HomeMy WebLinkAboutContract 19844 ., CITY
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STATE OF TEXAS S a
COUNTY OF TARRANT S
THIS contract is made and entered into by and between the City of Fort Worth ("City"),
acting by and through Libby Watson, its duly authorized Assistant City Manager, and Fort Worth
Metropolitan Industrial Development, Inc. ("Contractor"), by and through Reginald Gates, its
duly authorized Executive Director. Contractor's business address is 3607 East Rosedale Street,
Fort Worth, Texas 76105.
WHEREAS, the City of Fort Worth has grant monies from the United States Department
of Housing and Urban Development ("HUD") through the Community Development Block
Grant ("CDBG") program; and
WHEREAS, the primary purpose of the CDBG program is to benefit low and moderate
income citizens of Fort Worth; and
WHEREAS, the citizens of Fort Worth, the Community Development Council and the
City Council of Fort Worth have determined that a multi-bank Community Development
Corporation is needed to benefit low and moderate income citizens of Fort Worth;
NOW, THEREFORE, THIS AGREEMENT FURTHER " Lr
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That, the parties covenant and agree as follows:
011 R E T A 11"
1. Scope of Services
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Contractor will enter into a contractual partnership with the City of Fort Worth in an
effort to implement a multi-bank Community Development Corporation ("Bank CDC") to provide
growth capital to small businesses in the City's low and moderate income and blighted areas, with
initial emphasis in Southeast Fort Worth. In order to accomplish this goal, the Fort Worth
Metropolitan Industrial Development, Inc. will enter into a subcontractual agreement with the
Development Finance Corporation ("DEFCO") to complete Phase 11 of an ongoing project to
organize and implement a Bank CDC.
The term of the agreement between the City and Fort Worth 'Metropolitan Industrial
Development, Inc. for provision of these services through the subcontractor, DEFCO, would be
for six months beginning on or before September 15, 1993. DEFCO will complete Phase 11 of the
project in accordance with "Exhibit A - Scope of Services and Program Time Line". Any
modification of this program must be approved by the City in writing before it can become
effective,
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2. Funding and Reports
City will provide Contractor with CDBG monies in an amount not to exceed Fifteen
Thousand Dollars ($15,000). Such monies will be disbursed to Contractor on a cost
reimbursement basis following receipt of Contractor's monthly report of activities and statement
of expenditures and fees. Contractor agrees to utilize all disbursed CDBG funds and program
income earned for the benefit of the Program. Contractor agrees that funds will be expended
in accordance with "Exhibit B - Operating Budget." Contractor may not increase or decrease
line-item amounts in its budget for operation of the Program without the prior written approval of
the City.
Contractor will notify City promptly of any additional funding it receives for operation of
the Program, and City reserves the right to amend the program budget in such instances.
Contractor agrees to keep all CDBG monies it has on hand in interest bearing accounts.
Interest earned in excess of $25.00 per contract quarter shall be refunded to the City. These
amounts shall be remitted to City, on at least a quarterly basis, at the same time as submission of
the monthly report following the end of the contract quarter during which the interest was earned.
Interest in an amount of $25.00 or less per quarter may be used for program administration
expenses. These amounts must be reported on the monthly financial statements filed pursuant to
this contract.
Contractor will not commingle CDBG monies with any other funds in any manner which
would prevent City from readily identifying expenditures and fees for operation of the program.
3. Uniform Administrative Requirements and Cost Principles
A. Contractor shall comply with Office of Management and Budget Circulars A-110, A-133
and A-122, as applicable.
B. The allowability of costs incurred for performances rendered hereunder by Contractor
shall be determined in accordance with OMB Circular A-122. City shall be liable to
Contractor only for costs incurred or performances rendered for activities specified in 24
CFR 576.21 (a).
, (b) or(c), any contrary provisions in this agreement notwithstanding.
C. Recipients, subrecipients, contractors andior subcontractors -VvItich are governmental
entities shall comply with the requirements and standards of OMB Circulars A-87, A-128
and with 24 CFR, Part 85.
4. R cordkee ing
Contractor will cooperate fully with City in monitoring the Program. In this regard
Contractor agrees to keep records sufficient to document its compliance with all applicable lads,
regulations and contract terms- In addition, Contractor agrees to keep records to fully document
all expenditures charged to the CDBG program, The documentation must support the amounts
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charged to the Program and demonstrate that the expenditures were appropriate to the stated
goals of the Program and allowable under federal, state and City guidelines. All records shall be
retained for five (5) years following the date of termination of this contract. Contractor may
destroy program records at the end of this five (5) year period if no outstanding audit finding
exists. City, HUD and the United States Comptroller General, or their representatives, shall have
access to any books, documents, records and papers relating to the operations of Contractor
under this contract for the purpose of audit, examination, exception and transcription at all
reasonable hours at all offices of Contractor. The City reserves the right to perform an audit of
the funds received under this contract in order to ensure Contractor's compliance with applicable
federal regulations.
