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HomeMy WebLinkAboutContract 58202 CSC No. 58202 AGREEMENT BETWEEN THE CITY OF FORT WORTH AND THE TARRANT AREA FOOD BANK FOR THE CAPACITY BUILDING PROGRAM This Interlocal Agreement("Agreement") is between the City of Fort Worth (the "City"), a political subdivision of the State of Texas, and Tarrant Area Food Bank("TAFB"), (collectively,the"Parties"), and shall be effective on August 1, 2022 ("Effective Date"). The Parties have reviewed this Agreement and agree to the following: WHEREAS, on March 11, 2020, the World Health Organization declared COVID-19 a worldwide pandemic; WHEREAS, on March 11,2021, President Joseph Biden signed the American Rescue Plan Act("ARPA")to provide support to the State and local governments to respond to the financial impacts of COVID-19 pandemic; WHEREAS,the State and Local Fiscal Recovery Funds ("FRF FUNDS") authorized the ARPA(C.F.D.A#21.027) are to be used to mitigate the ongoing effects of COVID-19 and support the nation's pandemic recovery; WHEREAS,the City has received FRF FUNDS to respond to the continuous impact of COVID-19 as outlined in the Interim Final Rule promulgated by the Department of Treasury ("Treasury"); WHEREAS,Treasury has issued guidance for the use of FRF FUNDS in the form of Frequently Asked Questions and will continue to issue guidance and clarification on the appropriate use of these funds; WHEREAS, the City and TAFB find that FRF FUNDS distributed in accordance with this Agreement shall meet the eligible uses outlined in the Treasury's Interim Final Rule, subsequent final rule and additional guidance; WHEREAS, the COVID-19 pandemic has resulted in a substantial increase in food insecurity, and the TAFB is currently operating at seventy-five (75)percent above pandemic levels to meet the community's needs; WHEREAS,the City and TAFB find FRF FUNDS eligible for the capital expansion of an additional facility to provide healthy food to mitigate food insecurity in the community; and WHEREAS,the City and TAFB find that the program(s) and related expenditures outlined in this Agreement is/are eligible under current FRF FUNDS guidance and rules promulgated by the U.S. Treasury and find that the program(s) outlined herein will mitigate the ongoing effects of COVID-19 and support pandemic recovery in Tarrant County. NOW,THEREFORE,the Parties agree as follows: OFFICIAL RECORD CITY SECRETARY FT.WORTH, TX Agreement between City of Fort Worth and Tarrant Area Food Bank Page 1 of 12 1. Description of Services. Tarrant Area Food Bank(TAFB) will purchase 205 N. Vacek Street,Fort Worth, Texas,to provide necessary capacity to serve residents of the City and Tarrant County and house critical programs that will enhance the level of service provided to residents. This capital acquisition will allow TAFB to expand capacity,provide the local community with fresh produce, and deploy a new distribution model to reach vulnerable community members. 2. Pam. The City shall make available an amount of up to $3,200,000.00 (Three Million and Two Hundred Thousand Dollars and 00/100)to TAFB from the City's FRF FUNDS to reimburse TAFB for expenses related to eligible uses of FRF FUNDS as outlined in the Treasury's Final Rule,reflected in Appendix B, and in accordance with the terms and conditions outlined below: a. The City approves and pays reimbursement requests within thirty (30) days of receipt of a complete request. Errors in the reimbursement request, including insufficient documentation,may result in payment delays. SUBRECIPIENT is responsible for submitting a complete and accurate reimbursement request. Payment is considered made on the date postmarked. b. Each reimbursement request must contain the following supporting documentation: i. Signed Request for Reimbursement(RFR) form; ii. General Ledger(monthly, generated from TAFB's accounting system) coinciding with RFR; iii. Timesheets and Payroll Reports (monthly, generated from TAFB's payroll system)if budget included personnel; iv. Invoices of all other expenditures; and v. Proof of payment of all expenditures. 3. Term and Termination. This Agreement shall become effective upon signature by both Parties and shall continue in full force and effect until December 31,2022 unless terminated earlier in accordance with this Agreement. If at any time TAFB state contract is suspended or revolted, or if TAFB becomes excluded, debarred, or suspended from any federal program,this Agreement automatically terminates effective on the date of the suspension,revocation, or exclusion, and TAFB must submit a final, formal statement in the manner set out above and below requesting payment. a. The City may immediately terminate this Agreement, without prior notice, if TAFB fails to perform any obligation found herein and the failure: i. Creates a potential threat to health or safety: or ii. Violated a law, ordinance, or regulation designed to protect health or safety. Agreement between City of Fort Worth and Tarrant Area Food Bank Page 2 of 12 b. Either party may terminate this Agreement without cause giving thirty (30) days written notice to the other party. Upon receipt of notice to terminate,TAFB shall discontinue all services in connection with the performance of this Agreement and shall proceed to promptly cancel all existing orders and contracts insofar as