HomeMy WebLinkAboutContract 55617CSC No. 55617
STATE OF TEXAS
COUNTY OF TARRANT
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This contract ("Contract") is made and entered into by and between the City of
Fort Worth (hereafter "City"), a Texas municipal corporation, and The Presbyterian Night
Shelter of Tarrant County, Inc., a Texas nonprofit corporation, (hereafter "Developer").
City and Developer may be referred to individually as a"Party" and jointly as "the
Parties."
The Parties state as follows:
WHEREAS, City receives grant monies from the United States Department of
Housing and Urban Development through the Community Development Block Grant
("CDBG") Program, Catalog of Federal Domestic Assistance No. 14.218;
WHEREAS, a national objective of the CDBG Program is to benefit low and
moderate income persons in accordance with the CDBG Regulations at 24 CFR Parts
570.200 and 570.208;
WHEREAS, Developer serves homeless persons, a"presumed benefit" clientele
as defined in 24 CFR Part 570.208 (a) (2) (A) and Developer proposes to use CDBG funds
for an eligible project whereby Developer will rehabilitate the kitchen in the Karl Travis
Men's Center (the "Center");
NOW, THEREFORE, in consideration of the mutual covenants, obligations and
responsibilities contained herein, including all Exhibits and Attachments, and subject to
the terms and conditions hereinafter stated, the Parties understand and agree as follows:
1. INCORPORATION OF RECITALS. City and Developer hereby agree that
the recitals set forth above are true and correct and form the basis upon which the Parties
have entered into this Contract.
2. DEFINITIONS. In addition to terms defined in the body of this Contract,
the following terms shall have the definitions ascribed to them as follows:
Area Median Income or AMI means the median family income for the Fort Worth-
Arlington metropolitan statistical area as set annually by HUD.
Business Diversity Enterprise Ordinance or BDE means the City's Business Diversity
Ordinance, Ordinance No. 20020-12-2011.
CDBG means Community Development Block Grant.
CDBG Funds means the CDBG grant funds supplied by City to Developer under the
terms of this Contract.
CDBG CONSTRUCTION CONTRACT
The Presbyterian Night Shelter of Tarrant County, Inc.
Karl Travis Men's Center Kitchen Rehabilitation Project
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
CDBG Regulations means regulations found at 24 CFR Part 570 et seq.
CDBG Requirements means (i) rehabilitating the kitchen in the Center to provide a safe
environment for volunteers to prepare and provide meal services to homeless individuals;
and (ii) during the Performance Period, (a) operating the kitchen in the Center as a resource
that provides meals to homeless persons three times a day; (b) maintaining a cumulative
list of all Unduplicated Clients provided services by Developer in the kitchen located in
the Center; (c) certifying that all clients served by Developer in the Center kitchen are
Income Eligible Clients, and (d) complying with all applicable provisions of the CDBG
Regulations.
Client Documentation means the documentation described in Exhibit "G" —
Documentation of CDBG Requirements.
Complete Documentation means the following documentation as applicable:
• Attachments I and II, with supporting documentation as follows:
o Proof of expense: copies of timesheets, invoices, leases, service
contracts or other documentation showing the nature of the cost and that
payment is due by Developer.
o Proof of payment: cancelled checks, bank statements, conditional and
unconditional lien releases, as appropriate, or wire transfers necessary
to demonstrate that amounts due by Developer were actually paid by
Developer.
• Proof of client eligibility:
o Documentation that clients served by Developer the kitchen in the
Center are Income Eligible Clients.
• Other documentation: (i) complete packet of all conditional, and
unconditional, lien releases for all draws and including the final lien releases
signed by Developer's general contractor or subcontractors, if applicable;
(ii) copies of all City permits and City-issued "pass" inspections for such
work; (iii) documentation showing compliance with BDE or DBE bidding
process for procurement or Contract activities, if applicable; (iv) proof of
contractor, vendor or subcontractor eligibility as described in Section 6.6;
and (v) any other documents or records reasonably necessary to verify costs
spent and regulatory compliance for the project.
• Complete Documentation shall meet the standards described in the attached
Exhibit "J" — Standards for Complete Documentation.
Completion means the substantial completion of the rehabilitation of the Center as
evidenced by a Neighborhood Services Department Minimal Acceptable Standard
Inspection Report, a HUD Compliance Inspection Report, all applicable City final
inspection approvals, receipt of a final Certificate of Occupancy, and verification that the
National Objective has been met.
Completion Deadline means April 30, 2022.
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DBE means disadvantaged business enterprise in accordance with 49 CFR Part 26.
Deed of Trust means the deed of trust from Developer in favor of City covering the
Property and securing the indebtedness evidenced therein as well as Developer's
performance of the requirements of this Contract and of the CDBG Regulations, as the
same may be eXtended, amended, restated, supplemented or otherwise modified from time
to time. The form of the Deed of Trust is attached as part of Exhibit "E" — Loan
Documents:
Developer means The Presbyterian Night Shelter of Tarrant County, Inc.
Director means the Director of the Neighborhood Services Department, or their designee.
Effective Date means the date of the last of the Parties to sign as indicated on the signature
page.
HUD means the United States Department of Housing and Urban Development.
IDIS means Integrated Disbursement Information System, HUD's project tracking
system.
Income Eligible Client means a client who meets the definition of a"presumed benefit"
client under CDBG Regulations. All clients served in the building are homeless persons,
a category of "presumed benefit" clients in 24 CFR Part 570.208 (a) (2) (A), and are
deemed to be Income Eligible Clients. The definition of annual income to determine client
income eligibility shall be the definition contained in 24 CFR Part 5.609, as amended from
time to time.
Loan Documents means security instruments, including without limitation the Promissory
Note and Deed of Trust, or any other similar instruments evidencing, securing or
guaranteeing City's interest in the project and further evidencing, securing, or guaranteeing
Developer's performance of the CDBG Requirements, and the City Requirements, during
the Performance Period, as the same may from time to time be extended, amended, restated,
supplemented or otherwise modified.
Loan means the CDBG Funds provided to Developer by City in the form of a forgivable,
deferred payment loan under the terms of this Contract as more particularly described in
the Loan Documents.
National Objective means, for the purposes of this Contract, an activity that benefits low and
moderate income persons.
Neighborhood Services Department means the City's Neighborhood Services
Department, created on February 17, 2015 in Ordinance No. 21651-02-2015.
Performance Period means the 5 year period during which Developer will fulfill the
CDBG Requirements, the City Requirements, and continuously meet the National
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Karl Travis Men's Center Kitchen Rehabilitation Project
Objective, and will comply with all other terms and conditions of this Contract and the
Loan Documents. The Performance Period begins on the date that the certificate of
occupancy is issued, or, another date that City determines, in its sole discretion, that use of
the Required Improvements first meets the National Objective which, in City's sole
satisfaction, establishes such date with reasonable certainty.
Plans means the plans and specifications for the Required Improvements prepared by
Developer's architect which have been delivered to and reviewed and approved by City on
or before the Effective Date, and any amendments and change orders thereto approved by
City.
Program means the services provided by Developer at the Center more particularly
described in Exhibit "A" —Project Summary and Scope of Work and Exhibit "K" —
Services Performed. .
Promissory Note means the note in the amount of the CDBG Funds eXecuted by
Developer payable to the order of City as the same may be extended, amended, restated,
supplemented or otherwise modified from time to time. The form of the Promissory Note
is attached as part of Exhibit "E" — Loan Documents.
Property means the land on which the Required Improvements shall be constructed as
more particularly described in and encumbered by the Deed of Trust.
Reimbursement Request means all reports and other documentation described in Section
10.
Required Improvements or the project means all the improvements to the Center or
"building", together with all fixtures, tenant improvements, if any, and appurtenances now
or later to be located on the Property and/or in such improvements. A list of the
construction requirements for the rehabilitation of the Center is shown in the attached
Exhibit "A" - Project Summary and Scope of Work. The Center is located at 2400
Cypress Street, Fort Worth TX 76102.
Section 504 requirements means the requirements of Section 504 of the Rehabilitation
Act of 1973 (29 USC 794 et seq.) and 24 CFR Part 8. Section 504 prohibits recipients of
federal funds from eXcluding any qualified persons from participating or receiving benefit
from, any federally-funded program or activity based solely on the person's disability.
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Unduplicated Client means a client served by Developer with the Program at the Center
at least once during each year of the Performance Period beginning October 1 of each
calendar year. Clients served more than once during each year of the Performance Period
shall only be counted the first time they are served when determining the total count of
Unduplicated Clients.
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Unduplicated Client Data Report - Attachment III means the report listing each
Unduplicated Client served during a calendar month along with such client's demographic
information attached hereto as part of Exhibit "G" — Documentation of CDBG
Requirements.
3. TERM.
3.1 Term of Contract.
The term of this Contract is 1 year beginning on the Effective Date unless earlier
terminated as provided in this Contract.
3.1.1 Extension of Contract.
This Contract may be extended for up to two additional, one-year terms upon
Developer submitting a request for an extension in writing at least 60 days prior to the end
of the Contract term. The request for an extension shall include the reasons for the
extension and Developer's anticipated budget, construction schedule and goals for the
eXtended term. It is specifically understood that it is within City's sole discretion whether
to approve or deny Developer's request for an additional term. Any such extension shall
be in the form of an amendment to this Contract.
3.2 Term of Loan.
The term of the Loan shall commence on the date of the Promissory Note and
terminates at the expiration of the Performance Period so long as the terms and conditions
of this Contract and the Loan Documents have been met.
4. DUTIES AND RESPONSIBILITIES OF CITY.
4.1 Provide CDBG Funds.
City shall provide up to $340,000.00 of CDBG Funds in the form of the Loan for
eligible expenses under the terms and conditions of this Contract and the Loan Documents.
4.2 Citv Will Monitor.
City will monitor the activities and performance of Developer and any of its
contractors, subcontractors or vendors throughout the Performance Period, but no less
than annually. Monitoring by City will include monitoring whether Developer is meeting
the National Objective and complying with the CDBG Requirements and the City
Requirements during the Performance Period.
5. DUTIES AND RESPONSIBILITIES OF DEVELOPER.
5.1 Construction of Required Improvements.
Developer will complete the Required Improvements as described in Exhibit "A"
— Project Summary and Scope of Work in accordance with the Plans, the schedule set
forth in Exhibit "C" — Construction and Reimbursement Schedule, and the terms and
conditions of this Contract.
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5.2 Use of CDBG Funds.
5.2.1. Compliance with CDBG Re�ulations and Contract.
Developer shall be reimbursed for eligible project costs with CDBG Funds only if
City determines in its sole discretion that:
5.2.1.1 Costs are eligible expenditures in accordance with CDBG
Regulations.
5.2.1.2 Costs are in compliance with this Contract and are reasonable
and consistent with industry norms.
5.2.1.3 Complete Documentation, as applicable, is submitted by
Developer.
5.2.2. Bud�et•
Developer agrees that CDBG Funds will be paid in accordance with Exhibit "B" —
Budget and Exhibit "C" — Construction and Reimbursement Schedule. Developer may
increase or decrease line item amounts in the Budget with the Director's prior written
approval, which approval shall be in the Director's sole discretion. Any such increase or
decrease in line items in the Budget shall comply with Section 5.2.1, Exhibit "A" —
Project Summary and Scope of Work, and shall not increase the total amount of CDBG
Funds.
5.2.3 Change in Budget.
5.2.3.1 Developer will notify City promptly of any additional funds it
receives for construction of the project, and City reserves the
right to amend this Contract in such instances to ensure
compliance with HUD regulations governing cost allocation.
5.2.3.2 Developer agrees to utilize the CDBG Funds to supplement
rather than supplant funds otherwise available for the project.
5.3 Pavment of CDBG Funds to Developer.
CDBG Funds will be disbursed to Developer upon City's approval of Developer's
Reimbursement Requests, including submission of Complete Documentation to City in
compliance with Section 10. It is expressly agreed by the Parties that any CDBG Funds
not reimbursed to Developer upon completion of the Required Improvements shall remain
with City.
5.4 Identify Proiect Expenses Paid with CDBG Funds.
Developer will keep accounts and records in such a manner that City may readily
identify and account for project expenses reimbursed with CDBG Funds. These records
shall be made available to City for audit purposes and shall be retained as required
hereunder.
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5.5 Acknowled�ement of City Pavment of CDBG Funds.
Within 90 days of Completion, Developer shall sign an acknowledgement that City
has paid all CDBG Funds due under this Contract, or shall deliver a document eXecuted by
an officer of Developer identifying with specificity all or any portion of the CDBG Funds
that City has not paid to Developer. After receipt of said document, City shall determine
if City has any further obligation under the terms herein to pay Developer any more CDBG
Funds. Developer and City agree to work together in good faith to determine if any further
CDBG Funds are due to Developer, but City in its sole discretion shall make the final
determination as to whether any such CDBG Funds are still due after consideration of
Developer's performance of its obligations under this Contract including Developer's
performance of the CDBG Requirements and the City Requirements.
5.6 Security for Citv's Interest and Developer's Performance.
To secure City's interest in the Required Improvements and the performance of the
CDBG Requirements, the City Requirements and any of Developer's other obligations
hereunder, including meeting the National Objective, Developer shall execute the Loan
Documents and record the Deed of Trust encumbering the Property prior to having any
construction materials delivered to the Property or commencing any work on the Required
Improvements. No CDBG Funds will be paid or reimbursed until the Loan Documents are
executed and the Deed of Trust is recorded.
5.6.1 Loan Terms and Conditions.
Developer will be required to:
5.6.1.1 EXecute the Promissory Note and Deed of Trust, along with
any other Loan Documents required by City.
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5.6.1.3 Pay all costs associated with closing the Loan.
5.6.1.4 Provide City with an estimated settlement statement at least 1
business day before closing.
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5.6.1.6 The term of the Loan shall be as specified in Section 3.2.
5.6.1.7 No interest shall accrue on the Loan provided that Developer
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complies with the terms and conditions of the Loan
Documents.
5.6.1.8 The Loan is a forgivable deferred payment loan. Repayment
of the CDBG Funds will only be required if (i) the Center
located on the Property which was rehabilitated with the
CDBG Funds does not benefit Income Eligible Clients and
meet the National Objective during the Performance Period,
(ii) Developer does not meet the CDBG Requirements or the
City Requirements during the Performance Period, or (iii)
Developer does not otherwise comply with the terms of this
Contract, the Loan Documents, or the CDBG Regulations. If
repayment is required, Developer must, at City's election in its
sole discretion, either (i) repay City the total amount of the
CDBG Funds, or (ii) pay to City the fair market value of the
Property as set by a current appraisal less any portion of the
value attributable to expenditures of non-CDBG funds for the
acquisition of, and improvements to, the Property.
5.6.1.9 Early repayment of the Loan shall not relieve Developer of its
obligations under this Contract or the CDBG Regulations
including but not limited to complying with the CDBG
Requirements or the City Requirements, or meeting the
National Objective. The Deed of Trust shall secure both
repayment of the CDBG Funds, if required, and performance
by Developer of its obligations under this Contract and the
requirements of the CDBG Regulations during the
Performance Period.
5.6.1.10 '
� ���*'�ra�r, Refinancing of the Loan or any subordinate
financing (other than that approved herein or otherwise by
City), shall require City's prior written approval for the
purpose of ensuring that the National Objective will continue
to be met as well as compliance with the CDBG Requirements
and the City Requirements. City's approval of re�nancing of
the Loan or approval of any subordinate financing shall not be
unreasonably conditioned or withheld.
5.6.1.11 Failure by Developer to comply with this Section 5.6 will
be an event of default under this Contract and the Loan
Documents
5.7 CDBG Requirements, City Requirements and the National Obiective.
Developer shall ensure that it complies with the CDBG Requirements and the City
Requirements and that the National Objective is met throughout the Performance Period.
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5.8 CDBG Requirements, Citv Requirements and the National Obiective
Survive Transfer.
Any sale or transfer of the Property during the Performance Period, excluding a
transfer due to condemnation or to obtain utility services, will require City's written
consent and that the new owner or transferee assume in writing Developer's obligations
under this Contract to meet the National Objective and comply with the CDBG
Requirements and the City Requirements. Failure of the new owner or transferee to assume
all of Developer's obligations under this Contract will result in termination of the Contract
and Developer must repay City in accordance with the provisions of Section 5.6.1.8 within
30 days of termination under this Section. If such sale or transfer takes place after the
termination of this Contract but before the end of the Performance Period, the new owner
or transferee must assume all of Developer's obligations under this Contract that survive
its termination as set forth herein including but not limited to complying with the CDBG
Requirements and City Requirements, and meeting the National Objective. If the new
owner or transferee does not assume Developer's surviving obligations hereunder, then
Developer must repay City in accordance with the provisions of Section 5.6.1.8 within 30
days of written notice by City or City may pursue any of its remedies under this Contract
or the Loan Documents.
6. CONSTRUCTION
6.1. Construction Schedule.
Developer will construct the Required Improvements in accordance with the
schedule set forth in the attached Exhibit "C" — Construction and Reimbursement
Schedule. Developer shall not begin construction of the Required Improvement until City
sends a Notice to Proceed. Developer's failure to meet the Construction Schedule shall
be an event of default. Developer may not change the Construction Schedule without the
Director's prior written approval, which approval shall be in the Director's sole discretion.
6.1.1 Construction Inspections.
The construction of the Required Improvements must pass a Neighborhood
Services Department Minimal Acceptable Standard Inspection, a HUD Compliance
Inspection and any other applicable HUD-required inspections during the construction
period, along with any applicable City final inspection approval at the completion of
construction of the Required Improvements.
6.2 Applicable Laws, Building Codes and Ordinances.
The Plans for the Required Improvements shall (i) conform to all applicable federal,
state, City and local laws, ordinances, codes, rules and regulations, including the CDBG
Regulations; (ii) meet all City building codes, and (iii) cannot deviate from the items
approved as part of the Environmental Review Record required by 24 CFR Part 58 as more
particularly described in Section 8.1 and in Exhibit "A" — Project Summary and Scope
of Work.
6.3 Propertv Standards During Construction.
Developer shall comply with the requirements as relates to City's property
standards as well as all applicable accessibility standards for the Required Improvements.
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Developer shall comply with the requirements of 24 CFR 570.614 and Section 504
requirements prescribing standards for the design, construction or alteration of any building
or facility intended to be accessible to the public or which may result in the employment
of handicapped persons therein. If applicable, Developer must submit TeXas Department
of Licensing and Regulation ("TDLR") certificates for compliance with TDLR's
accessibility standards at Completion.
6.4 Lead-Based Paint Requirements.
If applicable, Developer will comply with Federal lead-based paint requirements
including lead screening in housing built prior to 1978 in accordance with 24 CFR Part
570.608 and 24 CFR Part 35, subparts A, B, J, K, M, and R, and the Lead: Renovation,
Repair and Painting Program Final Rule, 40 CFR Part 745, in any construction and/or
rehabilitation of the Required Improvements.
6.5 Approval of Plans by Citv Not Release of Responsibility.
Approval of the Plans by City shall not constitute or be deemed (i) to be a release
of the responsibility or liability of Developer or any of its architects, contractors or
subcontractors, or their respective officers, agents, employees and lower tier
subcontractors, for the accuracy or the competency of the Plans, including, but not limited
to, any related investigations, surveys, designs, working drawings and specifications or
other related documents; or (ii) an assumption of any responsibility or liability by City for
any negligent act, error or omission in the conduct or preparation of any investigation,
surveys, designs, working drawings and specifications or other related documents by
Developer or any of its architects, contractors or subcontractors, and their respective
officers, agents, employees and lower tier subcontractors.
6.6 Contractor, Vendor and Subcontractor Requirements.
Developer will use commercially reasonable efforts to ensure that all contractors or
vendors utilized by Developer in the construction of the Required Improvements or
subcontractors utilized by Developer's general contractor are appropriately licensed and
such licenses are maintained throughout the construction of the Required Improvements.
Developer shall ensure that all subcontractors or vendors utilized by Developer or
subcontractors utilized by Developer's general contractor in the construction of the
Required Improvements are not debarred or suspended from performing the contractor's,
subcontractor's or vendor's work by the City, the State of Texas, or the Federal
government. Developer acknowledges that 24 CFR Part 85.35 forbids Developer from
hiring or continuing to employ any contractor, subcontractor or vendor that is listed
on the Federal Excluded Parties List System for Award Management, www.sam.gov
("SAM"). Developer must confirm by search of SAM that all contractors, subcontractors
or vendors are not listed as being debarred, both prior to hiring and prior to submitting
a Reimbursement Request which includes invoices from any such contractor, subcontractor
or vendor. Failure to submit such rp oofs of search shall be an event of default. In the
event that City determines that any contractor, subcontractor or vendor has been debarred,
suspended, or is not properly licensed, Developer or Developer's general contractor shall
immediately cause such contractor, subcontractor or vendor to stop work on the Required
Improvements and Developer shall not be reimbursed for any work performed by such
contractor, subcontractor or vendor. However, this Section should not be construed to be
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an assumption of any responsibility or liability by City for the determination of the
legitimacy, quality, ability, or good standing of any contractor, subcontractor or vendor.
Developer acknowledges that the provisions of this Section pertaining to SAM shall
survive the termination of this Contract and be applicable for the length of the
Performance Period.
6.7 Furnish Complete Set of "As Built" Plans
Developer shall furnish City a complete set of "as built" plans for the Required
Improvements at completion of construction after all final approvals have been obtained.