All employee time sheets for CDBG funded employees, mileage and telephone logs in
support of CDBG charged activities shall be maintained by Contractor for five (5) years
following termination of this contract.
5. Reports and Audits
Contractor will submit to City monthly reports of the activities and services undertaken
by Contractor in performance of this contract and monthly statements of Contractor's
expenditures and fees, where applicable, regardless of the source of such funds, which relate to
the Program in any way.
Such reports and statements will be signed by a duly authorized agent of Contractor and
will be submitted by the 15th of the month following the month which is reported. The City is
under no obligation to disburse funds for activities or expenditures which occurred more than
thirty (30) days prior to the first day of the month for which the report is submitted.
City reserves the right to perform an audit of Contractor's program operations and
finances at any time during the term of this contract, if City determines that such audit is
necessary for City's compliance with OMB Circular A-128; Contractor agrees to allow access to
all pertinent materials as described above. If such audit reveals a questioned practice or
expenditure, such questions must be resolved within fifteen (15) days after notice to Contractor
of such questioned practice or expenditure. If questions are not resolved within this period, City
reserves the right to withhold further funding under this and/or future contract(s).
If as a result of any audit, it is determined that Contractor has misused, misapplied or
misappropriated all or any part of the grant ftmds described herein, Contractor agrees to
reimburse the City the amount of such monies so misused, misapplied or misappropriated, plus
the amount of any sanction.
. penalty or other charge levied against City because of such misuse,
misapplication or misappropriation.
6. Reversion of Assets
If applicable, Contractor agrees that all program income from operation of Program in
proportion to the amount of CDBG funds received hereunder will be expended prior to expending
CDBG monies and that any such program income is subject to the terms of this contract. CDBG
monies may be expended by the Contractor only if program income is insufficient to meet all
eligible program activity expenses. Contractor agrees to return to the City any remaining program
income earned from operation of the Program in proportion to the amount of CDBG funds in the
overall operating budget, at the end of the Contract. Contractor agrees to return to the City any
CDBG funds remaining on hand at the end of the Contract.
If applicable, all property purchased with CDBG funds under this contract will be used
solely for operation of the Program. Contractor agrees to obtain City approval prior to purchase
of property and Contractor will follow City bid procedures. Contractor agrees to notify City
upon receipt of property so that it may be properly tagged and inventoried. Title to such property
will be vested in with the City, and, at the termination of the Program for which CDBG funds
have been received, Contractor will deliver all such property to City for disposition at City's sole
discretion.
7. Applicable Laws
A. Federal
Contractor agrees to comply with the following laws and the regulations issued thereunder
as they are currently written or are hereafter amended during performance of this contract:
Title VI of Civil Rights Act of 1964 (42 USC 20004 et seq)
Title VIII of Civil Rights Act of 1968 (42 USC 3601 et seq)
Executive Orders 11063, 11246, as amended by 11375 and as supplemented by
Department of Labor regulations (41 CFR, Part 60)
The Age Discrimination Act of 1975 (42 USC 6101 et seq)
Section 504 of the Rehabilitation Act of 1973 (29 USC 794)
Immigration Reform and Control Act of 1986 (Pub, L. 99-603, 100 Stat. 3359, as
amended) specifically including the provisions requiring employer verifications
of legal worker status of its employees
Housing and Community Development Act of 1987 (Pub, L. 100-242, 101 Stat, 1815, as
amended)
The Americans With Disabilities Act of 1990 (42 USC 12 101 et seq)
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Contractor, in the operation of its program, will also comply with Office of Management
and Budget Circular A-122 and attachments and revisions thereto, regarding principles for
determining costs for CDBG-funded programs,
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B. Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 USC
1701
As the work performed under this contract is on a project assisted under a program
providing direct federal financial assistance from the Department of Housing and Urban
Development and is subject to the requirements of Section 3 of the Housing and Urban
Development Act of 1968, as amended, 12 USC 1701, Contractor covenants to abide by the
requirements of the said Section 3. It requires as follows:
(a) That, to the greatest extent feasible, opportunities for training and employment be given
lower income residents of the project area, and
(b) That, to the greatest extent feasible, contracts for work in connection with the project be
awarded to business concerns which are located in or owned in substantial part by
persons residing in the area of the project.