such orders to contracts are chargeable to this Agreement. Any and all assets purchased under this agreement shall transfer to the City for purposes outlined herein. C. Within thirty(30) days after receipt of a notice of termination, TAFB agrees to submit an invoice showing, in detail, the services performed under this Agreement up to and including the date of termination. d. In the event that either Party is unable to perform any of its obligation under the Agreement or to enjoy any of the benefits because of natural disaster, global pandemic, actions or decrees of governmental bodies or communication line failure not the fault of the affected party(referred to as a"Force Majeure Event"), the party who has been so affected immediately agrees to give notice to the other part and agrees to do everything possible to resume performance. Upon receipt of such notice,the Agreement is immediately suspended. If the period of nonperformance exceeds ten (10) calendar days from the receipt of notice of the Force Majeure Event,the Party whose ability to perform has not been affected may terminate the Agreement immediately by giving written notice to the other Party. 4. Amendment. This Agreement may not be amended without a written agreement; however, TAFB may move up to 10% of allocated funds within any budget category without written approval of the City, except for Equipment or Indirect Cost budget line items, if the movement is consistent with the budget in Appendix B. To move any amount over and above a cumulative total of 10% of allocated funds within any budget category, TAFB must submit a written request to City and receive written approval of same. 5. Standards for Financial Management. In accordance with 2 CFR 200—Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, TAFB will develop, implement and maintain financial management and control systems,which include at a minimum accurate payroll, accounting and financial reporting records, cost source documentation, effective internal and budgetary controls, and determination of reasonableness, allowability and allocability of costs, and timely and appropriate audits and resolution findings. a. TAFB shall maintain an effective accounting system,which will: i. Identify and record valid transactions; ii. Record transactions to the proper accounting period in which transactions occurred; iii. Describe transactions in sufficient detail to permit proper classification; iv. Maintain records that permit the tracing of funds to a level of detail that establishes that the funds have been used in compliance with contract requirements; Agreement between City of Fort Worth and Tarrant Area Food Bank Page 3 of 12 v. Adequately identify the source and application of funds of each grant contract; and vi. Generate current and accurate financial reports in accordance with contract requirements. 6. Right to Audit.Notwithstanding any other provisions of this Agreement, TAFB agrees that City shall,until the expiration of three (3)years after termination of this Agreement, have access to and the right to examine at reasonable times any directly pertinent books, documents,papers,records, and communications of TAFB involving transactions relating to this Agreement at no additional cost to City. TAFB agrees that City shall have access during normal working hours to all necessary TAFB facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City shall give TAFB reasonable advance notice of intended audits. 7. Monitoring. TAFB agrees that City will,until the expiration of the federal retention period as referenced in 2 CFR 200.334,have access to and the right to examine at reasonable times any directly pertinent books,papers, and records (hard copy, as well as computer generated data) of the sub-recipient involving transactions related to this Agreement. This right to audit also extends to any obligations assigned to any subcontracts or agreements formed between TAFB and any subcontractors to the extent that those subcontracts or agreements relate to fulfillment of TAFB obligations to the City under this Agreement. The TAFB must agree that the City will have access during normal working hours to all necessary facilities, staff, and workspace to conduct audits. The City will provide the TAFB with reasonable advance notice of intended audits. The TAFB must provide records within ten(10) business days or a mutually agreed upon timeline. The TAFB may withhold any information that it is mandated to withhold to comply with state or federal law. 8. Allowable Costs. City payment to TAFB does not preclude the City from determining that certain costs were ineligible for reimbursement. If the City determines that a cost the City has paid for is ineligible for reimbursement,the TAFB will refund the ineligible amount to the City. City will determine whether costs submitted by TAFB are allowable and eligible for reimbursement. If the City has paid funds to TAFB for unallowable or ineligible costs, the City will notify TAFB in writing, and TAFB shall return the funds to the City within thirty(30) calendar days of the date of such written notice. The City may withhold all or part of any payments to TAFB to offset reimbursement for any unallowable or ineligible expenditure that TAFB has not refunded to the City, or if required financial report(s) are not submitted by the due date(s). 