7. COMPLIANCE WITH CDBG REGULATIONS DURING
PERFORMANCE PERIOD.
7.1 Client Documentation.
7.1.1 Income Eligibility.
Developer must document that all clients served in the Center fall under a
"presumed benefit" category as defined in 24 CFR Part 570. For purposes of this
Contract, the category of presumed benefit is homeless persons. Eligible forms of
documentation for this category include:
7.1.1.1 Homeless Persons. Written, signed and dated certification
from an outreach worker.
7.1.2 Client Verification.
Developer will provide a letter with each Unduplicated Client Data Report -
Attachment III certifying that each client meets the HUD definition of homelessness. City
will review Client Documentation at least annually during the Performance Period as part
of its monitoring. Developer must maintain copies of all such documentation for 5 years
following the expiration of the Performance Period. This Section shall survive the earlier
termination or expiration of this Contract.
7.1.3 Client Demo�raphic Data/Household Characteristics.
Developer shall provide City with the information about the demographic data,
household characteristics and income of all of Developer's clients served at the Center
whether Program clients or not, on Exhibit "G" — Documentation of CDBG
Requirements, quarterly throughout the Performance Period. The quarterly reports shall
be due to City in accordance with the schedule set out in Exhibit "G".
7.1.3.1 All of Developer's clients who receive services from the
Center, whether Program clients or not, must be reported to
City on the Unduplicated Client Data Report - Attachment
III the first time any such client is served by Developer during
each year of the Performance Period. A new year of the
Performance Period for reporting Unduplicated Clients begins
October 1 of each calendar year.
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7.1.3.2 Any Developer client whose income has not been verified or
who has not been reported on the Unduplicated Client Data
Report - Attachment III will be deemed to not be an Income
Eligible Client and shall not be considered a presumed benefit
client.
7.2 Services Provided in the Buildin�.
Grant funds from the CDBG Program were used to pay for the rehabilitation of the
Center; therefore, City and Developer agree that the Program must meet the National
Obj ective.
7.3 Propertv Standards Durin� Performance Period.
Developer shall ensure that the Required Improvements are maintained in good
order and repair and in accordance with all applicable City and HUD property standards
for the duration of the Performance Period, which at a minimum shall be those property
standards required by City codes, the CDBG Regulations, and the Section 504
requirements. Developer will allow City to make on-site inspections of the Center to verify
maintenance of the building and the Required Improvements if City requests such an
inspection; provided however, City has no obligation to inspect the premises.
7.4 Program Income.
Income from the use of the building, if any, is hereby assigned to Developer. A
summary report of income earned must be provided semi-annually to City during the
Performance Period using Exhibit "M" — Report of Program Income. City has the right
to monitor activities on the Property that generate program income, as well as activities on
which program income is spent, to ensure that such activities aid in maintaining the
building and other improvements to the Property in order for Developer to deliver services
at the Center that meet the National Objective.
8. ADDITIONAL REQUIREMENTS.
Developer agrees to comply with all requirements of the CDBG Program as stated
in the CDBG Regulations, including, but not limited to the following:
8.1 Environmental Review.
Funds will not be paid, and costs cannot be incurred until City has conducted and
completed an Environmental Review Record as required by 24 CFR Part 58. The
environmental review may result in a decision to proceed with, modify, or cancel the
project. Further, Developer will not undertake or commit any funds to physical or choice
limiting actions including if applicable property acquisition, demolition, movement,
rehabilitation, conversion, repair or construction prior to the environmental clearance. Any
violation of this provision will (i) cause this Contract to terminate immediately; (ii) require
Developer to repay City in accordance with the provisions of Section 5.6.1.8 within 30
days of termination under this Section; and (iii) forfeit any future payments of CDBG
Funds.
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8.1.2 Miti�ation.
Developer must take the mitigation actions outlined in Exhibit "A-2" —
Environmental Mitigation Actions. Failure to complete the required mitigation
action is an event of default under this Contract.
8.2 Contract Not Constitutin� Commitment of Funds.
Notwithstanding any provision of this Contract, the Parties agree and acknowledge
that this Contract does not constitute a commitment of CDBG Funds, and that such
commitment or approval may occur only upon satisfactory completion of an Environmental
Review Record and receipt by City of an authorization to use grant funds from HUD under
24 CFR Part 58.
8.3. Monitoring.
8.3.1 Developer understands and agrees that it will be subject to monitoring by
City for compliance with the CDBG Regulations and this Contract for the duration of this
Contract and the Performance Period. Developer will provide access to all files related to
the project or Contract activities and services as requested by City for 5 years after the end
of the Performance Period, and will meet all the reporting requirements set out in this
Contract. This Section shall survive the earlier termination or expiration of this
Contract.
8.3.2 Representatives of City, HUD, HUD Office of Inspector General, and the
United States Comptroller General shall have access during regular business hours, upon
48 hours' prior notice, to Developer's offices and records that are related to the use of the
CDBG Funds, the CDBG Requirements, the City Requirements and the National
Objective, and to Developer's officers, directors, agents, employees, contractors and
subcontractors for the purpose of such monitoring.
8.3.3 In addition to other provisions of this Contract regarding frequency of
monitoring, City reserves the right to perform desk reviews or on-site monitoring of
Developer's compliance with the terms and conditions of this Contract and the Loan. After
each monitoring visit, City shall provide Developer with a written report of the monitor's
findings. If the monitoring report notes deficiencies in Developer's performance, the report
shall include requirements for the timely correction of said deficiencies by Developer.
Failure by Developer to take the action specified in the monitoring report may be cause for
suspension or termination of this Contract as provided herein or City may take all actions
allowed in the Loan Documents.
8.3.4 Developer shall annually provide to City the results of any state or federal
monitoring related to the project or the Program. Such results shall be submitted annually
to City with the submission of its annual audit and financial statements.
8.3.5 This Section 8.3 shall be applicable for the duration of the Contract term,
the Performance Period and for 5 years thereafter and shall survive the earlier
termination or expiration of this Contract.
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8.4 Compliance with the Uniform Relocation Act.
If applicable, Developer shall comply with the relocation requirements of 24 CFR
Part 580.606 and all other applicable Federal and state laws and City ordinances and
requirements.
8.5 Compliance with Davis-Bacon.
If applicable, Developer and its general contractor and all lower tier subcontractors
will comply with the Davis-Bacon Act as described in Section 14.14 and Exhibit "H" —
Davis-Bacon Requirements - Federal Labor Standards Provisions.
8.6 Developer Procurement Standards.
Developer shall establish procurement procedures to ensure that materials and
services are obtained in a cost effective manner. Developer shall comply with all
applicable federal, state and local laws, regulations, and ordinances for making
procurements under this Contract.
8.7 Cost Principles/Cost Reasonableness.
As applicable, the eligibility of costs incurred for performance rendered shall be
determined in accordance 2 CFR Part 200.400 through 2 CFR Part 200.475, regarding
cost reasonableness and allocation.
8.8 Financial Mana�ement Standards.
Developer agrees to adhere to the accounting principles and procedures required in
2 CFR Part 200, utilize adequate internal controls, and maintain necessary supporting and
back-up documentation for all costs incurred in accordance with 2 CFR Part 200.302 and
Part 200.303.
8.9 Uniform Administrative Requirements.
As applicable, Developer will comply with the Uniform Administrative
Requirements, Cost Principles, and Audit Requirements for Federal Awards in 2 CFR Part
200, or any reasonably equivalent procedures and requirements that City may require.
8.10 Compliance with FFATA and Whistleblower Protections.
Developer shall provide City with all necessary information for City to comply with
the requirements of 2 CFR Part 300(b), including provisions of the Federal Funding
Accountability and Transparency Act ("FFATA") governing requirements on eXecutive
compensation and provisions governing whistleblower protections contained in 10 U.S.C.
2409, 41 U.S.C. 4712, 10 U.S.C. 2324, 41 U.S.C. 4304 and 41 U.S.C. 4310.
8.10.1 Developer shall provide its DUNS number to City prior to the payment
of its first Reimbursement Request.
8.11 Internal Controls.
In compliance with the requirements of 2 CFR Part 200.303, Developer shall:
8.11.1 Establish and maintain effective internal control over the CDBG Funds that
provides reasonable assurance that Developer is managing the CDBG Funds in compliance
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with federal statutes, regulations, and the terms and conditions of this Contract. These
internal controls shall be in compliance with guidance in "Standards for Internal Control
in the Federal Government" issued by the Comptroller General of the United States or the
"Internal Control Integrated Framework" issued by the Committee of Sponsoring
Organizations of the Treadway Commission ("COSO");
8.11.2 Comply with federal statutes, regulations, and the terms and conditions of
this Contract;
8.11.3 Evaluate and monitor Developer's compliance with statutes, regulations
and the terms and conditions of this Contract;
8.11.4 Take prompt action when instances of noncompliance are identified
including noncompliance identified in audit findings; and
8.11.5 Take reasonable measures to safeguard protected personally identifiable
information and other information that HUD or City designates as sensitive or Developer
considers sensitive consistent with applicable federal, state, local and tribal laws regarding
privacy and obligations of confidentiality.
8.12 CopYright and Patent Rights.
No reports, maps, or other documents produced in whole or in part under this
Contract shall be the subject of an application for copyright by or on behalf of Developer.
HUD and City shall possess all rights to invention or discovery, as well as rights in data
which may arise as a result of Developer's performance under this Contract.
8.13 Terms Applicable to Contractors, Subcontractors and Vendors.
Developer understands and agrees that all terms of this Contract, whether
regulatory or otherwise, shall apply to any and all contractors, subcontractors and vendors
of Developer which are in any way paid with CDBG Funds or who perform any work in
connection with the Required Improvements. Developer shall cause all applicable
provisions of this Contract to be included in and made a part of any contract or subcontract
executed in the performance of its obligations hereunder, including if applicable its
obligations regarding the CDBG Regulations, the CDBG Requirements, the City
Requirements, and the National Objective during the Performance Period. Developer shall
monitor the services and work performed by its contractors, subcontractors and vendors on
a regular basis for compliance, as applicable, with the CDBG Regulations, the CDBG
Requirements, the City Requirements and the National Objective as well as the Contract
provisions. Developer must cure all violations of the CDBG Regulations committed by its
contractors, subcontractors or vendors. City maintains the right to insist on Developer's
full compliance with the terms of this Contract and the CDBG Regulations, and Developer
is responsible for such compliance regardless of whether actions taken to fulfill the
requirements of this Contract are taken by Developer or by Developer's contractors,
subcontractors or vendors. Developer acknowledges that the provisions of this Section
shall survive the earlier termination or expiration of this Contract and be applicable
for the length of the Performance Period and for 5 years thereafter.
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8.14 Pavment and Performance Bonds.
Subject to the requirements of 2 CFR Part 200.325, Developer shall furnish City
with payment and performance bonds in a form acceptable to City in the amount of the
construction cost for the project but not less than $340,000.00. At City's discretion, other
forms of assurance may be acceptable so long as they meet the requirements of the CDBG
Regulations or other federal requirements and the federal interest is adequately protected.
8.15 Uniform Administrative Requirements.
Developer will comply with the Uniform Administrative Requirements set forth
in 24 CFR Part 570.502, or any reasonably equivalent procedures and requirements that
City may require.
9. RECORD KEEPING, REPORTING AND DOCUMENTATION
REQUIREMENTS; AUDIT.
9.1 Record Keeping.
Developer shall maintain a record-keeping system as part of its performance of this
Contract and shall promptly provide City with copies of any document City deems
necessary for the effective fulfillment of City's monitoring and evaluation responsibilities.
Specifically, Developer will keep or cause to be kept an accurate record of all actions taken
and all funds spent, with supporting and back-up documentation, as well as all Client
Documentation. Developer will maintain all records and documentation related to this
Contract for 5 years after the expiration of the Performance Period. If any claim, litigation,
or audit is initiated before the expiration of the 5 year period, the records must be retained
until all such claims, litigation or audits have been resolved.
9.1.2 Access to Records.
City, HUD and any duly authorized officials of the federal government will have
full access to, and the right to examine, audit, excerpt and/or transcribe any of Developer's
records pertaining to all matters covered by this Contract throughout the Performance
Period and for 5 years thereafter. Such access shall be during regular business hours and
upon at least 48 hours' prior notice.
9.2 Reports.
Developer will submit to City all reports and documentation described in this
Contract, in such form as City may prescribe. Developer may also be required to submit a
final performance and financial report if required by City at the termination of this Contract
and/or the termination of the Loan in such form and within such times as City may
prescribe. Failure to submit any report or documentation described in this Contract
to City shall be an event of default of this Contract and City may exercise all of it
remedies for default under this Contract and Loan Documents.
9.2.1 AdditionalInformation.
Developer shall provide City with additional information as may be required by
federal or state agencies to substantiate CDBG activities and/or expenditure eligibility.
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9.3 Change in Reportin� Requirements and Forms.
City retains the right to change reporting requirements and forms at its discretion.
City will notify Developer in writing at least 30 days prior to the effective date of such
change, and the Parties shall eXecute an amendment to the Contract reflecting such change
if necessary.
9.4 Audit.
9.4.1 Entities that Expend $750,000 or more in Federal Funds Per Year.
All non-federal entities that expend $750,000 or more in federal funds within 1 year,
regardless of the source of the federal award, must submit to City an annual audit prepared
in accordance with specific reference to 2 CFR Part 200.501 through Part 200.521. If
applicable, the audit shall cover Developer's fiscal years during which this Contract is in
force. The audit must be prepared by an independent certified public accountant, be
completed within 6 months following the end of the period being audited and be submitted
to City within 30 days of its completion. Developer's audit certification is attached hereto
as EXHIBIT "D" —"Audit Certification Form" and "Audit Requirements". The Audit
Certification Form must be submitted to City prior to or with the first Reimbursement
Request. Entities that expend less than $750,000 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.
9.4.2 City Reserves the Right to Audit.
City reserves the right to perform an audit (i) of Developer's expenditure of CDBG
Funds or (ii) program income in accordance with Section 7.4, at any time during the term
of this Contract, the Performance Period, or within 5 years thereafter as the case may be, if
City determines that such audit is necessary for City's compliance with the CDBG
Regulations or other City policies, and Developer agrees to allow access to all pertinent
materials as described herein. If such audit reveals a questioned practice or expenditure,
such questions must be resolved within 15 business days after notice to Developer 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 Developer. IF AS A RESULT OF ANY AUDIT IT IS DETERMINED THAT
DEVELOPER HAS FALSIFIED ANY DOCUMENTATION OR MISUSED,
MISAPPLIED OR MISAPPROPRIATED CDBG FUNDS OR SPENT CDBG
FUNDS OR PROGRAM INCOME ON ANY INELIGIBLE ACTIVITIES,
DEVELOPER AGREES TO REIMBURSE CITY THE AMOUNT OF SUCH
MONIES PLUS THE AMOUNT OF ANY SANCTIONS, PENALTY OR OTHER
CHARGE LEVIED AGAINST CITY BY HUD BECAUSE OF SUCH ACTIONS.
10. REIMBURSEMENT REQUIREMENTS.
Developer shall provide City with Complete Documentation and the following
reports as shown in Exhibit "F" — Reimbursement Forms with each Reimbursement
Request:
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10.1 Attachment I — Invoice.
This report shall contain the amount requested for reimbursement in the submitted
request, and the cumulative reimbursement requested to date (inclusive of the current
request). This report must be signed by an authorized signatory of Developer. By signing
Attachment I, Developer is certifying that the costs are valid, eligible, and consistent with
the terms and conditions of this Contract, and the data contained in the report is true and
correct.
10.2 Attachment II — Expenditure Worksheet.
This report shall itemize each expense requested for reimbursement by Developer.
In order for this report to be complete the following must be submitted:
10.2.1 Invoices for each expense with an explanation as to how the expense
pertains to the project, if necessary;
10.2.2 Conditional and unconditional lien releases, as appropriate, from
Developer and 1 St tier subcontractors; and
10.2.3 Proof that each expense was paid by Developer, which proof can be
satisfied by cancelled checks, wire transfer documentation, paid receipts or other
appropriate banking documentation.
10.3. Deadline for Submittin� Reimbursement Requests.
All Reimbursement Requests along with Complete Documentation shall be
submitted by Developer to City within 60 days from each of the deadlines as shown in
Exhibit "C" — Construction and Reimbursement Schedule.
10.3.1 CITY SHALL HAVE NO OBLIGATION TO PAY ANY
REIMBURSEMENT REQUEST THAT IS NOT RECENED WITHIN 60 DAYS OF
THE DEADLINES SHOWN IN EXHIBIT "C" — CONSTRUCTION AND
REIMBURSEMENT SCHEDULE. In addition, Developer's failure to timely submit
Reimbursement Requests and Complete Documentation along with any required
reports shall be an event of default.
10.3.2 CITY SHALL HAVE NO OBLIGATION TO MAKE PAYMENT
ON ANY REIMBURSEMENT REQUEST THAT IS NOT RECEIVED WITHIN 30
DAYS OF THE COMPLETION DEADLINE.
10.3.3 Final Payment
Final payment will not be made until City has verified that Developer has met
the National Objective at time of such Reimbursement Request, submitted the
Complete Documentation, and that Developer has submitted an accurate initial
Performance Report, including the Unduplicated Client Data Report — Attachment
III.
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10.4 Withholding Pavment.
10.4.1 CITY SHALL WITHHOLD PAYMENTS REQUESTED UNDER
THIS CONTRACT IF COMPLETE DOCUMENTATION IS NOT RECEIVED.
10.4.2 FINAL REIMBURSEMENT SHALL NOT BE MADE UNTIL
ALL LIENS ARE RELEASED TO CITY'S SATISFACTION.
10.5 Timin� of Pavment.
Provided that Developer submits Complete Documentation in conformance with
the requirements of this Contract and the CDBG Regulations, City will reimburse
Developer for eligible expenses within 30 calendar days.
11. DEFAULT AND TERMINATION.
11.1 Failure to Begin or Complete the Required Improvements
11.1.1 If Developer fails to begin construction on the Required Improvements
within 6 months of the execution of this Contract, the Contract shall automatically
terminate without further warning or opportunity to cure, and with no penalty or liability
to City.
11.1.2 If City determines that the Required Improvements were not completed
by the Completion Deadline or have failed to pass any of the inspections described in
Section 6.1.1, City shall have the right to terminate this Contract with no penalty or liability
to City, with such termination to be effective immediately upon written notice. City shall
also be entitled to demand that Developer repay City in accordance with the provisions of
Section 5.6.1.8 within 30 days of written notice by City or City may pursue any of its
remedies under this Contract or the Loan Documents.
11.2 Failure to Submit Complete Documentation Durin� Construction.
11.21 If Developer fails to submit Complete Documentation during
construction of the Required Improvements in accordance with Exhibit "C" —
Construction and Reimbursement Schedule-or if any report or documentation submitted
as part of Complete Documentation is not in compliance with this Contract or CDBG
Regulations as determined by City, City will notify Developer in writing and the Developer
will have 15 calendar days from the date of the written notice to submit or resubmit any
such report or documentation. If Developer fails to submit or resubmit any such report or
documentation within such time, City shall have the right to withhold payments. If such
failure continues for an additional 15 days (a total of 30 days), City shall have the right to
terminate this Contract effective immediately upon written notice of such intent with no
penalty or liability to City. Notwithstanding anything to the contrary herein, City will not
be required to pay any CDBG Funds to Developer during the period that any such report
or documentation is not in compliance with this Contract or the CDBG Regulations.
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11.2.2 If any of Developer's Reimbursement Requests are incomplete or
otherwise not in compliance with this Contract or CDBG Regulations as determined by
City, Developer shall be in default of this Contract. City will notify Developer in writing
of such default and the Developer will have 15 calendar days from the date of the written
notice to resubmit any such Reimbursement Request to cure the default. If the Developer
fails to cure the default within such time, Developer shall forfeit any payments otherwise
due under such Reimbursement Request. If such failure to resubmit such Reimbursement
Request continues for an additional 15 days (a total of 30 days), City shall have the right
to terminate this Contract effective immediately upon written notice of such intent with no
penalty or liability to City. Notwithstanding anything to the contrary herein, City will not
be required to pay any CDBG Funds to Developer during the period that any such
Reimbursement Request is not in compliance with this Contract or the CDBG Regulations.
11.2.3 In the event of more than 2 instances of default, cured or uncured, under
Sections Section 11.2.1 or 11.2.2, City reserves the right at its sole option to terminate this
Contract effective immediately upon written notice of such intent with no penalty or
liability to City.
11.2.4 Notwithstanding anything to the contrary herein, City will not be
required to pay any CDBG Funds to Developer during the period that any Reimbursement
Requests, reports or documentation are past due or are not in compliance with this Contract
or the CDBG Regulations, or during any period during which Developer is in default of
this Contract.
11.2.5. In the event of termination under this Section 11.2, all CDBG Funds
awarded but unpaid to Developer pursuant to this Contract shall be immediately forfeited
and Developer shall have no further right to such funds. Any CDBG Funds already paid
to Developer must be repaid to City within 30 days of termination under this Section, or at
City's election Developer must repay City in accordance with the provisions of Section
5.6.1.8. Failure to repay will result in City eXercising all legal remedies available to City
under this Contract and the Loan Documents.
11.3 Failure to Maintain or Submit Required Reports and
Documentation During Performance Period.