Contractor will comply with the provisions of said Section 3 and the regulations issued
pursuant thereto by the Secretary of Housing and Urban Development, set forth in 24 CFR 135,
and all applicable rules and orders of the Department issued thereunder prior to the execution of
this contract. Contractor certifies and agrees that it is under no contractual or other disability
which would prevent it from complying with these requirements.
Contractor agrees that it will send to each labor organization or representative of workers
with which it has a collective bargaining agreement or other contract or understanding, if any, a
notice advising the said labor organization or workers representatives of its commitments under
this Section 3 clause and shall post copies of the notice in conspicuous places available to
employees and applicants for employment or training.
Contractor agrees that it will include the said Section 3 clause in every subcontract for
work in connection with the project and will, at the direction of City, take appropriate action
pursuant to the subcontract upon a finding that the subcontractor is in violation of regulations
issued by the Secretary of Housing and Urban Development, 24 CFR 135. Contractor agrees that
it will not subcontract with any subcontractor where it has notice or knowledge that the latter has
been found in violation of regulations under 24 CFR 135 and will not let any subcontract unless
the subcontractor has first provided Contractor with a preliminary statement of ability to comply
with the requirements of these regulations.
City and Contractor understand and agree that compliance with the provisions of Section
3, the regulations set forth in 24 CFR 135, and all applicable rules and orders of the Department
issued thereunder prior to the execution of this contract shall be a condition of the Federal
financial assistance provided to the City project, binding upon the and the Contractor, and their
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respective successors, assignees and subcontractors. Failure to fulfill these requirements shall
subject Contractor and its subcontractors, its successors and assignees, to those sanctions
specified by the Grant Agreement through which federal assistance is provided and to such
sanctions as are specified by 24 CFR 135.
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C. Clean Air Act; Clean Water Act; Environmental Protection Agency Acts and Regulations
This agreement is subject to the requirements of Section 306 of the Clean Air Act, as
amended (42 USC 1857(h) et seq.). Section 508 of the Clean Water Act (33 USC 1368), Water
Pollution Control Act, as amended (33 USC 1251 et seq.) and the regulations of the
Environmental Protection Agency with respect thereto at 40 CFR, Part 15, as amended from time
to time, and Executive Order 11738 (42 USC 7606 nt.). In compliance with said regulations,
Contractor agrees and, with respect to any nonexempt transaction, shall require each
subcontractor to agree to the following requirements:
(1) A stipulation that no facility to be utilized in the performance of nonexempt contract
or subcontract work is included on the List of Violating Facilities issued by the
Environmental Protection Agency (EPA)pursuant to 40 CFR 15.20;
(2) Compliance with all the requirements of Section 114 of the Clean Air Act, as amended
(42 USC 1857c-8), and Section 308 of the Federal Water Pollution Control Act, as
amended (33 USC 1318), relating to inspection, monitoring, entry, reports and
information, as well as all other requirements specified in said Section 114 and Section
308 and all regulations and guidelines issued hereunder;
(3) A stipulation that, as a condition for the award of the contract, prompt notice will be
given of any notification received from the Director, Office of Federal Activities, EPA,
indicating that a facility utilized or to be utilized for the contract is under consideration to
be listed on the EPA List of Violating Facilities;
(4) Agreement by Contractor that it will include or cause to be included the criteria and
requirements in Paragraphs (A) through (D) of this section in every nonexempt
subcontract, requiring that Contractor will take such action as City may direct as a means
of enforcing such provisions.
In no event, shall any amount of the assistance provided under this agreement be utilized
with respect to a facility which has given rise to a conviction under the Clean Air Act or the
Clean Water Act.
D. Other Laws
Contractor covenants and agrees that its officers, members, agents, employees, program
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participants and subcontractors shall abide by and comply with all other laws, federal, state and
local, relevant to the performance of this contract, including all ordinances, rules and regulations
of the City of Fort Worth and the Housing and Community Development Act of 1974 (Pub. L.
93-383, 885 Stat. 633,), as amended, and all regulations pertaining thereto. Contractor further
promises and agrees that it has read, and is familiar with.,terms and conditions of the Community
Development Block Grant under which funds-are granted and that it will fully comply with same.
it is agreed and understood that, if City calls the attention of Contractor to any such violations on
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the part of Contractor or any of its officers, members, agents, employees, program participants or
subcontractors, then Contractor shall immediately desist from and correct such violation.