9. Independent Single or Programpecific Audit. If TAFB,within TAFB'S fiscal year, expends a total amount of at least Seven Hundred Fifty Thousand Dollars and 00/100 ($750,000.00) in federal funds awarded,TAFB shall have a single audit or program-specific audit in accordance with the 2 CFR 200. The$750,000.00 federal threshold amount includes federal funds passed through by way of State and local agency awards. 10. Equipment. Any purchase of equipment must be consistent with the Uniform Guidance at 2 CFR Part 200 Subpart D. Equipment acquired under this Agreement must be used Agreement between City of Fort Worth and Tarrant Area Food Bank Page 4 of 12 for the originally authorized purpose. Consistent with 2 CFR 200.313, any equipment acquired using federal funds shall vest in the non-Federal entity. a. Procedures for managing equipment must meet the following requirements: i. Property records must be maintained that include a description of the property, a serial number or other identification number, the source of funding for the property,name of title holder, acquisition date, cost of the property,percentage of Federal participation in the project costs for the Federal award under which the property was acquired,the location,use and condition of the property, and any ultimate disposition data including the date of disposal and sale price of the properly; ii. A physical inventory of the property must be taken, and the results reconciled with the property records at least once every two years; iii. A control system must be developed to ensure adequate safeguards to prevent loss, damage, or theft of the property. Any loss, damage, or theft must be investigated; iv. Adequate maintenance procedures must be developed to keep the property in good condition; and v. If the non-Federal entity is authorized or required to sell the property, proper sales procedures must be established to ensure the highest possible return. b. When original or replacement equipment acquired under this Agreement is no longer needed or in use for the project or program outlined herein, TAFB must request disposition instructions from the City. 11. Performance Measurement and Regular ar Reporting. TAFB shall provide monthly reports to the City as outlined in Appendix B. Additional measures may be established and reported on as mutually agreed to by TAFB and the City. TAFB will submit fiscal,progress, programmatic, and other reports as requested by the City in the approved format. 12. Department and System for Award Mana ement. TAFB is not entitled to receive payment under this Agreement for services performed by any personnel who have been excluded, debarred, or suspended under a federal program,unless given explicit permission by the City. TAFB agrees to maintain an active registration in the System for Award Management (SAM.gov). 13. Non-Appropriation of Funds. The City and TAFB will use best efforts to appropriate sufficient funds to support obligations under this Agreement. However, in the event that sufficient funds are not appropriated by either parry's governing body, and as a result,that party is unable to fulfill its obligations under this Agreement,that party(i) shall promptly notify the other party in writing and(ii)may terminate this Agreement, effective as of the last day for which sufficient funds have been appropriated. Agreement between City of Fort Worth and Tai rant Area Food Bank Page 5 of 12 14. Independent Contractors. It is understood that any relationship created by this Agreement between the Parties shall be that of independent contractors.Under no circumstances shall either Party be deemed an employee of the other nor shall either Party act as an agent of the other Party. Any and all joint venture,joint enterprise, or partnership status is hereby expressly denied, and the Parties expressly state that they have not formed expressly or impliedly a joint venture,joint enterprise, or partnership. 15. Subcontracting Authority_. TAFB may enter into contracts as necessary for the performance of the scope of sei vices outlined in this Agreement. TAFB agrees to comply with all applicable purchasing laws in choosing subcontractors and executing any contracts pursuant to this Agreement. 16. Documentation. TAFB shall keep and maintain,for a period not less than five(5) years after December 3111, 2026, any and all records relating to use of the FRF FUNDS described herein. 17. Form 1295 Compliance. TAFB acknowledges and agrees that it has fully, accurately, and completely disclosed all interested parties and has acknowledged the completeness of this disclosure by filing Form 1295, attached as Appendix C,with the Texas Ethics Commission as required by law. 18. Notice. Any notice required or permitted to be delivered hereunder shall be deemed to have been given when personally delivered, or if mailed, seventy-two (72)hours after deposit of the same in the United States Mail,postage prepaid, certified, or registered, return receipt requested,properly addressed to the Parties hereto at the respective addresses set forth below, or at such other addresses as they shall specify by written notice delivered to the following addresses: TO THE CITY: TO TARRANT AREA FOOD BANK: Robert Sturns Julie Butner 1150 S. Freeway 2525 Cullen Street Fort Worth, Texas 76104 Fort Worth, TX 76107 19. Severability. If any provision of this Agreement shall be held to be invalid or unenforceable for any reason,the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable,but that by limiting such provision it would become valid and enforceable,then such provision shall be deemed to be written, construed, and enforced as so limited. 