If Developer fails to maintain all records and documentation as required in Section
9, or fails to submit any report or documentation required by this Contract after the
Required Improvements are completed, or if the maintained or submitted report or
documentation is not in compliance with this Contract or the CDBG Regulations as
determined by City, City will notify Developer in writing and the Developer will have 15
calendar days from the date of the written notice to obtain or recreate the missing records
and documentation, or submit or resubmit any such report or documentation to City. If
Developer fails to maintain the required reports or documentation, or submit or resubmit
any such report or documentation within such time, City shall have the right to terminate
this Contract effective immediately upon written notice of such intent with no penalty or
liability to City. In the event of termination under this Section 11.3, any CDBG Funds paid
to Developer must be repaid to City within 30 days of termination under this Section, or at
City's election Developer must repay City in accordance with the provisions of Section
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5.6.1.8. Failure to repay will result in City exercising all legal remedies available to City
under this Contract and the Loan Documents.
11.4 In General.
11.4.1 Subject to Sections 11.1, 11.2 and 11.3, and unless specifically provided
otherwise in this Contract, Developer shall be in default under this Contract if Developer
breaches any term or condition of this Contract. In the event that such a breach remains
uncured after 30 calendar days following written notice by City (or such other notice period
as may be specified herein) or, if Developer has diligently and continuously attempted to
cure following receipt of such written notice but reasonably required more than 30 calendar
days to cure, as determined by the Parties mutually and in good faith, City shall have the
right to elect, in City's sole discretion, to (i) extend Developer's time to cure, (ii) terminate
this Contract effective immediately upon written notice of such intent to Developer, or (iii)
to pursue any other legal remedies available to City under this Contract or the Loan
Documents.
11.4.2 City's remedies may include:
11.4.2.1 Direct Developer to prepare and follow a schedule of actions
for carrying out the affected activities, consisting of
schedules, timetables and milestones necessary to
implement the affected activities.
11.4.2.2 Direct Developer to establish and follow a management plan
that assigns responsibilities for carrying out the remedial
activities.
11.4.2.3 Cancel or revise activities likely to be affected by the
performance deficiency before expending CDBG Funds for
the activities.
11.4.2.4 Reprogram CDBG Funds that have not yet been expended
from affected activities to other eligible activities or
withhold CDBG Funds.
11.4.2.5 Direct Developer to reimburse City in any amount of CDBG
Funds not used in accordance with the CDBG Regulations.
11.4.2.6 Suspend reimbursement of CDBG Funds for affected
activities.
11.4.2.7 Any other appropriate action including but not limited to any
remedial action legally available such as declaratory
judgment, specific performance, damages, temporary or
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permanent injunctions, termination of this Contract or any
other contracts with Developer, and any other available
remedies.
11.4.3 In the event of termination under this Section 11.4, all CDBG Funds
awarded but unpaid to Developer pursuant to this Contract shall be immediately rescinded
and Developer shall have no further right to such funds and any CDBG Funds already paid
to Developer must be repaid to City within 30 days of termination, or at City's election
Developer must repay City in accordance with the provisions of Section 5.6.1.8. Failure
to repay will result in City exercising all legal remedies available to City under this
Contract or the Loan Documents.
11.5 No Funds Disbursed While in Breach.
Developer understands and agrees that no CDBG Funds will be paid to Developer
until all defaults are cured to City's satisfaction.
11.6 No Compensation After Date of Termination.
In the event of termination, Developer shall not receive any compensation for work
undertaken after the date of the termination-
11.7 Rights of Citv Not Affected.
Termination shall not affect or terminate any of the existing rights of City against
Developer, or which may thereafter accrue because of such default, and this provision shall
be in addition to any and all other rights and remedies available to City under the law and
Loan Documents including, but not limited to, compelling Developer to complete the
Required Improvements in accordance with the terms of the Contract. Such termination
does not terminate any applicable provisions of this Contract that have been expressly
noted as surviving the term or early termination of the Contract. No delay or omission by
City in exercising any right or remedy available to it under this Contract shall impair any
such right or remedy or constitute a waiver or acquiescence in any Developer default.
11.8 Waiver of Breach Not Waiver of Subsequent Breach.
The waiver of a breach of any term, covenant, or condition of this Contract shall
not operate as a waiver of any subsequent breach of the same or any other term, covenant
or condition hereof.
11.9 Civil, Criminal and Administrative Penalties.
Failure to perform all the Contract terms may result in civil, criminal or
administrative penalties, including, but not limited to those set out in this Contract.
11.10 Termination for Cause.
11.10.1 City may terminate this Contract in the event of Developer's default,
inability, or failure to perform subject to notice, grace and cure periods. In the event City
terminates this Contract for cause, all CDBG Funds awarded but unpaid to Developer
pursuant to this Contract shall be immediately rescinded and Developer shall have no
further right to such funds and any CDBG Funds already paid to Developer must be repaid
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to City within 30 days of termination, or at City's election Developer must repay City in
accordance with the provisions of Section 5.6.1.8. Failure to repay will result in City
exercising all remedies available to City under this Contract or the Loan Documents.
11.10.2 Developer may terminate this Contract if City does not provide the
CDBG Funds substantially in accordance with this Contract.
11.11 Termination for Convenience.
In terminating in accordance with 24 C.F.R. 85.44 this Contract may be terminated
in whole or in part only as follows:
11.11.1 By City with the consent of Developer in which case the Parties shall
agree upon the termination conditions, including the effective date and in the case of partial
termination, the portion to be terminated; or
11.11.2 By the Developer upon at least 30 days' written notice to City, setting
forth the reasons for such termination, the effective date, and in the case of partial
termination, the portion to be terminated. In the case of a partial termination, City may
terminate the Contract in its entirety if City determines that the remaining portion of the
Contract to be performed or CDBG Funds to be spent will not accomplish the purposes for
which this Contract was made.
11.12 Non-Appropriation of Funds.
In the event no funds or insufficient funds are appropriated by City in any fiscal
period for any payments due hereunder, City will notify Developer of such occurrence
and this Agreement will terminate on the last day of the fiscal period for which
appropriations were received without penalty or eXpense to City of any kind whatsoever,
eXcept as to the portions of the payments herein agreed upon for which funds have been
appropriated.
11.13 Dissolution of Developer Terminates Contract.
In the event Developer is dissolved or ceases to eXist, this Contract shall terminate.
In the event of termination under this Section, all CDBG Funds are subject to repayment
and/or City may exercise all of its remedies under this Contract and the Loan
Documents.
12. REPAYMENT OF FUNDS.
All CDBG Funds are subject to repayment in the event the Required Improvements
do not meet the requirements as set out in this Contract or in the CDBG Regulations,
including but not limited to meeting the National Objective. If Developer changes use of
Required Improvements to one that does not meet the CDBG Requirements, the City
Requirements, the National Objective and/or other requirements of the CDBG
Regulations or the terms of this Contract, Developer must either (i) repay the CDBG
Funds or (ii) at City's election Developer must repay City in accordance with the
provisions of Section 5.6.1.8.
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13. MATERIAL OWNERSHIP CHANGE.
If ownership of the Developer or the project materially changes after the date of
this Contract, City may but is not obligated to, terminate this Contract. City has 30 days to
make such determination after receipt of notice from Developer and failure to make such
determination will constitute a waiver. In the event of termination under this Section 13,
all CDBG Funds awarded but not yet paid to Developer pursuant to this Contract shall be
immediately rescinded and Developer shall have no further right to such funds. Any
CDBG Funds already paid to Developer must be repaid to City within 30 days of
termination under this Section.
14. GENERAL PROVISIONS.
14.1 Developer an Independent Contractor.
Developer shall operate hereunder as an independent contractor and not as an
officer, agent, servant or employee of City. Developer 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, contractors, subcontractors, vendors,
tenants, clients, licensees or invitees.
14.2 Doctrine of Respondeat Superior.
The doctrine of respondeat superior shall not apply as between City and Developer,
its officers, members, agents, servants, employees, contractors, subcontractors, tenants,
clients, licensees or invitees, and nothing herein shall be construed as creating a partnership
or joint enterprise between City and Developer. City does not have the legal right to control
the details of the tasks performed hereunder by Developer, its officers, members, agents,
employees, contractors, subcontractors, vendors, tenants, licensees or invitees.
14.3 Developer Propertv.
City shall under no circumstances be responsible for any property belonging to
Developer, its officers, members, agents, employees, contractors, subcontractors, vendors,
tenants, clients, licensees or invitees that may be lost, stolen or destroyed or in any way
damaged and DEVELOPER HEREBY INDEMNIFIES AND HOLDS HARMLESS
CITY AND ITS OFFICERS, AGENTS, AND EMPLOYEES FROM ANY AND ALL
CLAIMS OR SUITS PERTAINING TO OR CONNECTED WITH SUCH
PROPERTY.
14.4 Religious Organization.
No portion of the CDBG Funds shall be used in support of any sectarian or religious
activity. In addition, there must be no religious or membership criteria for clients of a
CDBG-funded service.
14.5 Venue.
Venue shalllie in Tarrant County, TeXas 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.
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14.6 Governing Law.
This Contract shall be governed by and construed in accordance with the laws of
the State of TeXas. If any action, whether real or asserted, at law or in equity, arises out of
the execution, performance or non-performance of this Contract or on the basis of any
provision herein, for any issue not governed by federal law, the choice of law shall be the
laws of the State of Texas.
14.7 Severabilitv.
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 thereof, such invalidity shall not affect other provisions which can be given effect
without the invalid provision.
14.8 Written A�reement Entire A�reement.
This written instrument and the Attachments and Exhibits attached hereto, which
are incorporated by reference and made a part of this Contract for all purposes, constitute
the entire agreement by the Parties 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 eXecuted by the Parties.
14.9. Paragraph Headings for Reference Only, No Le�al Significance;
Number and Gender.
The paragraph headings contained herein are for convenience in reference to this
Contract and are not intended to deiine or to limit the scope of any provision of this
Contract. When context requires, singular nouns and pronouns include the plural and the
masculine gender shall be deemed to include the feminine or neuter and the neuter gender
to include the masculine and feminine. The words "include" and "including" whenever
used herein shall be deemed to be followed by the words "without limitation".
14.10 Compliance With All Applicable Laws and Re�ulations.
Developer agrees to comply fully with all applicable laws and regulations that are
currently in effect or that are hereafter amended during the term of this Contract and
throughout the Performance Period. Those laws include, but are not limited to:
➢ CDBG Regulations found in 24 CFR Part 570.
➢ Title I of the Housing and Community Development Act of 1974, as amended,
(42 USC 5301 et seq.)
➢ Title VI of the Civil Rights Act of 1964 (42 U.S.C. Sections 2000d et seq.)
including provisions requiring recipients of federal assistance to ensure
meaningful access by person of limited English proficiency
➢ The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C.
Sections 3601 et seq.)
➢ Executive Orders 11063, 11246 as amended by 11375 and 12086 and as
supplemented by Department of Labor regulations 41 CFR, Part 60
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➢ The Age Discrimination in Employment Act of 1967
➢ The Age Discrimination Act of 1975 (42 U.S.C. Sections 6101 et seq.)
➢ The Uniform Relocation Assistance and Real Property Acquisition Policies Act
of 1970 (42 U.S.C. Sections 4601 et seq. and 49 CFR Part 24) ("URA")
➢ Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. Sections 794 et seq.)
and 24 CFR Part 8 where applicable
➢ National Environmental Policy Act of 1969, as amended, 42 U.S.C. sections
4321 et seq. ("NEPA") and the related authorities listed in 24 CFR Part 58.
➢ The Clean Air Act, as amended, (42 U.S.C. Sections 1251 et seq.) and the Clean
Water Act of 1977, as amended (33 U.S.C. Sections 1251 et seq.) and the related
Executive Order 11738 and Environmental Protection Agency Regulations at
40 CFR Part 15. 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 U.S.C. Sections 1101 et seq.)
specifically including the provisions requiring employer verifications of legal
status of its employees
➢ The Americans with Disabilities Act of 1990 (42 U.S.C. Sections 12101 et
seq.), the Architectural Barriers Act of 1968 as amended (42 U.S.C. sections
4151 et seq.) and the Uniform Federal Accessibility Standards, 24 CFR Part 40,
Appendix A
➢ 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 (41 U.S.C. Sections 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
➢ Section 6002 of the Solid Waste Disposal Act, as amended by the Resource
Conservation and Recovery Act
➢ Guidelines of the Environmental Protection Agency at 40 CFR Part 247
➢ For contracts and subgrants for construction or repair, Copeland "Anti-
Kickback" Act (18 U.S.C. 874) as supplemented in 29 CFR Part 5
➢ For construction contracts in excess of $2,000, and in excess of $2,500 for other
contracts which involve the employment of inechanics or laborers, Sections 103
and 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 327A
300) as supplemented by 29 CFR Part 5
➢ Lead-Based Paint Poisoning Prevention Act (42 U.S.C. 4801 et seq.), as
amended by the Residential Lead-Based Paint Hazard Reduction Act of 1992
(42 U.S.C. 4851 et seq.) and implementing regulations at 24 CFR Part 35,
subparts A, B, M, and R
➢ Uniform Administrative Requirements, Cost Principles, and Audit
Requirements for Federal Awards, 2 CFR Part 200 et seq.
➢ Federal Funding Accountability and Transparency Act of 2006, (Pub.L. 109-
282, as amended by Section 6205(a) of Pub.L. 110-252 and Section 3 of Pub.L.
113-101)
➢ Federal Whistleblower Regulations, 10 U.S.C. 2409, 41 U.S.C. 4712, 10 U.S.C.
2324, 41 U.S.C. 4304 and 41 U.S.C. 4310.
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14.11 HUD-Assisted Proiects and Employment and other Economic
Opportunities; Section 3 Requirements.
14.11.1 Requirement that Law Be Quoted in Covered Contracts. — Certain
Requirements Pertainin� to Section 3 of the Housing and Urban
Development Act of 1968 as Amended (12 U.S.C. Sections 1701 et
sep.) and its Related Re�ulations at 24 CFR Part 135
If the construction of the Required Improvements will cause the creation of new
employment, training, or contracting opportunities on a contractor or subcontractor level
resulting from the eXpenditure of the CDBG Funds, Developer shall comply with the
following and will ensure that its contractors also comply. If 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, shown in italics, be inserted in all covered contracts ("Section 3 Clause"):
Section to be quoted in covered contracts begins:
A. The work to be performed under this contract is subject to the
requirements of Section 3 of Housing and Urban Development Act of 1968,
as amended, 12 U.S.C. section 1701u (Section 3). The purpose of Section
3 is to ensure that employment and other economic opportunities generated
by HUD assisted or HUD-assisted programs covered by Section 3, shall 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 fi^om
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 apprentice 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 regulation 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
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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. 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.
F. Noncompliance with HUD's regulation in 24 CFR Part 135 may
result in sanctions, termination of this contract for default, and debarment
or suspension fi^om 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. section 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). "
Section to be quoted in covered contracts ends.
14.11.2 Developer Responsibilities for Section 3 Requirements.
City and Developer 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 project
binding upon City and Developer, and their respective successors, assigns, contractors and
subcontractors. Failure to fulfill these requirements shall subject Developer and its
contractors and subcontractors and their respective successors and assigns to those
sanctions specified by the grant agreement through which Federal assistance is provided
and to such sanctions as are specified by 24 CFR Part 135. Developer's responsibilities
include:
14.11.2.1 Implementing procedures to notify Section 3 residents and
business concerns about training, employment, and
contracting opportunities generated by Section 3 covered
assistance;
14.11.2.2 Notifying potential contractors working on Section 3
covered projects of their responsibilities;
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14.11.2.3 Facilitating the training and employment of Section 3
residents and the award of contracts to Section 3 business
concerns;
14.11.2.4 Assisting and actively cooperating with the Neighborhood
Services Department in making contractors and
subcontractors comply;
14.11.2.5
14.11.2.6
14.11.2.7
Refraining from entering into contracts with contractors
that are in violation of Section 3 regulations;
Documenting actions taken to comply with Section 3; and
Submitting Section 3 Annual Summary Reports (form
HUD-60002) in accordance with 24 CFR Part 135.90.
14.11.3 Section 3 Reporting Requirements.
In order to comply with the Section 3 requirements, Developer must submit the
forms attached hereto as Exhibit "I" - Section 3 Reporting Forms.
14.11.3.1 Developer or its contractor must report all applicants for
employment by contractor and any subcontractor to City
on a quarterly basis. This shall include name, address, zip
code, date of application, and status (hired/not-hired) as of
the date of the report.
14.11.3.2 Developer or its contractor must advertise available
positions to the public for open competition, and provide
documentation to City with the quarterly report that
demonstrates such open advertisement, in the form of
printout of Texas Workforce Commission posting, copy of
newspaper advertisement, copy of flyers and listing of
locations where flyers were distributed, and the like.
14.11.3.3 Developer or its contractor must report all contracts
awarded by contractor and subcontractor to City on a
quarterly basis. This shall include name of contractor
and/or subcontractor, address, zip code, and amount of
award as of the date of the report.
14.12 Prohibition Against Discrimination.
14.12.1 General Statement.
Developer, in the execution, performance or attempted performance of this
Contract, and in operation of services provided on the Property, shall comply with all non-
discrimination requirements of 24 CFR 570.607 and the ordinances codified at Chapter 17,
Article III, Division 4— Fair Housing of the City Code. Developer may not discriminate
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against any person because of race, color, sex, gender, religion, national origin, familial
status, disability or perceived disability, sexual orientation, gender identity, gender
expression, or transgender, nor will Developer permit its officers, members, agents,
employees, vendors, or project participants to engage in such discrimination.
This Contract is made and entered into with reference specifically to the ordinances
codified at Chapter 17, Article III, Division 3- Employment Practices of the City Code,
and Developer hereby covenants and agrees that Developer, its officers, members, agents,
employees, vendors, and contractors, have fully complied with all provisions of same and
that no employee, or applicant for employment has been discriminated against under the
terms of such ordinances by either or its officers, members, agents, employees, vendors, or
contractors.
14.12.2 No Discrimination in Employment durin� the Performance of this
Contract.
During the performance of this Contract, Developer agrees to the following
provision, and will require for the construction of the Required Improvements that its
contractors, subcontractors, and vendors also comply with such provision by including it
in all contracts with its contractors, subcontractors, or vendors:
f Contractor's, Subcontractor's or T�endor's Namel_ will not unlawfully
discriminate against any employee or applicants for employment because of race, color,
sex, gender, religion, national origin, familial status, disability or perceived disability,
sexual orientation, gender identity, gender expression or transgender. jContractor's,
Subcontractor's or T�endor's Namel _will take affirmative action to ensure that applicants
are hired without regard to race, color, sex, gender, religion, national origin, familial status,
disability or perceived disability, sexual orientation, gender identity, gender expression or
transgender and that employees are treated fairly during employment without regard to
their race, color, sex, gender, religion, national origin, familial status, disability or
perceived disability, sexual orientation, gender identity, gender expression or transgender.
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.
jContractor's, Subcontractor's or ilendor's Namel agrees to post in conspicuous places,
available to employees and applicants for employment, notices setting forth the provisions
of this nondiscrimination clause.
jContractor's, Subcontractor's or Vendor's Namel will, in all solicitations or
advertisements for employees placed by or on behalf of f Contractor's, Subcontractor's or
vendor's Namel , state that all qualified applicants will receive consideration for
employment without regard to race, color, sex, gender, religion, national origin, familial
status, disability or perceived disability, sexual orientation, gender identity, gender
expression or transgender.
f Contractor's, Subcontractor's or T�endor's Namel_ covenants that neither it nor
any of its officers, members, agents, employees, or contractors, while engaged in
performing this Contract, shall, in connection with the employment, advancement or
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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
disability or perceived disability, except on the basis of a bona fide occupational
qualification, retirement plan or statutory requirement.
jContractor's, Subcontractor's or ilendor's Namel further covenants that neither
it nor its officers, members, agents, employees, contractors, 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.
14.12.3 Developer's Contractors and the ADA.
In accordance with the provisions of the Americans With Disabilities Act of 1990
("ADA"), Developer warrants that it and any of its contractors 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 Developer or any of its contractors. DEVELOPER 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 CONTRACTORS AGAINST CITY ARISING OUT OF DEVELOPER'S
AND/OR ITS CONTRACTORS', AGENTS' OR EMPLOYEES' ALLEGED
FAILURE TO COMPLY WITH THE ABOVE-REFERENCED LAWS
CONCERNING DISABILITY DISCRIMINATION IN THE PERFORMANCE OF
THIS CONTRACT.
14.13 Conflict of Interest and Violations of Criminal Law.
14.13.1 Developer Safe�uards.
Developer shall establish safeguards to prohibit its employees board members,
advisors and agents from using positions for a purpose that is or gives the appearance of
being motivated by a desire for private gain for themselves or others, particularly those
with whom they have family, business or other ties. Developer shall disclose to City any
conflict of interest or potential conflict of interest described above, immediately upon
discovery of such.
14.13.2 General Prohibition Against Conflicts of Interest.
No persons who are employees, agents, consultants, officers or elected officials or
appointed officials of City or of Developer who exercise or have exercised any functions
or responsibilities with respect to activities assisted with CDBG Funds or who are in a
position to participate in a decision-making process or gain inside information with regard
to these activities may utilize CDBG services, may obtain a financial interest or benefit
from a CDBG-assisted activity, or have an interest in any contract, subcontract or
agreement with respect thereto, or the proceeds thereunder, either for themselves or those
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with whom they have family or business ties, during their tenure or for 1 year thereafter,
unless they are accepted in accordance with the procedures set forth at 24 CFR 570.611.