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8. Prohibition Against Discrimination
A. Generally
Contractor, in the execution, performance or attempted performance of this contract and
agreement, will not unlawfully discriminate against any person or persons because of sex, race,
religion, age, disability, color or national origin, nor will Contractor permit its officers, members,
agents, employees, subcontractors or program participants to engage in such discrimination.
B. Employment
During the performance of this contract Contractor agrees, and will require all of its
subcontractors to agree, as follows:
(1) Contractor will not unlawfully discriminate against any employee or applicant for
employment because of race, color, age, disability, religion, sex or national origin.
Contractor will take affirmative action to ensure that applicants are employed and that
employees are treated during employment without unlawful regard to their race, color,
religion, sex, age, disability or national origin. 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. Contractor agrees to
post in conspicuous places, available to employees and applicants for employment,
notices setting forth the provisions of this nondiscrimination clause.
2) Contractor will, in all solicitations or advertisements for employees placed by or on
behalf of Contractor, state that all qualified applicants will receive consideration for
employment without unlawful regard to race, color, religion, sex, age, disability or
national origin.
C. Age
In accordance with the policy of the Executive Branch of the federal government,
Contractor covenants that neither it nor any of its officers, members, agents. employees, program
participants or subcontractors, while engaged in performing this contract, shall, in connection
with the employment. advancement or discharge of employees or in connection with the terms,
conditions or privileges of their employment, discriminate against persons because of their age
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except on the basis of a bona fide occupational qualification, retirement plan or statutory
requirement.
Contractor further covenants that neither it nor its officers, members, agents, employees,
subcontractors. program participants, or persons acting on their behalf, shall specify. in
solicitations or advertisements for employees to work on this contract, a maximum age limit for
such employment unless the specified maximum age limit is based upon a bona fide occupational
qualification, retirement plan or statutory requirement.
D. Disability
In accordance with the provisions of the Americans With Disabilities Act of 1990
("ADA"), Contractor warrants that it and any and all of its subcontractors will not unlawfully
discriminate on the basis of disability in the provision of services to the general public, nor in the
availability, terms and/or conditions of employment for applicants for employment with, or
employees of Contractor or any of its subcontractors. Contractor warrants it will fully comply
with ADA's provisions and any other applicable federal, state and local laws concerning
disability and will defend, indemnify and hold City harmless against any claims or allegations
asserted by third parties or subcontractors against City arising out of Contractor's and/or its
subcontractors' alleged failure to comply with the above-referenced laws concerning disability
discrimination in the performance of this agreement.
E. City Ordinances
This agreement is made and entered into with reference specifically to the ordinances
codified at Chapter 17, Article 111, Division 3 ("Discrimination in Employment Practices"), of the
City Code of the City of Fort Worth, and Contractor hereby covenants and agrees that
Contractor, its officers, members, agents, employees and subcontractors, have fully complied
with all provisions of same and that no employee, employee-applicant or program participant has
been discriminated against by the terms of such ordinances by either the Contractor or its
officers, members, agents, employees or subcontractors.
9. Prohibition Against Interest
No member, officer or employee of City or its designees or agents; no member of the
governing body of the locality in which the Program is situated; and no other public official of
such locality or localities, who exercises any functions or responsibilities with respect to the
program funded hereunder during his tenure or for one year thereafter, shall have any interest,
direct or indirect, in any contract or subcontract, or the proceeds thereof, for work to be
performed hereunder. Contractor shall incorporate, or cause to be incorporated, like language
prohibiting such interest in all contracts and subcontracts hereunder.
No officer, employee, member or program participant of Contractor or its subcontractors
shall have a financial interest, direct or indirect, in this contract or the monies transferred
hereunder or be financially interested, directly or indirectly, in the sale to Contractor of any land,
materials, supplies or services purchased with any funds transferred hereunder, except on behalf
of Contractor, as an officer, employee, member or program participant. Any willful violation of
this paragraph with the knowledge, expressed or implied, of Contractor or its subcontractors shall
render this contract voidable by the City of Fort Worth,
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10.Non-Assignment
Contractor will not assign any or all of its rights or responsibilities under this contract
without the prior written approval of City. Any purported assignment without such approval will
be a breach of this contract and void in all respects.
11. Independent Contractor
Contractor shall operate hereunder as an independent contractor and not as an officer,
agent, servant or employee of City. Contractor shall have exclusive control of, and the exclusive
right to control, the details of the work and services performed hereunder, and all persons
performing same, and shall be solely responsible for the acts and omissions of its officers,
members, agents, servants , employees, subcontractors, program participants, licensees or
invitees. The doctrine of respondeat superior shall not apply as between City and Contractor, its
officers, members, agents, servants, employees, subcontractors, program participants, licensees
or invitees, and nothing herein shall be construed as creating a partnership or joint enterprise
between City and Contractor. It is expressly understood and agreed that no officer, member,
agent, employee, subcontractor, licensee or invitee of the Contractor, nor any program participant
hereunder, is in the paid service of City and that City does not have the legal right to control the
details of the tasks performed hereunder by Contractor, its officers, members, agents, employees,
subcontractors, program participants, licensees or invitees.
