cover all insurable risks incident to or in connection with the execution, performance, attempted performance or nonperformance of this Contract. URRC shall maintain the following coverages and limits thereof: Commercial General Liability (CGL) Insurance $500,000 each occurrence $1,000,000 aggregate limit Business Automobile Liability Insurance $1,000,000 each accident on a combined single-limit basis, or $250,000 Property Damage $500,000 Bodily Injury per person per occurrence $2,000,000 Aggregate Insurance policy shall be endorsed to cover"Any Auto" Pending availability of the above coverage, and at the discretion of URRC, the policy shall be the primary responding insurance policy versus a personal auto insurance policy if or when in the course of URRC's business as contracted herein. Workers' Compensation Insurance Part A: Statutory Limits Part B: Employer's Liability $100,000 each accident $100,000 disease-each employee $500,000 disease-policy limit Note: Such insurance shall cover employees performing work on any and all projects including but not limited to construction, demolition, and rehabilitation. URRC or its subcontractors shall maintain coverages. In the event the respective subcontractors do not maintain coverage, URRC shall maintain the coverage on such subcontractor for each applicable subcontract. Directors and Officers Insurance Optional (Highly Recommended) Note: This insurance shall cover URRC and any members of its Board of Directors. Additional Requirements Such insurance amounts shall be revised upward at City's option and URRC shall revise such amounts within thirty (30) days following notice to URRC of such requirements. HOME OPERATING SUPPORT CONTRACT Page 114 United Riverside Rebuilding Corp. Rev.422 '05 �- URRC will submit to City documentation proving that it has obtained insurance coverage and has executed bonds as required in this Contract prior to payment of any monies provided hereunder. Each insurance policy shall be endorsed to provide City with a minimum sixty (60) days notice of cancellation, non-renewal, and/or material change in policy terms or coverage. Insurance policies required herein shall be endorsed to include City as an additional insured as its interest may appear. Additional insured parties shall include employees, officers, agents, and volunteers of the City. The Workers' Compensation Insurance policy shall be endorsed to include a waiver of subrogation, also referred to as a waiver of rights of recovery, in favor of City. Any failure on City's part to request certificate(s) of insurance shall not be construed as a waiver of such requirement or as a waiver of the insurance requirements themselves. Insurers of URRC's insurance policies shall be licensed to do business in the state of Texas by the Department of Insurance or be otherwise eligible and authorized to do business in the state of Texas. Insurers shall be acceptable to City insofar as their financial strength and solvency and each such company shall have a current minimum A.M. Best Key Rating Guide rating of A:VII or other equivalent insurance industry standard rating otherwise approved by the City of Fort Worth. Deductible limits on insurance policies shall not exceed $5,000 per occurrence unless otherwise approved by City. In the event there are any local, federal or other regulatory insurance or bonding requirements for the Program, and such requirements exceed those specified herein, the former shall prevail. URRC shall require its subcontractors to maintain applicable insurance coverages, limits, and other requirements as those specified herein; and, URRC shall require its subcontractors to provide URRC with certificate(s) of insurance documenting such coverage. Also, LTRRC shall require its subcontractors to have City and URRC endorsed as additional insureds (as their interest may appear) on their respective insurance policies. URRC shall require its subcontractors to maintain builders risk insurance at the limit of applicable project(s) costs when the value of materials involved exceeds $10,000 or at a different limit value as specified by City. M. Certification Regarding Lobbying HOME OPERATING SUPPORT CONTRACT Page 