14.13.3 Disclosure of Conflicts of Interest.
In compliance with 2 CFR Part 200.112, Developer is required to timely disclose
to City in writing any potential conflict of interest, as described in this Section.
14.13.4 Disclosure of Texas Penal Code Violations.
Developer affirms that it will adhere to the provisions of the Texas Penal Code
which prohibits bribery and gifts to public servants.
14.13.5 Disclosure of Federal Criminal Law Violations.
In compliance with 2 CFR Part 200.113, Developer is required to timely disclose to City
all violations of federal criminal law involving fraud, bribery or gratuity violations
potentially affecting this Contract.
14.14 Labor Standards.
14.14.1 As applicable, Developer agrees to comply with the requirements of the
Secretary of Labor in accordance with the Davis-Bacon Act (40 U.S.C. 276a-7) as
amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327
et seq.) and all other applicable Federal, State and local laws and regulations pertaining to
labor standards insofar as those acts apply to the performance of this Contract. Developer
agrees to comply with the Copeland Anti-Kick Back Act (18 U.S.C. 874 et seq.) and its
implementing regulations of the United .States Department of Labor at 29 CFR Part 5.
Developer shall maintain documentation that demonstrates compliance with hour and wage
requirements of this Contract and the CDBG Regulations. Such documentation shall be
made available promptly to City for review upon request.
14.14.2 Developer agrees that, where required by the CDBG Regulations, all
contractors engaged under contract for construction, renovation or repair work financed in
whole or in part with assistance provided under this Contract, shall comply with Federal
requirements adopted by City pertaining to such contracts and with the applicable
requirements of the regulations of the Department of Labor under 29 CFR Parts 1, 3, 5 and
7 governing the payment of wages and ratio of apprentices and trainees to journey workers;
provided that, if wage rates higher than those required under these regulations are imposed
by state or local law, nothing hereunder is intended to relieve Developer of its obligation,
if any, to require payment of the higher wage. Developer shall cause or require to be
inserted in full provisions meeting the requirements of this paragraph in all such contracts
subject to such regulations.
14.14.3 If Davis-Bacon is applicable, Developer shall provide City access to
employee payrolls, contractor and subcontractors payrolls and other wage information for
persons performing construction of the Development. Payrolls must be submitted to the
Neighborhood Services Department weekly, and must be available to Neighborhood
Services Department staff upon request. In addition, Developer shall ensure that City will
have access to employees, contractors and subcontractors and their employees in order to
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conduct onsite interviews with laborers and mechanics. Developer shall inform its
contractors and subcontractors that City staff and/or Federal agencies may conduct periodic
employee wage interview visits during the construction of the Required Improvements to
ensure compliance.
14.15 Subcontracting with Small and Minoritv Firms, Women's Business
Enterprises and Labor Surplus Areas.
14.151 For procurement contracts $50,000.00 or larger, Developer agrees to
abide by City's policy, as may be amended from time to time, to involve Minority
Business Enterprises and Small Business Enterprises 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.
Developer agrees to incorporate the City's BDE Ordinance, and all amendments or
successor policies or ordinances thereto, into all contracts and subcontracts for
procurement $50,000.00 or larger, and will further require all persons or entities with
which it so contracts to comply with said ordinance.
14.15.2 It is national policy to award a fair share of contracts to disadvantaged
business enterprises ("DBEs"), small business enterprises ("SBEs"), minority business
enterprises ("MBEs"), and women's business enterprises ("WBEs"). Accordingly,
affirmative steps must be taken to assure that DBEs, SBEs, MBEs, and WBEs are utilized
when possible as sources of supplies, equipment, construction and services.
14.15.3 In order to comply with Federal reporting requirements, Developer
must submit the form attached hereto as Exhibit "L" — MBE Reporting Form for each
contract or subcontract with a value of $10,000.00 or more paid or to be paid with the
CDBG Funds. Developer shall submit this form annually by the date specified in
Exhibit "L" — MBE Reporting Form.
14.16 Other Laws.
The failure to list any federal, state or City ordinance, law or regulation that is
applicable to Developer does not excuse or relieve Developer from the requirements or
responsibilities in regard to following the law, nor from the consequences or penalties for
Developer's failure to follow the law, if applicable.
14.17 Assignment.
Developer 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
without approval shall be void, and shall constitute a breach of this Contract.
14.18 Right to Inspect Developer Contracts.
It is agreed that City has the right to inspect and approve in writing, prior to any
charges being incurred, any proposed contracts between Developer and (i) its general
contractor and subcontractors, including any lower tier subcontractors engaged in any
activity that is funded as a part of the construction of the Required Improvements to ensure
they contain Davis-Bacon Act and Section 3 requirements, (ii) vendor contracts arising out
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of the construction of the Required Improvements, and (iii) any third party contracts to be
paid with CDBG Funds.
14.19 Force Maieure
If Developer becomes unable, either in whole or part, to fulfill its obligations under
this Contract due to acts of God, strikes, lockouts, or other industrial disturbances, acts of
public enemies, wars, blockades, insurrections, riots, epidemics, pandemics, earthquakes,
fires, floods, restraints or prohibitions by any court, board, department, commission or
Developer of the United States or of any States, civil disturbances, or explosions, or some
other reason beyond such Developer's control (collectively, "Force Majeure Event"), the
obligations so affected by such Force Majeure Event will be suspended only during the
continuance of such event. Developer will give City written notice of the eXistence, eXtent
and nature of the Force Majeure Event as soon as reasonably possible after the occurrence
of the event. Failure to give notice will result in the continuance of the Developer's
obligation regardless of the extent of any existing Force Maj eure Event. Developer will use
commercially reasonable efforts to remedy its inability to perform as soon as possible.
14.20 Survival.
Any provision of this Contract that pertains to the CDBG Requirements, indemnity
obligations, the City Requirements, the National Obj ective, auditing, monitoring, reporting
requirements, client income eligibility, record keeping and reports, City ordinances, the
provisions of Section 6.6 pertaining to the Federal System Award Management, or any
other applicable CDBG Program requirements, and any default and enforcement
provisions necessary to enforce such provisions, shall survive the term or earlier
termination of this Contract for the longer of (i) 5 years after the termination of this
Contract, or (ii) 5 years after the termination of the Performance Period, and shall be
enforceable by City against Developer.
15. INDEMNIFICATION AND RELEASE.
DEVELOPER 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 REQUIRED IMPROVEMENTS 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 DEVELOPER
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 DEATH, TO ANY AND ALL PERSONS, OF
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WHATSOEVER HINDS 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 REQUIRED IMPROVEMENTS DESCRIBED HEREIN,
WHETHER OR NOT CAUSED IN WHOLE OR IN PART BY ALLEGED
NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS, EMPLOYEES,
CONTRACTORS OR SUBCONTRACTORS OF CITY. DEVELOPER 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 DEVELOPER, ITS
OFFICERS, MEMBERS, AGENTS, EMPLOYEES, CONTRACTORS,
SUBCONTRACTORS, INVITEES, LICENSEES, OR PROJECT 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 DEVELOPER AND
CITY, THAT THE INDEMNITY PROVIDED FOR THIS SECTION INCLUDES
INDEMNITY BY DEVELOPER TO INDEMNIFY AND PROTECT CITY FROM
THE CONSEQUENCES OF CITY'S OWN NEGLIGENCE, WHETHER THAT
NEGLIGENCE IS ALLEGED TO BE THE SOLE OR CONCURRING CAUSE OF
THE INJURY, DAMAGE OR DEATH.
DEVELOPER 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 INCIDENTAL TO
PERFORMANCE UNDER THIS CONTRACT, EVEN IF THE INJURY, DEATH,
DAMAGE OR LOSS IS CAUSED BY CITY'S SOLE OR CONCURRENT
NEGLIGENCE.
DEVELOPER SHALL REQUIRE ALL OF ITS CONTRACTORS,
SUBCONTRACTORS, AND VENDORS TO INCLUDE IN THEIR CONTRACTS
AND SUBCONTRACTS A RELEASE AND INDEMNITY IN FAVOR OF CITY IN
SUBSTANTIALLY THE SAME FORM AS ABOVE.
16. WAIVER OF IMMUNITY BY DEVELOPER.
If Developer, 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, Developer 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.
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17. INSURANCE AND BONDING.
Developer will maintain blanket fidelity coverage in the form of insurance or bond in the
amount of $340,000.00 to insure against loss from the fraud, theft or dishonesty of any of
Developer's officers, agents, trustees, directors or employees. The proceeds of such bond
shall be used to reimburse City for any and all loss of CDBG Funds occasioned by such
misconduct. To effectuate such reimbursement, such fidelity coverage shall include a rider
stating that reimbursement for any loss or losses thereunder shall name the City as a Loss
Payee.
Developer shall furnish to City in a timely manner, but not later than the Effective Date,
certificates of insurance as proof that it has secured and paid for policies of commercial
insurance as specified herein. If City has not received such certificates by the Effective
Date, Developer shall be in default of the Contract and City may, at its option, terminate
the Contract.
Such insurance shall cover all insurable risks incident to or in connection with the
eXecution, performance, attempted performance or nonperformance of this Contract.
Developer shall maintain, or require its general contractor to maintain, the following
coverages and limits thereoi
Commercial General Liability (CGL) Insurance
$1,000,000 each occurrence
$2,000,000 aggregate limit
Non-Profit Organization Liability or Directors & Officers Liabilit.�(if a�licable�
$1,000,000 Each Occurrence
$1,000,000 Annual Aggregate Limit
Business Automobile Liabilitv 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
Insurance policy shall be endorsed to cover "Any Auto", defined as autos owned, hired
and non-owned. Pending availability of the above coverage and at the discretion of City,
the policy shall be the primary responding insurance policy versus a personal auto
insurance policy if or when in the course of Developer's business as contracted herein.
Workers' Com�ensation Insurance
Part A: Statutory Limits
Part B: Employer's Liability
$100,000 each accident
$100,000 disease-each employee
$500,000 disease-policy limit
CDBG CONSTRUCTION CONTRACT Page 36
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 316.21
Karl Travis Men's Center Kitchen Rehabilitation Project
Note: Such insurance shall cover employees performing work on any and all
projects including but not limited to construction, demolition, and rehabilitation.
Developer or its contractors shall maintain coverages, if applicable. In the event
the respective contractors do not maintain coverage, Developer shall maintain the
coverage on such contractor, if applicable, for each applicable contract.
Additional Requirements
Such insurance amounts shall be revised upward at City's reasonable option and no more
frequently than once every 12 months, and Developer shall revise such amounts within 30
days following notice to Developer of such requirements.
Developer will submit to City documentation that it has obtained insurance coverage and
has eXecuted bonds as required in this Contract prior to payment of any monies provided
hereunder.
Where applicable, 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 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 part of City 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 Developer'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 City.
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 Project, and such requirements eXceed those specified herein, the
former shall prevail.
Developer shall require its contractors to maintain applicable insurance coverages, limits,
and other requirements as those specified herein; and, Developer shall require its
contractors to provide Developer with certificate(s) of insurance documenting such
coverage. Also, Developer shall require its contractors to have City and Developer
endorsed as additional insurers (as their interest may appear) on their respective insurance
policies.
CDBG CONSTRUCTION CONTRACT Page 37
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 316.21
Karl Travis Men's Center Kitchen Rehabilitation Project
Developer shall require its general contractor to maintain builders risk insurance at the
value of the construction.
Notwithstanding any provision in this Contract to the contrary, when applicable, Developer
shall comply with the requirements of 2 CFR 200.310 and shall, at a minimum, provide the
equivalent insurance coverage for real property and equipment acquired or improved with
CDBG Funds as provided to any property owned by Developer.
18. Certification Re�ardin� Lobbving.
The undersigned representative of Developer 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 ofDeveloper, to any person for influencing or attempting to influence
an officer or employee of any Developer, 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 Developer, member of Congress in connection with this
Federal contract, grant, loan or cooperative agreement, Developer 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 U.S.C. 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.
Developer shall require that the language of this certification be included in all
subcontracts or agreements involving the expenditure of federal funds.
19. Litigation and Claims
Developer shall give City immediate notice in writing of any action, including any
proceeding before an administrative Developer, filed against Developer in conjunction
with this Contract, the Required Improvements or the project. Developer shall furnish
immediately to City copies of all pertinent papers received by Developer with respect to
such action or claim. Developer shall provide a notice to City within 10 days upon filing
under any bankruptcy or financial insolvency provision of law.
CDBG CONSTRUCTION CONTRACT Page 38
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 316.21
Karl Travis Men's Center Kitchen Rehabilitation Project
20. Notice.
All notices required or permitted by this Contract must be in writing and shall be
effective upon receipt when (i) sent by United States mail with proper postage, certified
mail return receipt requested, or by a nationally recognized overnight delivery service; and
(ii) addressed to the other Party at the address set out below or at such other address as the
receiving Party designates by proper notice to the sending Party.
City:
City Attorney's Office
Attention: Taylor Paris
200 Texas Street
Fort Worth, TX 76102
Telephone: 817-392-6285
Copy to:
Neighborhood Services Department
Attention: Assistant Director
200 TeXas Street
Fort Worth, TX 76102
Telephone: 817-392-7540
Copy to:
Neighborhood Services Department
Attention: Project Coordinator
200 Texas Street
Fort Worth, TX 76102
Telephone: 817-392-6125
Developer:
Toby Owen
Chief EXecutive Officer
The Presbyterian Night Shelter of Tarrant County, Inc.
P. O. Box 2645
Fort Worth, TX 76113
Telephone: 817-632-7440
towen(a�� j ourneyhome. or�
CDBG CONSTRUCTION CONTRACT Page 39
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 316.21
Karl Travis Men's Center Kitchen Rehabilitation Project
Copy to:
Courtney Gregory
Vice President of Finance
The Presbyterian Night Shelter of Tarrant County, Inc.
P. O. Box 2645
Fort Worth, TX 76113
Telephone: 817-632-7428
Cgregory@j ourneyhome.org
21. DEVELOPER HAS LEGAL AUTHORITY TO ENTER INTO CONTRACT.
Developer 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.
22. COUNTERPARTS.
This Contract may be executed in multiple counterparts, each of which shall be
considered an original, but all of which shall constitute one instrument.
23. ELECTRONIC SIGNATURES.
This Agreement may be executed by electronic signature, which will be considered
as an original signature for all purposes and have the same force and effect as an original
signature. For these purposes, "electronic signature" means electronically scanned and
transmitted versions (e.g. via pdf file or facsimile transmission) of an original signature, or
signatures electronically inserted via software such as Adobe Sign.
[SIGNATURES APPEAR ON NEXT PAGE]
CDBG CONSTRUCTION CONTRACT Page 40
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 316.21
Karl Travis Men's Center Kitchen Rehabilitation Project
[Executed effective as of the date signed by the Assistant City Manager below.] /
[ACCEPTED AND AGREED:]
City:
��
Fernando Costa (Apr22, 2D211526CDT)
Y'
Name: Fernando Costa
Title: Assistant City Manager
DEVELOPER:
7`"a�ra Or�r�E-ry
�tr: Tnbti�J9�erilApr�.�,i�3.'.1 iJ.:00Ci7T}
�
Name: Toby Owen
Title: Chief Executive Officer
Date: Apr 22, 2021
Date: Apr 22, 2021
CITY OF FORT WORTH INTERNAL ROUTING PROCESS:
Approval Recommended:
� ._ -
By:
� �zt� � �_ , zc �� r_�
Name: Victor Turner
Title: Director, Neighborhood Services
Dep artment
Approved as to Form and Legality:
Contract Compliance Manager:
By signing I acknowledge that I am the
person responsible for the monitoring and
administration of this contract, including
ensuring all performance and reporting
requirements.
T] ��
L7�7; Chad La�toque (Apr 22, 202114:45 CD7)
Name: Chad LaRoque
Title: Housing Development and Grants
� ��n�
By: /
Name: Taylor C. Paris
Title: Assistant City Attorney
Contract Authorization:
M&C: 21-0108
Manager
City Secretary:
Py: ����e� 0
Name: Mary Kayser
Title: City Secretary
CDBG CONSTRUCTION CONTRACT
The Presbyterian Night Shelter of Tarrant County, Inc.
Karl Travis Men's Center Kitchen Rehabilitation Project
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OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
EXHIBITS:
Exhibit "A" — Project Summary and Scope of Work
L`�l,;l.;+ cc A �» ^1L1^1L1 IIiTll T,,......,., T;.,.;��
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Exhibit "A-2" — Environmental Mitigation Action
Exhibit `B" — Budget
Exhibit "C" — Construction and Reimbursement Schedule
Exhibit "D" — Audit Requirements
Exhibit "E" — Loan Documents
Exhibit "F" — Reimbursement Forms
Exhibit "G" — Documentation of CDBG Requirements
Exhibit "H" — Federal Labor Standards Provisions - Davis-Bacon Requirements
Exhibit "I" — Section 3 Reporting Forms
Exhibit "J" — Standards for Complete Documentation
Exhibit "K" - Services Performed
Exhibit "L" — MBE Reporting Form (HUD2516)
Exhibit "M" — Report of Program Income
Exhibit "N" — Minimum Standards for Emergency Shelters
CDBG CONSTRUCTION CONTRACT Page 42
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 316.21
Karl Travis Men's Center Kitchen Rehabilitation Project
EXHIBIT "A"
PROJECT SUMMARY AND SCOPE OF WORK
THE PRESBYTERIAN NIGHT SHELTER OF TARRANT COUNTY, INC.
Capitalized terms not defined herein shall have meanings assigned to them in the Contract.
DESCRIPTION:
Developer will use CDBG funds for costs associated with the rehabilitation of the kitchen in the
Karl Travis Men's Center. The project will consist of interior rehabilitation work. The National
Objective of this project is to serve individuals and families of whom 100% must meet the HUD
definition of a presumed benefit population, of which definition includes the homeless. The
operational capacity of the kitchen in the Karl Travis Men's Center is expected to be 575 homeless
persons per year receiving 2-3 meals per day.
Developer shall notify City if it substantially changes or modifies Program services of the kitchen
in the Karl Travis Men's Center Kitchen to enable City to determine if such changes affect the
National Objective, the CDBG Requirements, , or other requirements of the
CDBG Regulations. Developer further agrees that it will notify City of any other services that it
offers on a regular basis to clients using the kitchen in the Karl Travis Men's Center Kitchen in
order to determine if such services are eligible for presumed benefit clients using those additional
services and to determine if the additional services can be counted towards the National Objective,
the CDBG Requirements, *'�� �'�*�� p�����r�m�N*� or other applicable requirements of the CDBG
Regulations.
The kitchen in the Karl Travis Men's Center is located at 2400 Cypress Street, Fort Worth, TX
76102. Developer owns and operates other buildings adjacent to the Property in which it offers
shelter and services to the homeless. The buildings, including the Karl Travis Men's Center, are
commonly known as the Presbyterian Night Shelter. None of the CDBG Funds provided under
this Contract shall be used for any purpose in any other building owned and operated by Developer
as part of the Presbyterian Night Shelter.
Developer will be entitled to make Reimbursement Requests until 30 days after the Completion
Deadline.
PROJECT OBJECTIVES:
Developer will rehabilitate the kitchen in the Karl Travis Men's Center Kitchen to correct current
conditions of the kitchen that are outdated for food service operations. The shelter will continue to
provide meal services in a more safe and secure environment for homeless individuals.
SPECIFIC PURPOSE:
The purpose of the project is to rehabilitate the existing kitchen in the Karl Travis Men's Center
to address the outdated conditions of the kitchen and improve how foods is prepared and offered
in the shelter. The project will meet the National Objective of serving low to moderate income
persons, specifically the homeless, who are a presumed beneiit population.
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 1
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
EXHIBIT "A-1"
2020 HUD INCOME LIMITS
THE PRESBYTERIAN NIGHT SHELTER OF TARRANT COUNTY, INC.
(NOT APPLICABLE)
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 2
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
EXHIBIT "A-2"
ENVIRONMENTAL MITIGATION ACTION
THE PRESBYTERIAN NIGHT SHELTER OF TARRANT COUNTY, INC.
No mitigations are required.
This categorically excluded activity/project converts to EXEMPT per Section 58.34(a)(12),
because it does not require any mitigation for compliance with any listed statutes or authorities,
nor does it require any formal permit or license. Funds may be committed and drawn down
after certification of this part of this (now) EXEMPT project.
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 3
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
EXHIBIT "B"
BUDGET
THE PRESBYTERIAN NIGHT SHELTER OF TARRANT COUNTY, INC.
SOURCES AND USES
Project: Rehabilitation of Karl Travis Men's Center Kitchen
Construction
Funding Priority of CDBG Loan Financing
Source No. Description Lien Funds Rehab participants
Amount
1 CDBG Loan lst $340,000.00 $340,000.00
TOTAL
SOURCES
OF FUNDS
TOTAL
USES OF
FUNDS
$340,000.00
$340,000.00
City of Fort Worth
CDBG FUNDS BUDGET
Construction Costs for Rehabilitation of Karl $340 000.00
Travis Men's Center Kitchen '
TOTAL $340,000.00
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 4
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
EXHIBIT "C"
CONSTRUCTION AND REIMBURSEMENT SCHEDULE
THE PRESBYTERIAN NIGHT SHELTER OF TARRANT COUNTY, INC.