20. Applicable Law and Venue. This Agreement is governed by the laws of the State of Texas. This exclusive venue for any action arising out of, in connection with, or in any way relating to this Agreement shall be in a state of federal court of competent jurisdiction in Tarrant County, Texas. Agreement between City of Fort Worth and Tarrant Area Food Bank Page 6 of 12 21. Entire Agreement. This Agreement represents the entire understanding between the Parties and supersedes all prior representations. Agreement between City of Fort Worth and Tarrant Area Food Bank Page 7 of 12 [Executed effective as of the date signed by the Assistant City Manager below.] / [ACCEPTED AND AGREED:] City: TAFB: By: William Johnson(S p 30,2022 16:02 CDT) Name: William Johnson By: Title: Assistant City Manager Name: Julie Butner Date: Sep 30, 2022 Title: President& CEO Date: 09/30/2022 CITY OF FORT WORTH INTERNAL ROUTING PROCESS: Approval Recommended: Contract Compliance Manager: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including By: ensuring all performance and reporting Name: Robert Sturns requirements. Title: Economic Development Director Approved as to Form and Legality: By: Name: Robert Sturns Title: Economic Development Director By: City Secretary: Aar FORT Name: Tyler F. Wallach d O°o°° °°�0�� Title: Assistant City Attorney �o %o O. 7ct�r�r�tt� Goocf�t�� a�o o= By: Jannette S.Goodall(Oct 6,202215:09 CDT) 0 o r te 000 M&C Contract2 0790 (Sept 27, 2022) Title: City Secretary all d��� o A a S ICY°00000o EX 4p OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Agreement between City of Fort Worth and Tarrant Area Food Bank Page 8 of 12 APPENDIX A SCOPE OF SERVICES TAFB will expand its current capacity through a capital acquisition of a property adjacent to its current facility at 205 N. Vacek Street, Fort Worth, Texas. This new facility will create additional capacity to enhance the current level of service and provide new services and programs addressing food insecurity to those most affects by the COVID-19 pandemic. The COVID-19 pandemic created a spike in demand for food distribution programs in Tarrant County. The new facility will respond to this increase demand fiom families dealing with the long-term economic impacts of the pandemic. 'I �I Agreement between City of Fort Worth and Tarrant Area Food Bank Page 9 of 12 APPENDIX B PROGRAM BUDGET Program Budget: August 1, 2022 to December 31, 2022 Category Total Program Budget Personnel $ Fringe $ Travel $ Equipment $3,200,000 Supplies $ Contractual $ Other: $ Total $3 200 000 Agreement between City of Fort Worth and Tarrant Area Food Bank Page 10 of 12 APPENDIX C EVALUATION MATRIX/REPORTING Required Reporting Dates: Quarterly RepoA Periods Re ort Due First July 1- Sept 30 Oct 15 Second Oct 1-Dec 31 Jan 15 Third Jan 1-Mar 31 April 15 Fourth April 1-Jun 30 July 15 Annual Report Periods Re ort Due Date Year 1 July 1,2022-June 30,2023 July 15, 2023 1 Agreement between City of Fort Worth and Tarrant Area Food Bank Page 11 of 12 APPENDIX C FORM 1295 i I II Agreement between City of Fort Worth and Tarrant Area Food Bank Page 12 of 12 City of Fort Worth, Texas Mayor and Council Communication DATE: 09/27/22 M&C FILE NUMBER: M&C 22-0790 LOG NAME: 17TAFB SUBJECT (ALL)Authorize the Execution of a Contract with the Tarrant Area Food Bank in an Amount up to$3,200,000.00 to Acquire the Property and Building at 205 N.Vacek Street, in Order to Expand its Capacity for Food Acquisition and Distribution in its Service Area RECOMMENDATION: It is recommended that the City Council: 1. Authorize the Execution of a Contract with the Tarrant Area Food Bank in an Amount up to$3,200,000.00 to Acquire the Property and Building at 205 N.Vacek Street, in Order to Expand Its Capacity for Food Acquisition and Distribution in its Service Area. DISCUSSION: The purpose of this Mayor and Council Communication is to authorize a contract with The Tarrant Area Food Bank(TAFB)for the capital acquisition of the property and building located at 205 N. Vacek Street, Fort Worth, TX 76107. The acqusition of the property will total $8,000,000.00 with the City's portion of the contract totaling $3,200,000.00 and the remaining$4,800,000.00 provided from Tarrant County.The investment by the City and County will be matched with an addition$8,000,000.00-$12,000,000.00 secured by TAFB to fund the renovation and outfitting of the facility. As the population in the Tarrant County region continues to grow,the demand for the TAFB's services will also continue to grow,and the agency needs the ability and capacity to grow with it. Currently,one in four children in the region faces food insecurity, and across the entire population, one in six individuals needs assistance accessing food, representing over 540,000 people who are hungry and in need.The acquisition of this property represents a unique opportunity to ensure that TAFB remains in a centralized location within Tarrant County and the City of Fort Worth far into the future.The TAFB moved to its current location