15 United Riverside Rebuilding Corp. Rev. 4-29-05 The undersigned representative of URRC hereby certifies, to the best of his or her knowledge and belief, that: No Federal appropriated funds have been paid or will be paid, by or on behalf of URRC, to any person for influencing or attempting to influence an officer or employee of any agency, a member of Congress, an officer or employee of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan or cooperative agreement. If any funds other than federally appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, member of Congress in connection with this Federal contract, grant, loan or cooperative agreement, URRC shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. This certification is a material representation of fact upon which reliance was placed when this Contract was made or entered into. Submission of this certificate is a prerequisite for making or entering into this Contract imposed by 31 USC Section 1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000.00 and not more than $100,000.00 for each such failure. URRC shall require that the language of this certification be included in all subcontracts or agreements involving the expenditure of Federal funds. N. MISCELLANEOUS PROVISIONS All terms of this Contract shall apply to any and all subcontractors of URRC's who are in any way paid with HOME Funds or who perform any work in connection with the Program. All notices required or permitted by this Contract must be in writing and are deemed delivered on the earlier date of the date actually received or the third day following (i) deposit in a Untied States Postal Service post office or receptacle; (ii) with proper postage, certified mail return receipt requested; and (iii) addressed to the other Party at the address set out in the preamble of this Contract or at such other address as the receiving Party designates by proper notice to the sending Party. If applicable, URRC must meet conditions and limitations for use of HOME Funds involving a primarily religious entity as set forth in the HOME Regulations. URRC shall notify City in writing of any changes in its 501 (c) (3) tax exempt status during the term of this Contract as well as any other change that alters URRC's certification as a CHDO under the HOME Regulations. URRC agrees to document its continued compliance, including but not limited to an annual board roster and certification of continued compliance_— — HOME OPERATING SUPPORT CONTRACT Page 16 United Riverside Rebuilding Corp. Rev.4-29-05 URRC represents that it possesses the legal authority, pursuant to any proper, appropriate and official motion, resolution or action passed or taken, to enter into this Contract and to perform the responsibilities herein required. [SIGNATURES APPEAR ON FOLLOWING PAGE] HOME OPERATING SUPPORT CONTRACT Page 17 United Riverside Rebuilding Corp. Rev.4-29-05 1 IN WITNESS WHEREOF, the Parties hereto have ex t d four copies of thi Contract in Fort Worth, Tarrant County, Texas, this r"� day of ' ,. 200,,, ATTEST: CITY OFF RT WORTH bkWSA_A By: &607VZ4 City Secret Dale A. Fisseler C-'Q CU`� Assistant City Manager Contr ct Authorization Date APPRQVED AS 7FR�MAND LEGALITY: J Assistant City Attorney UNI D RI RS DE VEBUILDING 004P T1 N 47 y: Kell ll -Gra Executive irector STATE OF TEXAS § COUNTY OF TARRANT § This instrument was acknowledged before me on sTi.�n� �°1 , 200 by Dale A. Fisseler, the Assistant City Manager, of the City of Fort Worth, on behalf the City of Fort Worth. i P'''• KATHY F.DURHAM Notary Publft, State of Texas MY COMMISSION EXPIRES January 24,2008 STATE OF TEXAS § COUNTY OF TARRANT § This instrument was acknowledged before me on A'_'L' 200 s by Kelly Allen-Gray, the Executive Director of the Unite�kiverside Rebuilding Co oration, a Texas non-profit corporation, on behalf of said corporation. a6w [(&,My CATHY DAVIDSON Nota Pu lic, State of Texas Notary Pubec STATE OF TEXAS Comm.Exp.08/04 PM HOME OPERATING SUPPORT CONTRACT Page 18 United Riverside Rebuilding Corp. Rev. 6-03-05 EXHIBIT"A" PROGRAM SUMMARY SCOPE OF WORK United Riverside Rebuilding Corporation (URRC)- Support Funds DESCRIPTION: URRC is a community Housing