Activity CDBG Funds
Total Costs for Rehabilitation of Karl
Travis Men's Center Kitchen $340,000.00
• Contract signed
• Procurement for Architectural &
PHASE I Engineering*
COMPLETED by: . Architectural & Engineering
June 1, 2021 Fees
$26,400.00
*Contractor/subcontractor/vendor searches
under the Federal System for Award
Management (www.sam.�) must be
submitted prior to any reimbursement under
the Phase.
Construction/Rehabilitation of Karl
Travis Men's Center Kitchen:
• Procurement for Construction
PHASE II Contractor*
• Construction Costs
COMPLETED BY: . 100% Completion of Project �303,600.00
June 1, 2022
*Contractor/subcontractor/vendor searches
under the Federal System for Award
Management (www.sam.�) must be
submitted prior to any reimbursement under
the Phase.
Completion/Close Out of Karl Travis
Men's Center Kitchen:
• Punch List/Final Inspections by
PHASE III Neighborhood Services
FINAL PAYMENT Department Inspectors
COMPLETED BY: . Rehabilitation Completed �10,000.00
September 1, 2022 . Final Reimbursement Forms to
include Section 3 Report per
CBDG contract Section 10 and
14.11.3
TOTAL CDBG FUNDS $340,000.00
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 5
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
EXHIBIT "D"
AUDIT REQUIREMENTS
THE PRESBYTERIAN NIGHT SHELTER OF TARRANT COUNTY, INC.
CITY OF FORT WORTH NEIGHBORHOOD SERVICES DEPARTMENT
AUDIT REQUIREMENTS
Organizations expending $750,000 or more in federal awards (from City of Fort Worth and other
funding sources) during their fiscal years shall obtain either an annual single audit or a program
specific audit. Organizations may have a program specific audit in accordance with OMB
Circular A-133, or other standard set forth in the Contract if applicable, if they expended funds
for only one federal program as listed in the Catalog of Federal Domestic Assistance
("CFDA"). If funds are spent for more than one federal program, a single audit is required.
The audited time period is the organization's fiscal year, and not the City of Fort Worth's
funding period.
The audit shall be conducted by a certified public accountant ("CPA") that is licensed at the time
of the audit by the appropriate regulatory body. The CPA shall meet all of the general
standards concerning qualifications, independence, due professional care and quality control
as required by Government Auditing Standards, including the requirements for continuing
professional education and external peer reviews. Auditor selection must adhere to federal
procurement requirements.
A separate supplementary schedule of revenues, expenditures and changes in fund balance
for each City of Fort Worth contract is no longer required. The Schedule of Expenditures of
Federal Awards should list City of Fort Worth 's contract numbers, the total expended for
each individual federal program, and the CFDA number (OMB A-133 §.310).
The independent auditor's report should include all of the relevant items listed on the "Audit
Report Checklist." Additional guidance on the conduct and reporting of these audits is contained
in the latest issuance of the following publications:
Government Auditing Standards issued by the Comptroller General of the United States, 2003
OMB Circular A-133 as revised 6/30/97 and amended June 2003
OMB Circular A-133 Compliance Supplement
AICPA's Statement of Position 98-3, "Audits of States, Local Governments, and Not-for-Profit
Organizations Receiving Federal Awards"
Various AICPA audit guides for nonprofits, colleges and universities and health and welfare
organizations
AICPA's Audit Risk Alert "State and Local Governmental Developments"
Government Auditing Standards by the Texas Department of Housing and Community Affairs fo�
Properties Receiving Low Income Housing Tax Credits
All organizations that receive a City of Fort Worth award must submit the provided Audit
Certification Form which certifies whether you are subject to a single/program audit.
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 6
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
Organizations receiving federal awards from the City of Fort Worth who are not required to
have an audit shall certify in writing to the agency. The organization's Chief Executive
Officer or Chief Financial Officer shall make the certification within 60 days of the end of
the organization's fiscal year in the year that the project was completed.
The following items should be submitted to the City of Fort Worth Internal Audit Department
within the required timeframe:
Due 60 da,vs after organization's fiscal ,vear end in the year that the project was completed: (required for
all subrecipients).
Completed Audit Certification Form
Due within the earlier of 30 days after receipt of the auditor's report ar nine months after the end of
the audit period.
Two copies of the entire audit report issued by the CPA
Two copies of any management letter issued by the CPA in conjunction with the audit report
Two copies of management's comments on all findings, recommendations, and
questioned costs contained in the audit report and management letter, including
a detailed corrective action plan
Failure to submit any of these items by the required due date may result in holds on current
draw requests, suspension of the organization's contract(s) and eligibility for future funding.
If the organization does not meet the requirements of having a single/program audit
conducted, records must still be kept available for review or audit by City staff (OMB A-133
Subpart B Sec 200(d).
If additional information is needed concerning the audit requirements, please call (817) 392-
6141.
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 7
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
CITY OF FORT WORTH
NEIGHBORHOOD SERVICES DEPARTMENT
SINGLE AUDIT REPORT CHECKLIST
The Department developed this checklist to help organizations improve the quality and
completeness of audit reports.
❑ General Purpose or Basic Financial Statements of the Organization Opinion/Report on
Organization's Financial Statements in accordance with Government Auditing Standards
❑ Notes to the General Purpose or Basic Financial Statements of the Organization
❑ Opinion/Report on Schedule of Expenditures of Federal and State Awards
❑ All reports are signed and dated by the auditor
❑ Two copies of the audit reports are submitted
❑ Two copies of the management letter, if issued in conjunction with the audit report. Two
copies of comments by management concerning all findings and recommendations
included in management letter, including a corrective action plan.
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 8
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
CITY OF FORT WORTH NEIGHBORHOOD SERVICES DEPARTMENT
Audit Certification Form
Subrecipient:
Fiscal Year Ending: / /
Month Day Year
❑ We have exceeded the federal expenditure threshold of $750,000. 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.
❑ We did not exceed the $750,000 federal expenditure threshold required for a Single Audit or a
Program Specific Audit to be performed this fiscal year. (Fill out schedule below)
Must be filled out if Single Audit or Program Audit is not required:
Federal Expenditure Disclosure
Federal Funds
Pass Through
Federal Grantor Grantor
Total Federal Expenditures for this Fiscal Year
Program Name & Contract
CFDA Number Number Expenditures
Printed Name
�
Title (Must be CFO, CEO or equivalent)
Autharized Signature (Must be CFO, 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 eligibiliry for future funding.
Submit this form to the City of Fort Worth Neighborhood Services Department within 60 days after the end of your fiscal year.
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 9
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
EXHIBIT "E"
LOAN DOCUMENTS
THE PRESBYTERIAN NIGHT SHELTER OF TARRANT COUNTY, INC.
To be added at a later date
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 10
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
EXHIBIT "F"
REIMBURSEMENT FORMS
THE PRESBYTERIAN NIGHT SHELTER OF TARRANT COUNTY, INC.
INVOICE
Developer: The Presbyterian Night Shelter of Tarrant County, Inc.
Address: P. O. Box 2645
City, State, Zip: Fort Worth, TX 76113
Project: Rehabilitation of Karl Travis Men's Center Kitchen
Tax ID NO.:
Amount
This Invoice Cumulative to Date
Developer's Certificarion: I certify that the costs incurred are valid and consistent with the terms and condirions
of the Contract between City and Developer. By signing this invoice, I cerrify that to the best of my knowledge
and belief the data included in this report is true and accurate. It is acknowledged that the provision of false
information could leave the certifying official subject to the penalties of federal, state, and local law.
Signature and Date:
Name:
Title:
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 11
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
Attachment II
City of Fort Worth
Neighborhood Services Department
Expenditure Worksheet
Agency: The Presbyterian Night Shelter of
Tarrant County, Inc.
Program: Rehabilitation of
Karl Travis Men's Center Kitchen
Check
Line Na No. Date Payee Description Account Code Amount
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
TOTAL
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 12
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
EXHIBIT "G"
DOCUMENTATION OF CDBG REQUIREMENTS
THE PRESBYTERIAN NIGHT SHELTER OF TARRANT COUNTY, INC.
Capitalized terms not defined in this Exhibit shall have meanings assigned to them in the Contract.
NATIONAL OBJECTIVE:
All clients receiving services in the Karl Travis Men's Center Kitchen must qualify as homeless
and therefore be presumed benefit clients.
In order to meet the National Objective, Developer will list all clients who receive services at the
Karl Travis Men's Center Kitchen on the attached Unduplicated Client Data Report -
Attachment IIL Clients will be listed the first time each client is served each year of the
Performance Period.
CDBG REQUIREMENTS:
During Term of Contract:
Developer will use the CDBG Funds to rehabilitate the Karl Travis Men's Center Kitchen located
at 2400 Cypress Street, Fort Worth, TX 76102 in order to create an emergency shelter for homeless
single women. Developer will spend CDBG funds on eligible costs of the rehabilitation of the Karl
Travis Men's Center Kitchen.
During Term of Performance Period:
In consideration of the CDBG Funds provided through this Contract, Developer agrees to provide
the following information and meet the following requirements for clients served in the Karl Travis
Men's Center Kitchen:
Once every quarter submit the attached Unduplicated Client Data Report - Attachment
III listing all clients served. The Unduplicated Client Data Report - Attachment III
summarizes information regarding the household income, size, race, ethnicity, gender of
head of household, disability status, and income for all clients served by Developer in the
Karl Travis Men's Center Kitchen the first time during each quarter. Clients served once
during each year of the Performance Period shall only be counted the first time they are
served when determining the total count of Unduplicated Clients.
• Each quarterly report will be due as follows during the Performance Period:
o lst quarter (October-December) report due January 15
0 2nd quarter (January-March) report due April 15
0 3rd quarter (April-June) report due July 15
0 4th quarter (July-September) report due September 30
• Each report should contain a list of Unduplicated Clients served for the quarter and should
be emailed to the Compliance Division of the Neighborhood Services Department. Each
report will be a cumulative report, meaning the 2"d quarter report will contain the clients
CDBG CONSTRUCTION CONTRACT - EXHIBITS Page 13
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
served on the lst quarter; the 3''d quarter report will include clients served in quarters 1 and
2 and so on. A new report will be started October 1 of every year.
Once every quarter, submit an activity performance report in a format chose by Developer.
The activity report must include information relevant to the execution of services/activities
taken place at the Karl Travis Men's Center Kitchen, such as number and nature of
services/activities, number of clients served by each service/activity, and any other relevant
information.
Meet the CDBG Requirements and National Objective as outlined in the Exhibit "G"
o Each Unduplicated Client served will be listed on the Unduplicated Client Report
— Attachment III. The form will be verified by Developer's staff.
o Developer's staff must ensure that all Unduplicated Clients are listed on the report.
In order to ensure compliance with the CDBG Requirements, Developer's staff must be
provided with a copy of this Contract and a relevant CDBG training manual.
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 14
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
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CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 15
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
EXHIBIT "H"
FEDERAL LABOR STANDARDS PROVISIONS — DAVIS-BACON
REQUIREMENTS
Federal Labor Standards Aravisions
U,S. Department of 1-lousing
and Urban De�elapment
Office of Labor Relations
Applicahiliiy
The Project or Program to which the coastructfon work
covered by this contraot pertains is taeing assisted ky the
tJnited 9tates of America and the following Federal Labor
Standards Provisians are included #n this Contraci
pursuant to the provisions applicabie ia such �adera€
855i5fdttGB.
A. 1. (i� Minimurr� Wages. AI! laborers and mechanics
employed or working upor� the site of the work, wi11 be paid
unconditionally and nof €ess offen than anGe a week, and
without subsequent dsductioa ar rebate on eny account
(except suc�r payroli deductions as are permitted by
regulations issued by the Secretary o6 Labor under Fhe
Copeland Act (29 CFR Part 3), the iulf amount of wages
and bona fide fringe benefifs (ar aash equivalents thereof)
due at time af payment aomputed at rakes not tess Ehan
those confained in the wage determination of the
Secretary of Lahor which is attachec� hereta and.made a
part herea€, regardiess ot any contractual retaiianship
which rr�ay 6e alleged lo exist i�etween the cantractor and
such labvrers and mechanlcs. Contribuiions made or
cosks reasonabiy aniicipated for bona iide fringe benefiis
under Section I(b)(2j of fhe �avis-Bacon Acd on behalf of
iaborers or mechanias are oonsidered wages paid ta such
laborers or mechanics, subject fo the provlsians of 2$ CFR
5.b(a){1)(kv); also, regufar contributions made oe costs
incurred far mare than a weekly periad (but not less ofiten
than quarterEy) under plans, funds, or pragrams, which
cover fhe particu[ar week[y period, are deemed to be
construcfive[y rnade or incurred during such weekly period.
Such lahorers and mechanics shali be paid the apprapriate
wage rate and #ringc; benefits ort the �vage determi�ation
for the classificatton ot work aeivafly perfnrmed, wlthovt
regard to skfli, except as provided i.n 29 CFR 5.6(a;(4}.
Laborers or mechanies performing work in more than ane
classifieation may be campensated at the rate specified ior
eacl� classification for ihe tirt�e actuaify worked therein:
Provfded, That the employer's payrofl reca€ds accurafely
set farth the time spent in each cfassificatian in which
wo€k is performed. The wage deierraination (including any
addEfional c[assificetion and wage rates conformed under
29 CFR 5.5(a)(1j(ii) and the davis-Bacon poster (WH-
1321 ) sha[I be posted at a€! fimes by the coniracfor and its
subconiractors af the sEie nf the work in a prominent antl
acceasible, p3ace where it can 6e easiiy seen by the
workers.
(ii) (aj Any c€ass af Iaborers nr mechanics which is not
listed in ihe wage dafermination and which is ta ba
ernplayed under #he contracf shall be classifled in
eonformance with the wage deterrnination. HUD shali
approve an additional ciassi#ication and wage rate and
fringe be�sfits therefor only ivhen ihe followir�g criieria
have been mef:
(1) The wark to be performed by tfie classification
req�ested is rtot periormed dy a c[assification in the urage
determination; and
(2) The c[assification is uiilized in the araa by ihe
construction industry; and
(3) The proposed v�rage rafe, including any bona flde
fringe benafits, 6ears a reasanatsle refaiionship to the
sNage rates contained in the wage determination.
(b) if fhe cantractor and the [aborers and mechan€cs to ba
employed irt the ciassification (if known), or fheir
represeniatives, and HU� or its designee agree on the
classiCicatian and v�rage rate (inaluding the amaunt
designaied for fringe benafits where appropriatej, a report
of thE actian tak�n shai[ be sent by HU� or its designee fa
ihe Rdminisirator af the Wag2 and Hour Divisi0n,
Employment 5tandards Admin€siratlan, U.5_ �epartment of
Labor, Washingion, f1.C. 202'[fl. The Administrafar, or an
authorized representetive, v�riif apprave, mndify, or
disapprove every additional classification action with[n 30
days of receipt anc! so advise HUD or its des€gnee or w€Il
notify HUD or tts 8esignee wiihin the 30-day period that
additional time is necessary. (Approved 6y the flffice of
Management and Budget under OMB control number 1215�
oa ao.7
(cj In the event the contractor, the laborers or mechanics
to be employed �n the classiiication or their
representaiives, anrf HUD or its designee do nnt agree on
the propossd classificafion and v�rage rate (including the
amovnt desig�aled for frings l�enEfiEs, where appropriate),
HUD ar its designae shail refar the queskians, including
the views of al! irtteresfed parfies and the reeommenda4ion
of HITD or its designee, fo ihe Adrninistrator for
determinat9on. The Rdm1n€sfrator, or an a�thorized
representative, wii3 issue a determination within 30 days of
receipt and so advise HUD or iis designee ar wiil noiify
NLiD or kts designee within fhe 30-day geriod that
additional time is necessary. {Approved by the �ffice of
Management and Budget urcder OMB Contro[ Number
1215-�140.) �
[d) The wage raie (]ncluding fringe benefits where
appropriate) deiermined pursuant to subparagraphs
{i)(ii){6) or {c) af ihis paragraph, shall 6e paid ta al[
workers performing work in the cla55ification under this
cont�act firom ihe #irst day on which work is perfarmed in
the Glassification.
(iiF� Whenever the mirtimum wage rate prescribed in ihe
confract for a class af iak�orers or mechanics includes a
fringe benefit whiah is �vt expressed as an hourly rate, Yhe
cantractor shall either pay the benefit as stated in the
wage determinaiion oe sha[I pay anoiher bor€a fide Fringe
benefit or an houriy cash equiva[ent khereof.
(iv) If ihe coniractor does not make payments ta a irustee
or other third person, ihe cantracfar may consider as part
ro�, �uD.�o�a tosi2oosy
Previous editians are absolate E'age 1 of 6 ref. Handhook 1344.1
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 16
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
o# the wages of any laborer or rnechanic the amount af any
casts reasonab€y anFicipated in providing bona fide fr€nge
trenefits under a plan or program, Provfded, That the
Secretary of Labur has found, upon tris written request of
the contraciar, that the applicable standards nf the �avis-
E3acon Act have been met, The Secretary of La6or may
require the cnntractor to set aside in a separate account
asseis for the meeting oi obligations under the plan or
program. (Approved hy the Office of Managemen# and
Budgei under OMB Cantrol Number 1215-�140.)
2. Vliithholding. HUD ar its designee shell upofl €ts own
action or upon written request . nf an autharizeci
represaniati�e af the OeparYment ofi Labnr wiihhold nr
cause fo �e withheld from the cantractor undet this
confract or any oiher Federal coniract with the sama pri�ne
canfractnr, or any ot�er Federaily-assisf�d contraci
subject to Ravis-Bacon prevafiing wage requirements,
which Is held by tha same prime contractnr so much nf the
accr�ed payrtsents ar advances as may be considered
necessary lo pay laborers and mechanics, induding
apprentices, trainees and helpeas, �:mpioyed by ihe
contraetor or any subcontractor the full amaunt of wages
requEred by ihe contraei in the euent of failure to pay any
laborer or mechanic, inciuding any appreniiee, trainee or
heiper, employed or working on fhe site of ihe work, all or
part of the wages required by the contract, HUL� or its
design2e may, after written notice to the contraator,
sponsor, appticani, or owner, take such actian as may be
necessary to cause the suspensinn nf any furtt�er
payment, advanca, or guarantee of funds untii such
vio]atians have eeased. NUD or its designee may, after
wriiten not"sce to the contractar, disburse s�ch amounts
withheid for and ori aceount of tfie contractor or
subconfractor fo the respective err€pEoyees fo whom ihey
are due. The Cornptroller General shall rnake such
disbursements irr the case pf diraci pavis-Bacvn Act
eontracts.
3. (f) payrolfs and basic records, Payrolls and t�asic
records reiating thereta shall be maintained by ihe
contracfor during the course ot the wark preserved for a
period of ttsree years thereafter for all laborers and
mechanics warking et ihe site of ihe work. S�ch records
shaf� coniain the �ame, address, and sacial security
num6er of each such worker, his or her coerect
classificaiiort, hourly tates nf wages paici (including rates
af contributions or eosts anticipated for bona fide fri»ge
beneiit5 or cash equivalants thereof ot the types described
in Section I(b}(2}(8} of the �avis-bacon Act) daily and
communicaied '€n writing to the laborers ot mechanics
aifected, and records which shaw the costs artticipated or
fhe actuak eost incurred ln providi�g such benefit5.
Contractors employing apprentices ar trainees under
approved progra�tts shall mainYain writfen avidence af the
registra#ior€ of apprenticeship pragrams and certificatian of
traEnee programs, tha €egistra#ion of the appren4lces and
Yrair�ees, and iha raiios and wage rates prescribed in the
appllcable programs. (Approved 6y fhe Office of
Management ar�d Sudget under OMB Conkrol Nurnbers
t215-0140 and 1295-0017.)
(it) (a) The contrackor shaii submit week�y for each week
in which any contract wor€c is performed a copy of afE
payrolis.to HUD or its designee if the agency is a pariy to
the contract, hut if the agency is nat such a pariy, the
cantractar wii[ submit the payro3ls to the agplicani
sponsor, or owner, as the case rr�ay be, for transmission to
HUD or its designee. ihe payralls submEtied s�al� set aut
acc�ratefy and compleEely all of Yhe information required
ta I�e malntained under 29 CFF2 5.5{a){3)(i) except that iuli
sociaf secur3ty numhers artd home addresses shal] not be
included on weekEy trar�smi#tafs. Insfead the payroifs shall
only need to include an +ndividually idenfifying number for
each employee (e.g., the lasi tour digits af the employee's
sociai seeurity number). The required rreekiy payrofl
informaiion may he submitted in arty form desired.
C3ptionai Form WH-347 is availahle for tftis purpose fram
the V3/age artd Hour t5ivision Web siie at
httA://vrww.dol.vav/esa/whd/iorms/wh347instr.f�2m or iis
successnr site. Ti�e prime cantractor is respansi�la fnr
the su6mission oF copies of payrolls by ail subeontractors.