over 30 years ago and has since invested in constructing an administration building and renovating the distribution center.This new building is located at the same intersection as the agency's administration building and distribution center. The purchase of the property at 205 N.Vacek St.will double the capacity of the TAFB and allow the agency to respond to the needs of the over- growing community. The proposed purchase will provide an additional 80,000 square feet of facility space which will allow TAFB to accomplish multiple goals within one location.The top priorities for this facility are: 1) Expand capacity for TAFB's primary mission of food acquisition and distribution to address population growth in its service area, 2) Establish an Agricultural Hub to support the local community with fresh produce, and 3) Increase access to vulnerable communities through new distribution models. Capacity Building: TAFB experienced a massive spike in demand with the onset of the pandemic; however,the agency continues to operate at 75% above pre- pandemic levels to meet the community's needs.This increase is due to the area's population growth and the TAFB building stronger connections within the community to reach families it previously did not support.As Fort Worth is the second fastest growing city in the country, continued growth is expected and the increase in the number of hungry families is directly proportional to the population growth. Agricultural Hub: TAFB is developing plans to establish an Agricultural Hub(Ag-Hub)in Fort Worth to ensure a continuous supply of fresh produce for area residents facing hunger.The Ag-Hub will serve as a produce mixing center,which will receive truckloads of produce directly from wholesalers and farmers. This concept will work on economies of scale to drastically reduce the cost of purchasing produce and increase its buying power to improve local access to these nutritious foods.TAFB will also leverage any surplus inventory of produce to form trading partnerships with other food banks to access additional types of food. Most food banks face a limited supply of fresh produce because they cannot accept large shipments as would be capable at an Ag-Hub.This program will allow TAFB to share its excess produce supply with other food banks in exchange for other hard-to- access items such as fresh/frozen protein. With the purchase of the property,TAFB plans to retrofit a portion of the facility with climate control systems to maintain appropriate temperatures for receiving and processing fruits and vegetables. Initially,the approximate amount of produce that will remain locally is 3.6 million pounds,which would be a 24%increase in fruit/vegetables to be distributed by TAFB. Increase Access: Two of the agency's newest initiatives will require the expanded capacity,and specialized refrigerated space to be constructed at 205 N Vacek to serve more clients.TAFB's Home Delivery program began as a partnership between TAFB, Meals on Wheels,and Catholic Charities Fort Worth. TAFB provides boxes of fresh produce and pantry items delivered by the other agencies to ensure these clients had access to food beyond the provided meals.The value of this program and importance of providing older adult clients with nutritious food has led TAFB to start operating a Commodity Supplemental Food Program (CSFP)throughout its service area. This federal program works to improve the health of low-income elderly persons by supplementing their diets with nutritious USDA Foods. TAFB's distributions through Meals on Wheels and CSFP only serve older adults and does not address the needs of other individuals that are homebound.Therefore, TAFB is expanding its Home Delivery program to all clients with mobility issues.This is being conducted in partnership with Door Dash and Amazon and will provide delivery of this food at no cost and ensure that these neighbors have food for multiple meals each day.The average age of current participants is 45-55 years old. Summary: The total estimated budget for the proposed acquisition and renovation of the property at 205 N. Vacek Street is $16,000,000.00 - $20,000,000.00. TAFB has already secured $3,500,000.00 from the Texas Department of Agriculture for a new facility and will seek other government and philanthropic support to fund the entire project.While the physical building is in the City of Fort Worth,the impact will be county- wide.As the nexus of relief efforts in the Fort Worth region,this expansion of capacity is required to fulfill the vision of"communities where no one has to go hungry." American Rescue Plan Act Funding for this project is being authorized by City Council through Mayor and Council Communication 13ARPA AMERICAN RESCUE PLAN ACT PROJECT ALLOCATIONS on the September27,2022 agenda. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that upon approval of the above recommendations,funds are available in the current operating budget, as appropriated,of the Grants Operating Federal Fund.The Economic Development Department shall be responsible for ensuring that only expenditures allowable under the American Recovery Plan Act are charged to this funding source. Submitted for City Manager's Office b1L. William Johnson 5806 Originating Business Unit Head: Robert Sturns 2663 Additional Information Contact: Robert Sturns 2663 Expedited