Development Organization certified to develop housing projects affordable to very-low persons. URRC is considering building six (6), three bedroom, two bath, two car garage homes in the Riverside, Lincoln Place, Ryan Southeast, and Adams Heirs Additions. These funds will provide URRC the means necessary for daily operating costs in identifying and conducting its due diligence activities to plan a HOME eligible affordable homeownership project for low to very-low persons. SPECIFIC PURPOSE: The City Council of Fort Worth has determined that the development of safe, decent, and affordable infill housing is needed for moderate, low, and very low-income citizens of Fort Worth. These homes will be built to City of Fort Worth housing standards. These homes will be sold to income-eligible residents who do not exceed 80% of area median income. These funds will provide URRC the means necessary for construction costs in completing this HOME eligible affordable project for very-low persons. PROGRAM OBJECTIVES: To identify a project, acquire properties, construction plans and other related due diligence to provide three new construction affordable housing units for sale to very-low to low income households. Address Lot Block Subdivision 2613 Chenault St 12R 1 Riverside Addition 2615 Ennis Ave 7R1 84 Riverside Addition 2912 E 4th St 12 32 Riverside Addition 3009 E 12th St 3 n/a Lincoln Place Addition 1209 E Robert St 30 17 Ryan Southeast Addition 2928 Ennis Ave A3 n/a Adams Heirs Subdivision PROGRAM MEASURES Completion or submission of development activities: Evidence of site control Evidence of appropriate zoning Development Budget Written construction quote from builder Qualifications and tract record of proposed builder Evidence of insurance and workers' compensation for builder and other subcontractors Commitment—permanent financing lender(s) Marketing and outreach plan I n r; I EXHIBIT "B" BUDGET FOR YEAR 1 Total CHDO CDBG Other Budget Funds Funds Sources [A] [B] [C] [D] 119 Salaries 58,500 30,000 28,500 FICA 4,475 2,295 2,180 Life Insurance 360 360 Health Insurance 2,000 800 1,200 Unemployment-State Unemployment-Federal Worker's Compensation 2,088 1,319 769 Retirement supllirlis $2.223 As()63_AkL $1,260 Office Supplies 1,260 400 860 Postage 200 200 Teaching Aids Office Furniture Other 763 363 400 Contractual Services 1 M Telephone 2,500 2,100 400 Electric 900 300 600 Gas Water/Waste Disposal 600 300 600 Rent 2,000 500 1,500 Custodial Services 15000 500 500 Copier 600 300 300 Other Equipment 2,243 1,000 1,243 Printing 700 400 300 Repairs Fidelity Bond 1,138 700 438 Liability Insurance 4,050 2,050 2,000 Legal&Accounting 12,100 3,500 8,600 Private Auto Allowance 13300 200 1,100 Conferences& Seminars 3,500 1,500 2,000 Other 3,837 1,273 2,564 TOTAL 1 $50.000 $57.600 r EXHIBIT "C" PROJECTS PROGRAM TIMELINE 1-3 4-6 7-9 10-12 13-15 16-18 19-21 22-24 months months months months months months months months Activity Home #1 —2613 Chenault ❖ Construction ❖ Selling Period Home 42—2615 Ennis Ave Construction ❖ Selling Period Home#3—2912 E 4th St ❖ Construction ❖ Selling Period Home #4—3009 E 12`h St Construction ❖ Selling Period Home#5— 1209 E Robert St ❖ Construction ❖ Selling Period Home 96—2928 Ennis Ave ❖ Construction ❖ Selling Period Y CITY OF FORT WORTH HOUSING DEPARTMENT Audit Certification Form Subrecipient: United Riverside Rebuilding Corporation(LMC) Fiscal Year Ending: MO D Yr o We have exceeded the federal expenditure threshold of$500,000. We will have our single Audit or Program Specific Audit completed and will submit the audit report within nine(9)months after the end of the audited fiscal year. o We did not exceed the $500,000 federal expenditure threshold required for a Single Audit or a Program Specific Audit to be performed this fiscal year. (Fill out schedule below) Federal Expenditure Disclosure Federal Funds Must be filled out if Single Audit or Program Audit IS NOT required: Federal Pass Through Program name& Contract Grantor Grantor CFDA Number Number Expenditures Total Federal Expenditures for this Fiscal Year $ Printed Name Title(Must be CFO,CEO,or equivalent) U - Authorized Signature(Must be CFW,CEO, or equivalent) Phone Number