Contractors and subconfractors shall maintain the iu11
sncial secur[ty numioer and curreni address of each
cavered worker, anc€ Shall ¢rovide th8m upnn request ta
HUD or its designee if the agency is a party lo the
cantract, but if ihe agancy is not such a party, the
contractor will submit the payeaifs to ihe applicani
sponsor, or awner, as the case may be, for Era�smissian to
HLiQ or its designee, the contractor, or the Wage snd Hour
Division of the �eparfinent nf Lahor for purpases of aR
invesiigation or audii of eompfiance with prevxif[ng wage
requirements. Ii is not a violatian of this subparagraph for
a pr€me contraetor to require x subcant�aetor to provide
addresses and social security numbers to the prime
cantractor for its owrc records, wifho�f weekly submission
to HUD or its designee. (Approved by the Qf?ice af
Management and Budget under OM6 Contro] Num6er
12i5-0149.)
weekly r€umber af hours worked, deductians made and (b) Each payroll submitkad sha11 be accnrr�pan3ed by a
actval wages paisi. UVhenever fhe Secretary of La6or has "Sfaternent af Com�liance," signed 6y the contractor or-
found under 28 CFR 5.5 (a){1)(iv) that the wages af any subcontractor or his or her agent who pays or supervises
la�orer or mechanic inc[ude the amount af aay costs the payment of ihe persons emp[oyed under tt€e contract
reasonably anYicipated in prQviding benefits under a plan and shalf eerti?y the follawing:
or program described in Section I(b)(2)(B} of the �avis- {1) That the payroll for the payroll perlod contains ihe
Hacon Act, the contractor sha€i maintain reeords which intormatian required ta be provided under 29 CFR 5.5
show that the commitment to prDvide svCh hEnefits is
enforceable, that the plan or program is financially �a)(3)(ii), the appropriate information is being rnaintained
under 29 CFR 5.5(a}{3)(i), and that such information [s
responsible, and that the p[an or grogram has been correct and complete;
Previaus editions are obsolets farm HU13-4U't0 (06/2o�9}
Page 2 of 5 ref. Handbnnk 1344.1 -
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 17
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
(2} That each €aborer or m�chanic (inc[uding each heiper,
apprentice, and irainee) employed nn tha contract during
the payrall period has been paid the 4ull weekly waqes
earned, without rebate, ei€her directiy or 'sndirectly, and
that no d�ductions have been made eithee directly ar
Indireciiy irbm ihe iull wages earned, other ihan
permissi6le deductions as set forih in 29 CFR Pari 3;
(3] That each la6arer or mechanic has been paid not less
than the app[icable wage rates and fringe benefits ar cash
equiveients for Ehe classification af work p�r€ormed, as
speci#ied in t}�e applicab[e wage determination
incorpaealed intv the contracf.
�cj The weekfy subrRissian of a properly axecufeci
ceriification set forth oa the reverse side of Optionaf,Form
WH-347 sha€6 satisfy the requirement for su6missEon af fhe
°Staferttent of Compliance" required by subparagraph
A.3.(ii)(b}.
(d) The fafsifcation of arsy of fhe a6ove ceriificatio�s may
subject the confractnr or su6contraCtor to civi[ or crlminai
prosecution under Seetion 100`I nf Tifla t8 and Sectinn
231 of 7itEe 31 of fhe United States Code. -
(iii) 7he cantracior or su6contracior shalE make the
records raquired ur�der aubpxragraph A.3.(i) availa@le for
inspectian, eapying, or transcripEion by authorized
represenfatives of HU� or 1ts designee or the bepartment
of Labor, and sitail par�€it such representatives to
ir�terview empinyees durinq warking haurs on the jo�. 1f
the cantractor or subcantractor faifs io submit the required
records or to make thein evaifable, HUD or its designee
may, after writt�n not€ce io the contraetor, sponsor,
applicant or owner, take s�ch actian as may he necessary
ta cause ih8 suspension of any iurther paymeni, advance,
or guarar�tee af funda. Furtherrnvre, failure io submit khe
req�ired recards upan request or to make such records
avaiiable may be grounds for debarmer�t action pursuanl to
28 CFR 5.12.
4. Apprentices �nd Trainees.
�i) Apprentices. ApprentEces cvii[ be permitted to work at
less than the predetermined rate for the work they
performed when they are empioyed pursuani to and
individua]ly register�d in a hona fide apprenticeship
prograrn regisiered with the W.S. �epartroent of Labor,
�mployment end Trsining Adrr�iniatratinn, Offlce of
Apprenticesh�p Tralning, Emplayer and Labor Services, or
with a Stafe Apprenticeship Agency recogr�ized by the
Office, or ii a person is �rnplayed in his or her firsi 90
days of probafinnary emp3oyment as an apprenkicz in such
an apprenticeship program, who is not indEvidualfy
reg(stered in ihe pragram, but who has been certiiied by
khe Off€ce ai Apprenticeship Training, Emp[oyer and Labor
Services or a Siate Apprenticeship Agency (where
apprapriate) to be el3gibfe ior probationary employment as
an apprentice, The a€Inwable ratio of apprentiees fo
joumeyman on the job site �n any craif classiiicatian s4a11
not be greater than the raiio permitted to t�e contractor as
to fhe entire work force under the reg€stered grogram. Any
worker [isted o€� a a roEl at an a prentice wage rate who
is not registered or t�therwise employed as sEated above,
shall be paid not Iess thart the appiicable wage rate on the
wage d�terminatian for the classiticatian of +�ork actual[y
performed. In acEdition, any appreniice performing work on
the job site in axcess of the ratlo permiiied uncfer the
registered program shail be patd not less fhan the
applicab€e wage rate on the wage determination for the
work actually perfarmed. Where a contraetor is performing
Canstiuetion on a project in a locaf3ty ather than that in
which iks program is registered, the ratios and wage rates
�expressed in percen#ages ni the jnurneyman's hourly
raie) specifiad in the contracfor's or subcantractor's
registered program shal[ be obser+red. Every appreRtice
must 6e paid ai nof less than fhe rate specified irt the
registered program for the appreniice's leve[ of progress,
expressed as a percentage af fhe journeymen hourly rate
specified in the applicet�le wage determinaiion.
Apprentices shall be paid fr€nge benefits in accardance
with the provisions of the apprenticeship pragram. if the
apprenticeship program does nat specify fringe bertefits,
apprentices m�si be paicf the fuEl amount of fringe benefiis
listed on the wage determinafian for ihe appiicable
classification. if the Adrrtinistrator deiermines ihaf a
diPferent practice preuai[s far the applicabfe apprentice
classificat€on, fringes shall be paid '€n accordance with that
determination. In the evenY the Office af Apprenticeship
Training, Er�ployer and Labor Services, or a State
Apprenticeship Agency recognized ay the Office,
withdraws approva[ of an apprenticeship program, the
confractor wi3E no innger be permitied tn ufilize
apprentices ai less than the applicat�le predetermined rate
for the work performed until an acceptable program is
approved.
(ii) 7rainees. Excepi as provided "€n 29 CFR 5.15,
trainees wili not be perrr€itted fo work at kess tha� th�:
predatermined rate fnr fhe wark p�rformed unfess thay are
empinyed pursuant ',trs and individualty registered in a
pragrarn �vhich has received priar approva3, evidencad by
formal eert'sfication by the U.S. i7epart�ent of �abor,
Employment and 7raining Administeafian. T'he �atio of
frainees fo jo�meymen an the jQb site shall not be gieaier
fhan permiited urtder the plan approved by ihe
Employment and Training Administration. Every irainee
must be paid af not less fhar� the rafe speei#ied in the
approved pragram for #he trainee's level af progress,
expressed as a percenfage oi fhe journeymaR houriy rate
specffied in the applicable wage determinatlon. Traknees
shalf be paid fringe benefits in accnrdanc� wiih fhe
provisions of ihe trainee program. If the trainee prngram
does not mentiort fringe t�eriefkts, irair�ees shall be paid
ihe fulf amour�t af fringe benefits listed on the wage
determination unlEss the Administrator of the Wage and
Hour Division determines that there is an apprenticaship
program associated with the correspond3ng journeyman
wage rate on fkte wrage deterrr�ination �vhich prnvides for
less than fu€I frir�ge benefkts for apprentices. Any
empioyee listed orc ihe payr.a61 af a trainee rate who is not
P y P regisiered and parficipating in a trai�irsg p[an approveci hy
Prev3ous editians are obso[ete form HUD�A94D (D6l2Q09)
Page 3 of 5 ref. Handbopk 1344_1
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 18
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
the Employmer�t and Training Administration sha11 be paid
not [ess fhan the appllcabie wage rate oa the wage
determir�ation far the work attualiy performed. In addiEion,
any frainee performing worK on the job site in excess of
t�e ratio permiited und�r the r�gistered prograrn shail be
paid nat fass than the applicable wage rate an ihe wage
determination fior the work actua[!y performed. In the
event fhe Emplayment and irainirig Adminisfration
wlthdrsws apprnual of a training program, the contractor
will no lortger be permitted to utilize tra€nees at less tha�
ihe applicable predeterm€ned rate for the inrork pe€formed
untii an acceptabEe peograrr€ is approved.
(iii) Equai erz�ployment np�arEunity. The utl€izatSnn af
apprentices, trainees and jaurneymen under 29 CFR Par# 5
shail be in confoemity with the equal employment
epporiunfty requi€ements oi �xecut€ve Order '€'[246, as
amended, and 29 CFR Part 9fl.
5. Compliance with Copeland Act requirements. ihe
cvntraetor shall comply with the requirements of 29 CFR
Pari 3 which are irtcorporated by ref�rence in this cantraci
8. Suhcontrasts. The eontractor or subcarttractor will
insert in any subconiraets the clauses cantained in
subparagraphs 1 fhrough '[1 Erc this paragraph A and such
other clauses as HUD or iis designee may by approprlate
in5truetions require, and a eopy of the applica6le
prevailing wage decision, and also a clause requiring ihe
subconiractors #o include these c[auses in any lower t€er
subconirac�s. The prirse contractar s}�all be responsible
for the corr[pliance by ar�y subeontractor or lower tier
subconhacfor with a11 fhe corstract clauses in fhis
paragraph.
T. Contract tarminafion; debarment. A t�reach ai ihe
contract c[ausas in 29 CFR 5.5 may be grounds #or
termination of #he contrac( and ior debarmenf as a
contracior and a subcontrac#or as provided in 29 CFR
5.12.
8. Compiiance with �avis-Baccn and R�fa%ed Act Requiremenfs.
Ali rulings and interpretat[ons of the Davis-Bacon and
Re6ated Acts contained in 29 CFR Par1s f, 3, and 5 are
hereln incorporaied by reference in this contract
9. Disp�ies cancerning labor sfar�derds. Dispuies
arising out of the ia�or standards provisians of ti�is
contract sha31 not be subject to ihe general disputes
clausa of this contraCt. Sueh disputes shaEl be resoivad in
aocordance with the prncedures of the Department of
Labor set forth in 29 CFR Paris 5, 6, and 7. pisputes
within the tneaning of ihis c€ause inciude dispuies between
the contractor (or any of [ts subconiraciars) and NtlD or
iis designee, ihe U.5. Lapartmeni of Labor, or the
ernployees or their represantatives.
'[0. {i} GertiftaaEian of Eligibility. ey entering into this
coniract the confractor certifies tha# neithar it {nor he or
she) nor any person ar firm svho has an interest in Yhe
contracior's firm is a person or firm inefigibie to be
awarded Govemment contracts by virfue of Sectaon 3(a) of
ft�e Devis-Bacan Act or 29 GFR 5.12(a�(1) or ta be
awarded HUD cantracts or participate in HUD programs
pursuant to 24 GFF2 Part 2A.
(ii) No parf of ihis cantraCt shali 6e subcon;racted to any
persan ar firm ineligible far award ot a Governmar�t
coniraci by virtue of 5ection 3{a) oF the Davis-8acon Act
or 28 CFi2 5.12(a)(1j ar ta ba awarded HUD con4raats or
participate in HUC� programs p�rsuant to 24 CFR Part 2A.
(iii) The penaity for maCcing false sfatemersts is prescribed
in the ll.S_ Grimina! Code, 18 U.S.C. 1001, Additiorta[ly,
U.5. Crirr�inal Code, 5eciion 1 01 0, "fitle 18, U.S.C.,
"Feciera3 Housing Rdministration Fransact3ons", provides in
pari: °Whoever, for the purpose of ... influencing in any
wey ihe action of such Adrninistratfon..... makes, utters vr
publ€shes any statemeni knowing the same fo be false.....
shall be fined not more than $5,000 or irr�prisoned not
mare than two years, or f�oi3t."
11. Complaints, Proceedings, ar Testimony by
EI111jJIfly888. Ntl labarer ar mechanic to wham the wage,
salary, or other lal�or siandsrds prnvisions nf ihis Contract
are applicable shall 6e discharged or €n any other manner
discriminated againsi 6y the Caniractor or any
su6contractor because such emplayee has iiied any
� complaint or instituted or caused to 6e inatituted any
proceeding ar has tesiifled or is about to Festify in any
proc�eding �nder or r�fating to the la6or standards
applicable under this Gantract to his emp3oyer.
B. Coniract Work Hours and 5afety Standards Aci. The
provisions oi this paragraph B are appficable where the amount of the
prime contract exceeds $100,006. As used in ihis paragraph, the
terms "labarers" and "mechanics" include watChmen and guards.
(4) t3vertime requiremeats. Na carttraetor ar subcont€�actor
contracting for eny part of the cnntraci work which rr�ay require nr
invafve the emplaymer�t of lakorers or r�echanics shall require or
permii any such laborer oe mechanic in any workweek an which the
individuai is empioyed on such work to uvorK in excess of 40 hours in
such workweek uniess such iahnrer or mechanic receives
� eompensation at a rate not less than one artd one-haif times the basic
rate of pay far al1 hours �vorked in exeess of 40 hours in such
tvorkweek.
{2} Vio[atinn; liability fnr unpaid wagcs; iiquid�te8
darnages, In the event of any violation of the clause set
farth in subpacagraph (i) oi this paragraph, ihe cantracior
and any subcontractar responsib3e theretor shell be fiable
for the unpa€d wages. [rt additiort, such contraetor and
suhcontractnr shall ba liab€e to the United Sfates (in the
case of work c(ona under contraci for the DEstriet of
Calumkia or a territory, ta such District or tn such
terri#ory), for liquidaied damages. Such liquidated
damages shall be comp�ted with respect to each individual
la�orer or mechanic, including watchmen and guards,
employed in �iolafiort of ihe clause sef forth in
subparagraph (i) af this paragraph, infhesumof$10foreach
calendar day on which such indi�idua� was required pr permifted ta
work in excess of the standard workweek of 40 ho�rs withauf payment
of the ovEriirt�e wages required by the clause set forfh in su6
peregrapY€ (1) oifhis paregraph.
Prev[ous editions are obsolete form HUD-4010 (06l2fl09)
Page 4 of 5 ref. Handboak 1344.1
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 19
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
(3) Withholding fow unpaid wages and liquidated
damaqes. HUD or iis designee shali upon its awn action
or upon written request of an autharized. €epresentaii�� of
the Departrt�ent of Labor withhoid or cause ta be withheld,
from any moneys payab#e on account of work performed by
the contractar or subconiracior under any sueh conteact ar
any other Federal contract with the same prime conFract,
or any ofher Fedaralfy-assistEd coniract subjeet to the
Cantract WorK Haurs anc[ Safefy Standards Rct which is
held by the sarrce prime contractor such sums as may be
determined to be necessary fo saiisfy any liabilities of
suah contractor or subeorttractor for unpaid wages and
liq€�idated tfamages as provlded in #he clause set Foeth in
subparagraph (2) oF this paragraph.
(4� Su6cuntracts. Tha corttractor or suhcnntractor sha11
insert in any subcontracts khe clauses set torth in
suhparagraph (1) through (4) of this paragraph and also a
clause requiring the subcontractors to inciude fhese
clausas in any ]ativer tier subcontracts. The prime
contractar shal€ be respnnsibl� for eompliance by any
subcontractor nr Inwer tier suhcont3'actor wiih ihe ctauses
set forth In su6paragraphs (�} through (4) of this
paragraph.
C. Health and 5afety. The provisions of this paragraph C ar�
appiicab3e where the amount oithe prime corrtracf exceeds $1(30,000.
(1) No laborer or mechanic shatl he required to work in
surroundings or under working conditions whic�t are
unsanitary, hazardous, or dangarous to his health and
safieiy as determinec[ undar construciion safety anri healih
siandards prarnuigated by the Secretary of Labor by
regulaiion.
(2) Tha Ctsntractor shall comply with all regulations
i55usd �y the 5ecretary of Labor pursuant io Titfe 28 Part
t926 and iail�re io cor�ply may result in impositior€ vf
sanctions pursuant to the Contraci Work Hours and 5afety
Sfandards Act, (Pubfic E.aw 9't-54, 83 Sfat 98). 4D l]SC
37�� e# sea.
(3j The contractDr shakl indade Yh� provisions of this
paragraph in every subcontraci so that suCh provisions will
6e tiinding on each subcontractor. Tha eontrector shall
take such actian with raspect io any sul�contracfnr as the
Secretary of Housing and Elrbar� Develapraent or ihe
Secrefary oi Labor shall direct as a means of enfarCing
such provlsions.
Previous editions are obsolete fortn HUD-4010 (fl8l2009)
Page 5 af 5 raf. Handl�oak i344.1
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 20
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
EXHIBIT "I"
SECTION 3 REPORTING FORMS
THE PRESBYTERIAN NIGHT SHELTER OF TARRANT COUNTY, INC.
Section 3 Summary Report
Economic Opportunities for
Low — and Very Low-Income Persons
U.S. Department of Housing
and Urban Development
O�ce of Fair Housing
And Equal Opportunily
OMB Approvai No: 2529-0043
(exp.1113012010)
HUD Field OK�e�.
Section 6ack of page for Publlc Reporting Burden st�tement
1_ReciplentName&Address'. (sireet,ciry,state,zip) 2Federelldentlfntion' (grentno_) 3_ TotolAmountofAward'.
4. Gantact Persan 5. Phane: (Inclutle area cotle�
8. Length of Grant: 7. Reporting Periad:
8_ Date Repart Submitted_ 5_ Program Code_ (Use separate sheet 1 �_ Program Name_
far ea h pmgram �ade)
Part I: Employment and Training ('" Coiumns B, C and F are mandatory felds. Indude New Nires in E 8F)
n e c o E F
Number of Number of New % of Aggregate Numher % of Total 5[aft Hours Numder of Sedion 2
Job Cntegory New Hlres Hires [hat are oF Staff Hours of FEew Hires for Sedion 2 Employees Trai�iees
Sec. 3 Resldents tl�ai are Sec_ 3 Resldents and Trainees
Professionals
Technicians
O�ce(Clerical
Canstruction by Trede (Listl
Trade
Trade
Trade
Trade
Trade
Other (List�
Total
` Pragram Codes 3= Publidlntlian Hausing 4=liomeless 0.,sistance
1- Flexible Subsitly A- �evelapment, 5- HOME
2=5ection 20218� 1 6= Operation f3 = HOhAE Sbte Adminis�ered
C= Madem�ization 7= CDBG Entitlemen�
Page 1 of 2
CDBG CONSTRUCTION CONTRACT — EXHIBITS
The Presbyterian Night Shelter of Tarrant County, Inc.
Karl Travis Men's Center Kitchen Rehabilitation Project
B=CDBG StateAdminis[ered
D=OiherCD Programs
10 = O�her Housing Pragrams
farm HU� 64002 (6/2001}
Ref 24 CFR 135
Page 21
Rev. 3.16.21
ParS IL• Contracts Awarded
t Consfrudion Contracts:
A. Total dollar amo�nt of all contracts av✓arded on the project
B. Total tlollar amount of contracfs awardetl to Section 3 businesses
C. Percentage of the total dollar amount that was ewarded to Section 3 businesses I %
D. Total number o€ Sectiorc 3 businesses receiving contracts
2. Non-Construction Contracts:
A. Total tlollar amovnt all non-construction contracts a�r.�artletl on the projecVactivity
B. Total tlollar amount of non-construction contracts awartletl to Section 3 businesses
C. Percentage of the total dollar amount that uias awarded to Section 3 businesses � ,o
D. Total number of Secfion 3 businesses receiving non-constrc�ction contrects
Part III: Summary
Indicale the efforts made to direct the employment and ofher economic opportunities generated 6y HUD financial assistance for housing
and community development programs, ro the greatest extent feaslble, fo�r�ard low-and very low-income persons, particularly those who
are recipients of government assistance for housing. (Check all that apply.)
Atiempted to recruit !ow-inwme residents through: local advertising media, signs prominenlly displayed at the project sile,
contracls wilh the communiry organizations and public or pri�ate agencies operating within the metropolilan area (or
r�onmetropoli#an counry) in which the Section 3 covered program or project ls located, or similar methods.
Participated in a HU� program or other program which promoYes the training or employment of Section 3 residenYs.
Participated in a HUD program or other program wh€ch promotes the award of contracts to business concems which meet the
definition of Section 3 business cor�cems,
Coordinated v✓ith Youthbuild Programs administered in the metropolitan area in which ihe Section 3 covered praject is located,
Olhec descri6e below.
Public reporting for this collection of information is estimated to average 2 hours per response including the time for revievding instructions,
searching existing data sources gathering and maintaining the data needed, and completing and revie�r�ing the collection of information.
This agency may not collect this information and you are not required ro complete this form, unless it displays a currently valid OMB
number.
Section 3 of the Housing and Urban Development Acl of 1968, as amended. 12 U.S.0 1701 u, mandates that the Departmen# ensures that
employment and other economic opportunities generated by its housing and community development assistance programs are direcfed
loward lov✓- and very-low income persons. particularly those �r�ho are recipients of government assistance housing. The regulations are
found at 24 C�R Part 135, The informalion v✓ill be used by the Departmen# to monitor program recipients' compliance with Section 3, to
assess the results of the Department s efforts to meel lhe statulory objectives of Sec#ion 3, to prepare reports to Congress, and hy
recipients as self-monitoring tool. The data is enlered into a dalabase and v✓ill 6e analyzed and dis#ributed. The colieclion of information
involves recipients receiving Federal financial assistance for housing and community developmenT programs covered by Section 3. The
information �r�ill be collected annually io asskst HUD in meeting its reporting requirements under Seclion 808(e)�6) of lhe Fair Housing Act
and SecTion 9i 6 of the HCDA of 1982. An assurance of confidentiality is not applicable to lhls form. The Privacy Act of 1974 and OMB
Circular A-10S are noi applicable. The reporting requirements do not wntain sensitive questions. Data is cum�lative; personal identifying
information is not included.
P�ge z of z ro� H uo saoo2 �i � rzai o�
Ref 24 CFR 135
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 22
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
Form HU�-60002, Section 3 Summary Report, Economic Opportunities for Low- and Very Low-Income Persons.
Instructions: This form is to be used to report annual
accomplEshments regarding employment and other economic
opportunities provided to low- and very lo�•�-mcome persons under
Section 3 of the Housing ancE Urban Development Act of 1968. The
Section 3 regulations apply to any public andlndian housing
programs thaE receive: (1) de�elopment assistance pursuant to
Section 5 of the U.S. Housing Act of 1937; (2) operating assistance
pursuant to Section 9 of the US. Housing Act of 1937: or (3)
modernization grants pursuant fo Section 14 of the 11.5. Housing Act
of 1937 and to recipients of housing and community development
assistance in excess oT $200.906 expended for. (1 ] housing
rehabilitation (induding reduction artd abatement of lead-based paint
hazards); (2) housing construcfion; or (3j other puBlic construction
pro}ects, and to coniracis and subconiracls irt excess of$f00,000
awarded in connection �n�ith ihe Section-3-covered activity.
Form HU�-600D2 has three parts, �.vhich are to be completed for
all programs covered by Section 3. Pan I relates to empfoymeni
and [raining, The recipient has the option to determine numerical
employment9raining goals either on the basis of the rtumber of hours
worked 6y ne•.v hires {columns B, �, E and Fj. Part II of the form
relates to coniraciing, and Part III summarizes recipients' etForYs to
comply evith Section 3,
Recipienis or contractors subject to Section 3 req�irements must
maintain appropriate documentation to establish that HUD financial
assistance for housing and community developrrEent programs ti:�ere
directed to�.vard low- and very low-income persons," A recipient of
Section 3 covered assistance shall submit one copy of this report to
HU� Headquarters, Office of Fair Housing and Equal Opponunify.
Where the program providing assistance requires an annual
pertormance reporl, this Section 3 report is to be su6mitted at the
same time the program peHormance report is submitted. Nlhere an
annual perFormance report is not required. this Section 3 report is to be
submitted by January 10 and, if the project ends before December 31,
:��tthin 10 days of project wmpletion. Ooly Prime Recipieofs are
required ro report [o HUD. The repori musf incfude
accomplishments of all recipienis and fheir Secfion 3 covered
confracfors artdsubcontractors.
HU� Field Office: Enter the Field Dffice name .
1. Recipient: Enter the name and address of the recipient
submitting this repart.
2. Federal Identification: Enter ihe number that appears on the
award form (�a�ifh deshes). 1he award may be a grent.
cooperative agreement or contract.
3. �ollar Amount of A�n�ard: Enter the dollar amount, rounded to the
nearest dollar. received by the recipient.
4& 5. Contact Person.�Phone: Enter the name and telephone number
ot the person �:�ith kno���ledge of the award and the recipienYs
implementation of Section 3.
6. Reporting Period� Indicate the time period (months and yearj
this reporl covers.
7. �ate Report Submitted: Enterthe appropriate date.
8. Progrem Code: Enter the appropriate program code as listed a€
the boftom of the page.
9. Program Nair€e�, Enter the name of HUD Program corresponding
�+iith ihe'Program Code' in number 8.
Part I: Employment and Training Opportunities
Column A: Contains various job categories. Professionals are
deMed as people �:�ho have special kno�aledge of an occupation {i.e.
supervisors, architects. surveyors, planners, and computer
programmersj. For construction positions, list each trade and provide
data in columns B through F for each trede �Nhere persons �mere
employed. The category of "Othef' inGudes occupations such as
service a�orkers.
ColumnB: (MandatoryField) EnPerihenumberofnev+hiresfor
each category of workers identifed in Column A in connection �n�ifh
this a•.vard. New hire refers to a person �.vho is not on the contractor's
or recipienYs payroll for employment at the time of selection for the
Section 3 covered aavard or at the time of receipt of Section 3 covered
assistance.
Column C: (Mandatory Field) Enter the number of Section 3 new
hires for each category of �.vorkers identified in Column A in
connection with this a�.�vard. Section 3 netv hire refers to a Section 3
resident who is not on the contractor's or recipienTs payroll for
employment at the time of selection for the Section 3 co�ered award or
at the time of receipt of Section 3 covered assistance.
Column D: Enter the percentage of all the staff hours of new hires
(Section 3 residentsJ in connectlon wlth this award.
Column E: Enter the percentage of the total staff hours worked for
Section 3 employees and irainees (including ne��� hires) connected
with this award. Include statt hours Por part-time and full-time
positions.
Column F: [Mandatory Field) Enter the number of Sec€ion 3
residents that �mere trained in connectioa with €his aw�ard.
Part II�, CoNract Opportunities
Block 1: Constructian Contrects
Item A: Enter the total dollar arrtount of all wntracts aw�arded on the
projecUprogram,
Item B: Enter the total dollar amount of contracts connected Urith Ehis
projecUprogram that �.vere awarded to Section 3 businesses.
Item C: Enter the percentage of the total dollar amount of contracts
connected eti7th ihis project:program awarded to Section 3 businesses.
Item �: Enter the number of Sectiort 3 businesses receiving awards.
Block 2: Non-Construction Contracis
Item A: Enter the total dollar amount of all wntracts a�.l�arded on the
projecUprogram.
Item B: Enter the total dollar amount of contracts connected ��.1th this
project a:varded to Section 3 businesses.
Item C: Enter the percentage of the total dollar amount of cvntrects
connected 4�rith this projecVprogram am�arded to Section 3 businesses.
Item �: Enter the number of Section 3 businesses receiving ati:�ards.
PartIIL SummaryotEfforts—Self-explanatory
Submit one (1 j copy of this repoH to the HUD Headq�arters Office of
Fair Housing and Equal Opportunity, at the same time ihe
pertormanre report is submitted to fhe program office. The Section 3
report is submitted by January 10. Include only contracts executed
during the period specified in iterrt 8. PHAs!IHAs are to repoH all
c on t r a ct s+s u bc o nt ra cts.
' The terms "low-income persons" and very lo:v-income persons" have
the same meanings given the terms in section 3{b) (2y of the Unitec€
States Housing Act of 1937. Low-income persons mean families
(including single persansj whose incomes da not exceed 80 percent af
the median income for the area es determined by the Secretary, �.vNh
adjustmenfs for smaller and larger families, excepf that
Pa9ei
The Secretary may establish income ceilings higher or lower ihan 80 percent
of the median for the area on the basis of the Secretary's findings such that
variations are necessary because of prevailing levels of consiruction casfs
or unusually high- or lo�v-income families. Verylow-rncome persvns mean
low-income families {including single persons) a�hose inwmes do not
exceed 50 percent of the median family income area, as determined by fhe
Secretary with adjustments or smaller and larger families, except that the
Secretary may establish income ceilings higher or lower than 50 percent of
ihe median for ihe area on the basis of ihe Secretary's fndings that such
variations are necessary because of unusually high or low family incomes.
CDBG CONSTRUCTION CONTRACT — EXHIBITS
The Presbyterian Night Shelter of Tarrant County, Inc.
Karl Travis Men's Center Kitchen Rehabilitation Project
form HUD 60�02 (�1/2Q10)
Ref 24 CFR'135
Page 23
Rev. 3.16.21
EXHIBIT "J"
STANDARDS FOR COMPLETE DOCUMENTATION
THE PRESBYTERIAN NIGHT SHELTER OF TARRANT COUNTY, INC.
F4RT WURTH�
�tanaara or uocumentation ror rceimpursement or ueveiopment c,osts
Cost Type Documentation Standard
Acquisition of Real Property • Notice to 5eller (date must be on or before the date of options agreement
or sales contract and signed by the buyer and seller�
• Recorded Deed of Trust
- Purchase Agreement w/ Required HUD language
• Master Settlement Statement / HUD-1
• Appraisal or other document used to determine purchase price
• Proof of Payment (bank statement/cancelled check)
• Verification of Vacant Status (as applicable}
Pre-development and Soft • Invoice
Costs (Architect, Engineer, - Invoice should include:
Landscape Design, Surveys, date;
Appraisals, Environmental, Legal company's letterhead;
Fees, Other Consultants, Etc.) address for which service is provided;
description of service(s� and item(s);
amount for itemized services; and
total amount
• Proof of Payment (ie. bank statement or cancelled check}
• Fully executed contract/service agreements/letter agreement and
applicable amendments
- Provide printout from www.sam.�ov verifying
contractor/subcontractor is not listed on the debarred and
suspension list
• If only a portion is being paid with City funds, then show calculation and
documentation of how costs are allocated.
Construction Costs (Contractors & • Invoice
Subcontractors} - Invoice should include:
date;
company's letterhead;
address for which service is provided;
description of service�s� and item(s};
amount for itemized services; and
total amount
• Proof of Payment (i.e. bank statement or cancelled check)
• Copy of applicable inspection report(s} conducted by HED Inspector
• Copy of executed agreements
- Provide printout from www.sam.�ov verifying
contractor/subcontractors are not listed on the debarred and
suspension list
Neighborhood Services
FINAL as of 4/26/2016 Page 1
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 24
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
FORT WURTHo
Stanaara ot uocumentation tor rceimnursement ot ueveiopment [.osts
Construction Costs (Contractors & • If only a portion is being paid with City funds, then show calculation of
Subcontractors) how costs are allocated.
(continuedj - For payment of final retainage for the prime contractor, lien waivers for
the prime and all subcontractors.
- List of subcontractors
Materials Purchased Directly by - Invoice
Developer {if applicableJ - Invoice should include:
date;
company's letterhead;
address where materials will be used;
description of service(s) and item(s);
cost by quantity; and
total amount
• Proof of Payment (i.e. bank statement or cancelled check)
• Verification of Delivery
Developer Fee • Final Invoice ReflectingTotal DevelopmentCost
(if paid directly from HOME funds) • Proof of payment for any other entity/funding source contributing to
development costs.
• Show calculation of agreed upon developer fee percentage
• Copies of final lien releases from contractor/subcontractor
• Complete Documentation income eligibility of buyers/renters {i.e. income
docs for eligible homebuyer/tenants, sales contract between
developer/homebuyer, HAP Deed of Trust w/ required affordability period
language, etc.)
• Lease documents
• Final inspections of completed units
Neighborhood Services
FINAL as of 4/26/2016
CDBG CONSTRUCTION CONTRACT — EXHIBITS
The Presbyterian Night Shelter of Tarrant County, Inc.
Karl Travis Men's Center Kitchen Rehabilitation Project
Page 2
Page 25
Rev. 3.16.21
EXHIBIT "K"
SERVICES PERFORMED
THE PRESBYTERIAN NIGHT SHELTER OF TARRANT COUNTY, INC.
SERVICES TO BE PROVIDED BY DEVELOPER AT THE KARL TRAVIS MEN'S
CENTER HITCHEN:
Developer will provide the following services during the Performance Period: emergency shelter
services to homeless individuals.
Developer shall notify City if it substantially changes or modifies its Program services at the
Karl Travis Men's Center Kitchen to enable City to determine if such changes affect the
National Objective, the CDBG Requirements or other requirements of the CDBG Regulations.
Developer further agrees that it will notify City of any other services that it offers on a regular
basis to clients at the Karl Travis Men's Center Kitchen in order to determine if such services
are eligible for presumed benefit clients using those additional services and to determine if the
additional services can be counted towards the National Objective, the CDBG Requirements,
*'�� �';*�, p��,,;r�m�r*� or other applicable requirements of the CDBG Regulations.
Developer agrees to provide to City on request any reports, audits or similar documents that it has
received during the Performance Period from any state or federal agency having regulatory
authority over the Program or any other services offered by Developer in the Karl Travis Men's
Center Kitchen.
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 26
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
EXHIBIT "L"
MBE REPORTING FORM (HUD2516)
THE PRESBYTERIAN NIGHT SHELTER OF TARRANT COUNTY, INC.
Excel Spreadsheet to be provided.
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CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 27
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
EXHIBIT "M"
REPORT OF PROGRAM INCOME
THE PRESBYTERIAN NIGHT SHELTER OF TARRANT COUNTY, INC
Report of Program Income
Program Incame- Income generated from the use of the building must be reported yearly to the City of Fort Worth,
Please indicate the date the income was received, the source of the income ji.e,-rental fee for autside organization event, sales from
vending machines, cost for services provided in the building, etc,.�
Date Source af Income Amount
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 28
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
EXHIBIT "N"
MINIMUM STANDARDS OF EMERGENCY SHELTERS
THE PRESBYTERIAN NIGHT SHELTER OF TARRANT COUNTY, INC
r�7in�ij7uij7 Stan€lardl �ot Ei�7erg�n�}� 517eiters
Instructiffn s: Pla�e a diedc mark in khe �arre�t �o umn to in di�a4e whether the property is approved or
d efi€ierrt v��dh respect ta ead-i standard. Y. �4p�� of th��s chedclist should be placed �in the she ters files.
�tandard
Appr�tred deficient �`1,���7�rt57�4�+3(o�J
i. Str+xture ar� rrate,��als:
a. The sheter bu'dding is stnxtura lysaund 4a pra4Ert the resid�nts Fram the
e emertts and not pose arrythreat tathe health and safetyafthe residents.
b. ?�nY renovatian (incudin¢ maaar rehahilitat�ian and carn:ersianS rarried aut
v��ith E.S� assistanae uses Ener�r 5tar an d V�1a4ErSense prod uds and
appl�iances.
2. A��ess. Where app icah e, the shelter ��s ac�essib e�in acaardan�e with:
a. Secti on 5Q4 of th� F4ehabil'i�tian Ac-t �29 U.S.C. 794} an d'implementir�
regu at'iors at 2� CFR part 8;
b. The Fa�ir Haus�ing }�c# (�2 U.S.�. 3E� i et seq.J and �imp4emerrtin¢ r�ul ations at
24 {:FR part iQO; and
�. Tdle II ofthe rmeri�ans with dLcab�diti�s ��t ;�2 U.S.C. 12131 ek seq.� and 28
CFR part 35.
3. So�ac�e ar� ser.��rC� Extept �here the sh�14Er is intended for d ary use only, the
shelter pro�: ides �ach pra�ram parti�i pant 'in the shelter with an acaep�bl� p aaE
to slee a nd ade uate s a�e and sea►r for themselves and their helon i P
�. �n*Jeri4ar Qrr quarrr� Ead-i rovm ar 3pace within the sheRer has a natura or
medran�ira means aFwenkdation. The �interior air is free of pollut3rtks ak a e��l
that m'i t threa[en or harm the hea th of res'iden[s.
�. 41la�erSuppJy: The shel4ers wxter supply is fr�e 4f �aniamination.
5. SQrritary Fariirtres: Ead-i program participant in the she t�r has a��ss ta san�rtarw�
iaci itiesthat are in �roper operatir� aandition, are priWat�, and are adequatefar
rsonal deanl'iness an d the d'is sa af human vraste.
7. iiaefmargnwi,ro,��*+errr The shelter has anp necessary heatin�,�aaa in� Facil'rt'ies'in
r o rati n �ond�dian.
8. �i�urrrinQtran ar� e�e�et,�c�ty:
a. The sheter has adequa4e natura or artiAt'ial'd um'inatian to �rmi[ normal
indoor artivities and su Rport hea th and safety.
b. There are sufficient � ectrica sauraes 4a perm�d the saFe use of e ectr¢a
appl'iances in the she ter.
�. Fo�c�d�re�ru+aon_ Fcod preparation arcas, if any, �antain suitable spare and
equ�ipment to store, prepare, and ser4� Fgad in a safe and san�i�ry manner.
i�. Sarrrtary rond?t��r�: Th�shel4er is mairrta�ined �in a sanitar� conditian.
il. Frre safe2y:
a. There'�s at least one w:arkingsmoke det�cror in eadi ocrupied unit ofthe
shelter. L'.'h er� poss�ihl e, smalue dete�tors are ocated n ear sleep�ing areas.
b. AI I publi � areas of the she ter have at least one warkin¢ smoke de4er4ar.
€. The fire al artn sys4em '�s desi�red for hearing-impaired residenCs.
d. There ��s a se�ond means of ex�d�ingthe bui d�inginthe everrt af fire�r akher
emer�ncy.
12. If E� funds vrere used for renovation or cornrersion, the she ter meets state or
ocal �aWernmertt safty and sanitatian standards, as app i�ahle.
13. Meets additional re�ipierttfsubre�ipierrt standards j��f arry�.
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 29
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
� ERTIFI� �TI�P,I ST�TEf�+IE��,1T
I certif�r that I ha�re e},a uated khe property lo�ted at tFie ad�ess below t� the t�st of my ahi. ittir and
find the fallo�r.�n�
❑ Rroperty meets al aF the aboWe standards.
❑ Rropert� do�s not m�t all of the above standards.
C�UMMIEI`,ITS•
E5G F'�xipient �lame:
E5G 5ubreci�ierrt Name {�if ap� icabl�!=
Em�rgenc� Sh�lter Name:
5treet ?�,ddress=
City_
Er��aluat�r 5'�nature=
State= �ip:
Date of reui�w:
Er��aluator Name:
,5.pproVin� OfFi�ial 5'�nature ;if ap�lica� el= aate:
�RPro�: in� OfFitia l Nam� 1if a�pl'itable �:
CDBG CONSTRUCTION CONTRACT — EXHIBITS Page 30
The Presbyterian Night Shelter of Tarrant County, Inc. Rev. 3.16.21
Karl Travis Men's Center Kitchen Rehabilitation Project
COMPLETION GUARANTY
Karl Travis Men's Center Kitchen Rehabilitation Project
This Completion Guaranty (this "Guaranty") is dated as of , 2021, by The
Presbyterian Night Shelter of Tarrant County, Inc., a TeXas nonprofit corporation ("Guarantor"),
in favor of The City of Fort Worth, Texas ("City").
Factual Back_rg ound
A. The Presbyterian Night Shelter of Tarrant County, Inc. (the "Guarantor") is the
owner of the Karl Travis Men's Center Building located at 2401 Cypress Street, Fort Worth, TX
76102.
B. The City has contracted with Guarantor to supply $340,000.00 in Community
Development Block Grant (the "CDBG") funds for the rehabilitation of the kitchen in the Karl
Travis Men's Center Building ("the Required Improvements").
C. Guarantor has requested that in lieu of providing the City with a 100% payment
and performance bond (the "P&P Bond") that it instead provide a completion guaranty; and
D. As a material inducement to the City waiving the requirement for the P&P Bond,
the Guarantor has agreed to guaranty the completion of construction of the Required Improvements
according to the terms hereof.
Guarantv
For good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the Guarantor agrees as follows:
1. Guaranty of Obli atg ions.
1.1 Guarantor hereby guarantees the performance by General Contractor under the
approved plans and specifications, the construction contract and the construction contract for the
construction of the Required Improvements ("Construction Documents"). Without limiting the
generality of the foregoing, Guarantor unconditionally guaranties to the City the timely
performance of the following obligations: (a) that the Required Improvements will be constructed
in substantial accordance with the Construction Documents, (b) that the Required Improvements
will be completed, lien free, and ready for occupancy, including delivery of any permits,
certificates or governmental approvals required by law, on or before July 31, 2018, and (c) all costs
of constructing Required Improvements shall be paid when due, including without limitation all
cost overruns that are within the scope of the Construction Documents (collectively, the
"Obligations"), provided that so long as Guarantor performs pursuant to Section 1.1, the City shall
continue to advance loan proceeds.
1.2 If the Required Improvements are not commenced and completed in the manner
required by the Construction Documents and by April 30, 2022, or if, prior to April 30, 2022,
construction of the Required Improvements should cease or be halted prior to completion other
Completion Guaranty Page 1
Presbyterian Night Shelter of Tarrant County, Inc. Rev. 4/5/2021
Karl Travis Men's Center Kitchen Rehabilitation Project
than for a reason permitted under the Construction Documents or for force majeure reasons, and
such cessation or halt constitutes a Default or an Event of Default (as each such term is defined in
the Construction Documents), Guarantor shall, promptly upon demand of City: (a) diligently
proceed to complete construction of the Required Improvements at Guarantor's sole cost and
eXpense, in accordance with the Construction Documents; (b) fully pay and discharge all claims
for labor performed and material and specially fabricated materials furnished in connection with
the construction of the Required Improvements; and (c) release and discharge all mechanic's liens,
materialman's liens and equitable liens or related affidavits or notices that may arise in connection
with the renovation of the Required Improvements provided that so long as Guarantor performs
pursuant to Section 1.2, the City shall continue to advance loan proceeds.