Date Failure to submit this or a similar statement or failure to submit a completed single audit package as described in the audit requirements by the required due date will result in suspension of funding and will affect eligibility for future funding. Submit this form to the City of Fort Worth within 60 days after the end of your Fiscal year. EXHIBIT"D" MID 1 Ue ..vt. —• City of Fort Worth, Texas Mayor and Council Communication COUNCIL ACTION: Approved on 6/7/2005 CONTINUED FROM A PREVIOUS WEEK DATE: Tuesday, May 31, 2005 LOG NAME: 05URRCSUPPORT REFERENCE NO.: C-20773 SUBJECT: Authorize Reallocation of Community Housing Development Organization Support Funds, and Authorize Execution of Contract for United Riverside Rebuilding Corporation RECOMMENDATION: It is recommended that the City Council: 1. Authorize the reallocation of $50,000 in Community Housing Development Organization (CHDO) funds under Federal HOME Program Year 2004; 2. Authorize the City Manager to execute a contract with URRC not to exceed a total of $50,000, in Fiscal Year 2004 HOME CHDO Support Funds to assist the organization with payment of operating costs; 3. Authorize the contract performance period to begin on the date of contract execution and end twelve months thereafter; 4. Authorize extension or renewal of the contract for up to one year, if the organization requests an extension; and 5. Authorize the City Manager to amend the contract, if necessary, to achieve project goals provided that the amendment is within the scope of the project and in compliance with applicable laws and regulations. DISCUSSION: The HOME Investment Partnerships Program is intended to be a partnership between federal, state and local government and non-profit and for-profit agencies which build, own, manage, finance and support low income housing initiatives. Participating Jurisdictions (PJs), such as the City of Fort Worth, are particularly encouraged to work with existing community-based, non-profit housing organizations and to help develop new housing non-profits. To ensure this participation, a minimum 15% of a PJ's HOME funds must be set-aside to be used for Community Housing Development Corporations (CHDOs), and up to 5% may be set-aside to fund CHDO's operating expenses. CHDOs are certified by PJs according to specific eligibility criteria. Commitments of HOME funds must be made according to a timetable established by HUD. The City issued a Notice of Funding Availability (NOFA) for CHDO funds. URRC submitted a proposal for Support Funds in response to the NOFA. URRC's request of $50,000 in support funds helps offset daily operating expenses and allows URRC to complete the necessary due diligence in developing a housing project. URRC's referred housing project will include three houses of new construction for sale to "low-to-moderate" income homebuyers on developer owned properties located Logname: 05URRCSUPPORT Page 1 of 2 within the Riverside NEZ. At the completion of the proposed project, URRC will have contributed an investment of $270,000 into the neighborhood. URRC has a positive history with the City and the Riverside neighborhood. Other projects undertaken by URRC, include an 8-unit very-low-to-low income Senior Housing Project, with an expected completion date of December 31, 2000, and two single-family dwellings. All projects are being developed in the Riverside NEZ. Funding for the organization is being recommended as follows: AGENCY SCORE OF WORK PROGRAM FUNDS SUPPORT FUNDS Total U.R.R.C. CHDO operating expenses $0.00 $50,000.00 $50,000.00 for development of a housing project Total $50,000.00 The proposed projects of URRC are located in COUNCIL DISTRICT 8. FISCAL INFORMATION/CERTIFICATION: The Finance Director certifies that funds are available in the current operating budget, as appropriated, of the Grants Fund. TO Fund/Account/Centers FROM Fund/Account/Centers GR76 539120 005206930080 $50,000.00 GR76 539120 005206930020 $50,000.00 GR76 539120 005206930080 $50,000.00 Submitted for City Manager's Office by: Dale Fisseler (6140) Originating Department Head: Jerome Walker (7537) Additional Information Contact: Cathy Davidson (7545) Logname: 05URRCSUPPORT Page 2 of 2