1.3 If Guarantor fails to promptly perform any of the Obligations under this Guaranty,
the City may:
(a) At City's option, and without any obligation to do so, proceed to perform
on behalf of Guarantor any or all of Guarantor's obligations hereunder and Guarantor shall,
upon demand and whether or not the Required Improvements are actually completed by
City, pay to City all reasonable sums expended by City in performing Guarantor's
obligations hereunder; and
(b) From time to time and without first requiring performance by Guarantor or
General Contractor, City may bring any action at law or in equity or both, or commence
any appropriate proceeding, to compel Guarantor to perform its obligations under this
Guaranty, and in such event, the City shall be entitled to collect from Guarantor
compensation for all loss, cost, damage, injury and expense which it may incur as a direct
consequence of Guarantor's failure to perform the Obligations, including interest at the
rate of five percent (5%).
1.4 In addition to the foregoing, Guarantor hereby agrees to pay any and all reasonable
costs and expenses (including, without limitation, reasonable attorneys' fees and costs) incurred
by the City in enforcing any rights or remedies under this Guaranty. From the time incurred until
paid in full to the City, all such sums shall bear interest at the rate of five percent (5%).
1.5 Completion of the Required Improvements free and clear of liens shall be deemed
to have occurred upon: (a) (i) if applicable, City's receipt of a written statement or certificate
executed by the architect designated or shown on the approved plans and specifications certifying,
without qualification or eXception, based solely on the architect's obligations for inspection under
its contract with Guarantor, that the Required Improvements are completed, and (ii) City's receipt
from Guarantor of all required occupancy permit(s) for all of the Required Improvements issued
by the local government agency having jurisdiction and authority to issue same, and (iii) the
eXpiration of the statutory period(s) within which valid mechanic's liens, materialman's liens
and/or similar affidavits or notices may be recorded and/or served by reason of the construction of
the Required Improvements, or, alternatively, unless lien waivers have been obtained, (b) City's
receipt from Guarantor of valid, unconditional releases thereof from all persons entitled to record
said liens or serve said affidavits or notices; or (c) City's receipt from Guarantor of such other
evidence of lien free completion as City deems satisfactory in its reasonable discretion.
Completion Guaranty Page 2
Presbyterian Night Shelter of Tarrant County, Inc. Rev. 4/5/2021
Karl Travis Men's Center Kitchen Rehabilitation Project
2. Guarantv to be Absolute. Guarantor expressly agrees that until (a) this Guaranty is released
pursuant to the terms hereof, or (b) the Obligations are paid and performed in full and each and
every term, covenant, and condition of this Guaranty is fully performed, Guarantor shall not be
released by or because of:
2.1 Any act or event which might otherwise discharge, reduce, limit, or modify
Guarantor's obligations under this Guaranty, other than force majeure provisions under the
Construction Documents; or
2.2 Any waiver, eXtension, modification, forbearance, delay or other act or omission of
the City, or its failure to proceed promptly or otherwise as against Guarantor or any security.
Guarantor hereby acknowledges that absent this Section, Guarantor might have a defense
to the enforcement of this Guaranty as a result of one or more of the foregoing acts, omissions,
agreements, waivers, or matters. Subject to the exceptions stated above, Guarantor hereby
eXpressly waives and surrenders any defense to any liability under this Guaranty based upon any
of such acts, omissions, agreements, waivers or matters. It is the purpose and express intent of
Guarantor that Guarantor's obligations under this Guaranty are and shall be absolute,
unconditional, and irrevocable.
3. Guarantor's Waivers. Except as may be prohibited by applicable law, Guarantor waives:
3.1. Any defense based on any release, discharge, modification, impairment or
limitation arising by operation of law or from any bankruptcy or other voluntary or involuntary
proceeding, in or out of court, for the adjustment of debtor-creditor relationships, including any
proceeding under the Bankruptcy Reform Act of 1978, as amended or recodified (the
`Bankruptcy Code"), or under any other present or future state or federal law regarding
bankruptcy, reorganization or other relief to debtors (collectively, the "Debtor Relief Law") (any
such proceeding referred to as an "Insolvency Proceeding");
3.2. Any defense based upon any legal disability or other defense of Guarantor or
General Contractor, any other guarantor or other person, or by reason of the cessation or limitation
of the liability of Owner or General Contractor from any cause other than full completion of the
Construction Documents;
3.3. Any and all rights and defenses arising out of an election of remedies by City, even
though that election of remedies may destroy Guarantor's rights of subrogation and reimbursement
against the principal.
3.4. Any defense based upon any statute or rule of law which provides that the
obligation of a surety must be neither larger in amount nor in any other respects more burdensome
than that of a principal;
3.5. Presentment, demand, protest and notice of any kind;
Completion Guaranty Page 3
Presbyterian Night Shelter of Tarrant County, Inc. Rev. 4/5/2021
Karl Travis Men's Center Kitchen Rehabilitation Project
3.6. Any right to require City to institute suit or exhaust remedies against Guarantor or
General Contractor or others liable for any of the Obligations;
3.7. Without limiting the generality of the foregoing or any other provision hereof,
Guarantor further expressly waives to the extent permitted by law any and all rights and defenses,
including without limitation any rights of subrogation, reimbursement, indemnification and
contribution, which might otherwise be available to Guarantor provided such waiver is solely for
the benefit of City and no other party may rely on same; and
3.8. No provision or waiver in this Guaranty shall be construed as limiting the generality
of any other provision or waiver contained in this Guaranty.
4. Revival and Reinstatement. If all or any portion of the Obligations are paid, the obligations
of Guarantor hereunder shall continue and shall remain in full force and effect in the event that all
or any part of such payment is avoided or recovered directly or indirectly as a preference,
fraudulent transfer or otherwise under the Bankruptcy Code or under any other Debtor Relief Law
or other similar laws, regardless of (a) any notice of revocation given by Guarantor prior to such
avoidance or recovery, or (b) full performance of all of Obligations. If the City is required to pay,
return, or restore to any person any amounts previously paid on any of the Obligations because of
any Insolvency Proceeding, the obligations of Guarantor shall be reinstated and revived and the
rights of the City shall continue with regard to such amounts, all as though they had never been
paid.
5. Representations, Warranties, and Covenants of Guarantor. Guarantor hereby represents,
warrants, and covenants that:
5.1 This Guaranty is duly authorized and valid, and is binding upon and enforceable
against Guarantor.
5.2 Guarantor will derive a material and substantial benefit, directly or indirectly, from
the making of this Guaranty by Guarantor.
5.3 Guarantor is not, and the execution, delivery and performance by Guarantor of this
Guaranty will not cause Guarantor to be, in violation of or in default with respect to any law or in
default, or at risk of acceleration of indebtedness, under any agreement or restriction by which
Guarantor is bound or affected.
5.4 After giving effect to this Guaranty, Guarantor is solvent, is not engaged or about
to engage in business or a transaction for which the property of Guarantor is an unreasonably small
capital, and does not intend to incur or believe that it will incur debts that will be beyond its ability
to pay as such debts mature. In addition, Guarantor has not and will not, without the prior written
consent of City, sell, lease, assign, encumber, hypothecate, transfer or otherwise dispose of all or
substantially all of Guarantor's assets, or any interest therein, other than in the ordinary course of
Guarantor's business.
Completion Guaranty Page 4
Presbyterian Night Shelter of Tarrant County, Inc. Rev. 4/5/2021
Karl Travis Men's Center Kitchen Rehabilitation Project
5.5 Guarantor acknowledges and agrees that Guarantor may be required to pay and
perform the Obligations in full without assistance or support from the General Contractor or any
other entity or person.
5.6 Guarantor has reviewed all of the terms and provisions of the Construction
Documents and plans and specifications addressed in Section 1.1, and all other documents
evidencing the Obligations.
5.7 Guarantor has established adequate means of obtaining from sources in addition to
City, on a continuing basis, financial and other information pertaining to General Contractor's
financial condition, the progress of renovation of the Required Improvements, and the status of
Guarantor's and General Contractor's performance of obligations under the Construction
Documents, and City has made no representation to Guarantor as to any such matters.
5.8 GUARANTOR WILL INDEMNIFY THE CITY FROM ANY LOSS, COST
OR EXPENSE AS A RESULT OF ANY REPRESENTATION OR WARRANTY OF THE
GUARANTOR BEING FALSE, INCORRECT, INCOMPLETE OR MISLEADING IN
ANY MATERIAL RESPECT.
6. Events of Default. The City may declare Guarantor to be in default under this Guaranty
upon the occurrence of any of the following events (each an "Event of Default"):
6.1 Guarantor fails to perform any of the Obligations under this Guaranty subject to
prior written notice and thirty (30) days to remedy such default; or
6.2 Any representation or warranty made or given by Guarantor to the City proves to
be false or misleading in any material respect or ceases to be true in any material respect; provided
Guarantor shall have twenty (20) days to remedy such default after notice from the City; or
6.3 Guarantor becomes insolvent or the subject of any Insolvency Proceeding that is
not dismissed within ninety (90) days.
7. Authorization; No Violation. Guarantor is authorized to execute, deliver and perform under
this Guaranty, which is a valid and binding obligation of Guarantor. No provision or obligation of
Guarantor contained in this Guaranty violates any applicable law, regulation or ordinance, or any
order or ruling of any court or governmental agency. No such provision or obligation conflicts
with, or constitutes a breach or default under, any agreement to which Guarantor is a party. No
consent, approval or authorization of or notice to any person or entity is required in connection
with Guarantor's execution of and obligations under this Guaranty.
8. Additional and Independent Obli atg ions. Guarantor's obligations under this Guaranty are
in addition to its obligations under any other existing or future guaranties, each of which shall
remain in full force and effect until it is expressly modified or released.
9. No Waiver; Consents; Cumulative Remedies. Any claimed waiver of the City shall be in
writing, and no waiver shall be construed as a continuing waiver. No waiver shall be implied from
Completion Guaranty Page 5
Presbyterian Night Shelter of Tarrant County, Inc. Rev. 4/5/2021
Karl Travis Men's Center Kitchen Rehabilitation Project
the City's delay in eXercising or failure to exercise any right or remedy against Guarantor or any
security. Consent by the City to any act or omission by Guarantor shall not be construed as a
consent to any other or subsequent act or omission, or as a waiver of the requirement for the City's
consent to be obtained in any future or other instance. All remedies of the City against Guarantor
are cumulative.
10. Release. Upon full and final performance of the Obligations, the Guarantor is released from
this Guaranty.
11. Successors and Assi�. The terms of this Guaranty shall bind and beneiit the successors,
and assigns of the Guarantor; provided, however, that Guarantor may not assign this Guaranty, or
assign or delegate any of its rights or obligations under this Guaranty, without the prior written
consent of the City in each instance.
12. Notices. All notices given under this Guaranty shall be in writing and be given by personal
delivery, overnight receipted courier (such as FedEx), or by certified United States mail, postage
prepaid, sent to the party at its address appearing below its signature. Notices shall be effective
upon the first to occur of (a) receipt, (b) when proper delivery is refused, or (c) the expiration of
five (5) business days after deposit in certified United States mail as described above. Addresses
for notice may be changed by any party by notice to any other party in accordance with this
Section.
13. Governing Law; Jurisdiction; Venue. This Guaranty shall be governed by, and construed
in accordance with, the laws of the State of Texas, without reference to principles of conflicts of
laws. Guarantor (a) consents to the jurisdiction of any Federal or State Court within Tarrant
County, Texas, (b) submits to venue in any Federal or State Court within Tarrant County, Texas,
and (c) consents to service of process by any means authorized by TeXas law. Without limiting the
generality of the foregoing, Guarantor hereby waives and agrees not to assert by way of motion,
defense, or otherwise in such suit, action, or proceeding, any claim that (i) Guarantor is not subject
to the jurisdiction of the state courts of the above-referenced state or the United States District
Courts in Tarrant County, TeXas; (ii) that such suit, action, or proceeding is brought in an
inconvenient forum; or (iii) that the venue of such suit, action, or proceeding is improper.
14. Enforceabilitv. Guarantor acknowledges that Guarantor has had adequate opportunity to
carefully read this Guaranty and to seek and receive legal advice from skilled legal counsel of
Guarantor's choice in the area of financial transactions of the type contemplated herein prior to
signing it. Guarantor hereby acknowledges that: (a) the obligations undertaken by Guarantor in
this Guaranty are complex in nature, and (b) numerous possible defenses to the enforceability of
these obligations may presently eXist and/or may arise hereafter. The City has specifically
bargained for the waiver and relinquishment by Guarantor of all such defenses. Given all of the
above, Guarantor does hereby represent and confirm to the City that Guarantor is fully informed
regarding, and that Guarantor does thoroughly understand: (i) the nature of such possible defenses,
(ii) the circumstances under which such defenses may arise, (iii) the benefits which such defenses
might confer upon Guarantor, and (iv) the legal consequences to Guarantor of waiving such
defenses. Guarantor acknowledges that Guarantor makes this Guaranty with the intent that this
Guaranty and all of the informed waivers herein shall each and all be fully enforceable by the City,
Completion Guaranty Page 6
Presbyterian Night Shelter of Tarrant County, Inc. Rev. 4/5/2021
Karl Travis Men's Center Kitchen Rehabilitation Project
and that the City is induced to enter into this transaction in material reliance upon the presumed
full enforceability thereof.
15. Miscellaneous. This Guaranty may be executed in counterparts, and all counterparts shall
constitute but one and the same document. The illegality or unenforceability of one or more
provisions of this Guaranty shall not affect any other provision. Time is of the essence in the
performance of this Guaranty by Guarantor.
16. Integration; Modifications. This Guaranty (a) integrates all the terms and conditions
mentioned in or incidental to this Guaranty, (b) supersedes all oral negotiations and prior writings
with respect to its subject matter, and (c) is intended by Guarantor and the City as the final
expression of the agreement with respect to the terms and conditions set forth in this Guaranty and
as the complete and eXclusive statement of the terms agreed to by Guarantor and the City. No
representation, understanding, promise or condition shall be enforceable against any party hereto
unless it is contained in this Guaranty. This Guaranty may not be modified eXcept in a writing
signed by both the City and Guarantor. No course of prior dealing, usage of trade, parol or extrinsic
evidence of any nature shall be used to supplement, modify or vary any of the terms hereof.
17. Electronic Signatures. This Agreement may be eXecuted by electronic signature, which will
be considered as an original signature for all purposes and have the same force and effect as an
original signature. For these purposes, "electronic signature" means electronically scanned and
transmitted versions (e.g. via pdf file or facsimile transmission) of an original signature, or
signatures electronically inserted via software such as Adobe Sign.
[Remainder of page intentionally left blank for signatureJ
Completion Guaranty Page 7
Presbyterian Night Shelter of Tarrant County, Inc. Rev. 4/5/2021
Karl Travis Men's Center Kitchen Rehabilitation Project
IN WITNESS WHEREOF, the parties hereto have executed this Guaranty under seal as of
the date first above written.
GUARANTOR
The Presbyterian Night Shelter of Tarrant County, Inc.
By: Toby �wen, Chief Executive Officer
��6r� Ou�
B�io6y ir��n fApr 22, 202111:00 CDT�
Y'
Name: Toby Owen
Title: cEo
Mailing Address:
P. O. Box 2645
Fort Worth, TX 76102
Physical Address:
2400 Cypress Street
Fort Worth, TX 76102
CITY
CITY OF F�RT WORTH
��
Fcrnando Costa (Apr22, 20211526CDT)
Y'
Name: Fernando Costa
Title: Assistant City Manager
Address:
200 Texas Street
Fort Worth, Texas 76102
Completion Guaranty Page 8
Presbyterian Night Shelter of Tarrant County, Inc. Rev. 4/5/2021
Karl Travis Men's Center Kitchen Rehabilitation Project
City of Fort Worth,
Mayor and
DATE: 02/16/21
Texas
Council Communication
M&C FILE NUMBER: M&C 21-0108
LOG NAME: 19PRESBYTERIAN NIGHT SHELTER— KITCHEN REHABILITATION PROJECT
SUBJECT
(CD 8) Authorize Change in Use and Expenditure in the Amount of $320,000.00 of Unprogrammed Community Development Block Grant Funds
to the Presbyterian Night Shelter of Tarrant County, Inc. in the Form of a Forgivable Loan for the Kitchen Rehabilitation Project at the Karl Travis
Men's Center Located at 2400 Cypress Street, Authorize Execution of Contract, Authorize a Substantial Amendment to the City's 2014-2015,
2015-2016, 2016-2017, 2017-2018 and 2018-2019 Action Plans, Authorize the Substitution of Funding Years, and Find that Funding the
Renovation Serves a Public Purpose
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize a change in use and expenditure in the amount of $320,000.00 in unprogrammed Community Development Block Grant funds to
The Presbyterian Night Shelter of Tarrant County, Inc. in the form of a forgivable loan for the Kitchen Rehabilitation project located in the Karl
Travis Men's Center at 2400 Cypress Street, Fort Worth, Texas;
2. Authorize a substantial amendment to the City's 2014-2015, 2015-2016, 2016-2017, 2017-2018 and 2018-2019 Action Plans;
3. Authorize the City Manager, or his designee, to substitute funding years in order to meet United States Department of Housing and Urban
Development commitment, disbursement and expenditure deadlines;
4. Authorize the City Manager, or his designee, to execute a contract with The Presbyterian Night Shelter of Tarrant County, Inc. for the project
for a one year term beginning on the date of execution of the contract;
5. Authorize the City Manager, or his designee, to extend or renew the contract with up to two one-year extensions if The Presbyterian Night
Shelter of Tarrant County, Inc. requests an extension and such extension is necessary for completion of the project;
6. Authorize the City Manager, or his designee, 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 City policies and applicable laws and regulations governing the use of federal grant
funds; and
7. Find that funding the rehabilitation of the kitchen in the Karl Travis Men's Center achieves the public purpose of providing meals to the
homeless population in the City and helps ensure their health and welfare and that adequate controls are in place to ensure that the public
purpose is carried out.
DISCUSSION:
The Presbyterian Night Shelter of Tarrant County, Inc. (PNS), has requested $320,000.00 in Community Development Block Grant (CDBG) funds,
in the form of a forgivable loan, for the Kitchen Rehabilitation project in the Karl Travis Men's Center (Project) located at 2400 Cypress Street. The
agency requested this assistance from the CARES Emergency Solution Grant (ESG-CV2) received in summer of 2020 in order to appropriately
respond to COVID-19 by ensuring adequate health, safety, and social distancing for food preparation at the shelter. To ensure that the maximum
amount of ESG-CV2 funds could be spent on rapid rehousing of homeless persons, staff recommended that unprogrammed CDBG funds be used
for this purpose. The Project will address key concerns for how foods offered at the shelter can be safely handled and delivered to the public while
safeguarding workers. PNS operates the Presbyterian Night Shelter, which serves approximately 350 homeless individuals daily and serves more
than 500,000 meals per year which includes breakfast, lunch, and dinner for the men's shelter, women's shelter, family center, SafeHaven, and the
Patriot House.
In an effort to continue to provide a safe environment for volunteers to prepare and provide meal services to homeless individuals, the scope of
work for the Project includes, but is not limited to, demolition work, replacement of walls and flooring, replacement of tiles, dry wall installation,
painting, plumbing, electrical and any other necessary repairs to bring the kitchen up to City standards.
Staff recommends the following loan terms:
i. Contract term of one year commencing on the date of execution with the option for two one-year extensions;
ii. Payment of the CDBG funds and performance of the CDBG requirements will be secured by a Deed of Trust and other loan documents;
iii. No interest will be charged on the loan unless PNS defaults under the terms of the contract;
iv. Loan term to commence on the date of execution of loan documents and end at the termination of the five year performance period;
v. PerFormance period shall begin upon issuance of a Certificate of Occupancy for use of the rehabilitated portion of the shelter; and
vi. Loan will be deferred and forgiven at the end of the five-year performance period if all CDBG requirements and terms and conditions of the
contract have been met.
Staff recommends that City Council approve amendments to the 2014-2015, 2015-2016, 2016-2017, 2017-2018 and 2018-2019 Action Plans,
and authorize the expenditure of $320,000.00 in CDBG funds for the Project. A public comment period was held from November 16, 2020 to
December 16, 2020. No comments were received.
The Action Plan funding years selected may vary and be substituted based on the principle of First In, First Out (FIFO) in order to expend oldest
grant funds first. The funds may be used for any CDBG-eligible costs related to this project on behalf of homeless population.
The Project will help provide meals to the homeless individuals in the City which is vital for protecting their health and safety and connecting them to
critical resources that can help them exit homelessness. The City's contract and loan documents will ensure that the public purpose will be carried
out.
The project is located in COUNCIL DISTRICT 8.
FISCAL INFORMATION / CERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendation, funds are available in the current operating budget, as
appropriated, in the Grants Operating Federal Fund. Neighborhood Services will be responsible for the collection and deposit of funds due to the
City. Prior to expenditure being incurred, Neighborhood Services has the responsibility to validate the availability of funds.
Submitted for City Manager's Office b�
Originating Business Unit Head:
Additional Information Contact:
SAM Search Results
List of records matching your search for :
Search Term : PRESBYTERIAN NIGHT SHELTER OF TARRANT COUNTY*
Record Status: Active
ENTITY PRESBYTERIAN NIGHT SHELTER OF TARRANT COUNTY Status: Active
DUNS: 021625335 +4: CAGE Code: 4LKT2 DoDAAC:
Expiration Date: 02/25/2022 Has Active Exclusion?: No Debt Subject to Offset?: No
Address: 2400 CYPRESS ST
City: FORT WORTH State/Province: TEXAS
ZIP Code: 76102-6764 Country: UNITED STATES
April 22, 2021 3:19 PM https://www.sam.gov Page 1 of 1