City shall in no way nor under any circumstances be responsible for any property
belonging to Contractor, its officers, members, agents, employees, subcontractors, program
participants, licensees or invitees, which may be lost, stolen, destroyed or in any way damaged;
and Contractor hereby indemnifies and holds harmless City and its officers, agents, and
employees from and against any and all claims or suits.
12. Indemnity: Insurance: Bond
Contractor 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
agreement and/or the operations, activities and services of the Program described herein, whether
or not caused, in whole or in part, by alleged negligence of officers, agents, servants, employees,
contractors or subcontractors of City; and Contractor hereby assumes all liability and
responsibility of City and its officers, agents, sere t , 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 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
agreement and/or the operations, activities and services of the programs described herein,
whether or not caused in -whole or in part, by alleged negligence of officers. agents, servants,
employees, contractors or subcontractors of City, Contractor likewise covenants and agrees to
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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
Contractor, its officers, members, agents, employees, subcontractors, invitees, licensees, or
program participants, or caused, in whole or in part, by alleged negligence of officers, agents,
servants, employees, contractors or subcontractors of City.
13. Waiver of Immunity
If Contractor, 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, Contractor 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.
14. Public Liabilitv Insurance
Contractor shall furnish a certificate of insurance as proof that it has secured and paid for
policies of public liability and automobile liability insurance covering all risks incident to or in
connection with the execution, performance, attempted performance or nonperformance of this
contract and agreement.
The amounts of such insurance shall not be less than the maximum liability which can be
imposed on City under the laws of the State of Texas. At present, such amounts shall be as
follows:
Property damage, per occurrence $100,000
Bodily injury or death, per person $250,000
Bodily injury or death, per occurrence $500,000
with the understanding and agreement by Contractor that such insurance amounts shall be
revised upward at City's option and that Contractor shall revise such amounts within thirty (30)
days following notice to Contractor of such requirements.
Contractor also covenants and agrees to furnish the City of Fort Worth with a certificate
of insurance as proof that it has obtained and paid for a policy of Workers' Compensation
Insurance in the amounts required by state law, covering any and all employees of Contractor
active in the Program funded under this contract; and Contractor agrees to require its
subcontractors to carry adequate Workers' Compensation Insurance in the am,aunts required by
state law.
Contractor will submit to City documentation that it has obtained insurance coverage and
has executed bonds as required in this contract within thirty (30) days of the execution of this
contract and prior to any payment hereunder.
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15. Termination
City may terminate this contract whenever such termination is determined to be in the
best interest of City, in event of Contractor's default, inability or failure to perform or to comply
with any terms herein, or for other good cause.
CDBG funds provided hereunder may not be used as collateral for loans to Contractor to
defray program operation expenses, and any attempted use of CDBG funds for this purpose will
result in termination of this contract by City.
Termination will be effected by written notice to Contractor, specifying the portions of
the contract affected and the effective date of termination. Upon Contractor's receipt of such
termination notice, Contractor will:
(a) Stop work under the contract on the date and to the extent specified by the City;
(b) Cease expenditures of CDBG monies, except as necessary for completion of the
portions of the contract not terminated; and
(c) Terminate all orders and contracts to the extent that they relate to terminated
portions of the contract.
Contractor will return to City any unused monies previously distributed under this
contract within thirty (30) days of the effective date of contract termination. City will have no
responsibility or liability for Contractor's expenditures or actions occurring after the effective
date of the contract termination.
16. Certification -ing
�ation Regarding Lobby
The undersigned representative of Contractor hereby certifies, to the best of his or her
knowledge and belief, that:
(a) No federal appropriated funds have been paid or will be paid, by or on behalf of
Contractor, to any person for influencing or attempting to influence an officer or
employee of any agency, a member of Congress, an officer or employee of
Congress or an employee of a member 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.
(b) If any funds other than federal appropriated funds have been paid or will be paid
to any person for influencing or attempting to influence an officer or employee of
any agency, a member of Congress, an officer o r e mployee of Congress, or an
employee of a member of Congress in connection with this federal contrac', grant,
loan or cooperative agreement, Contractor shall complete and submit Standard
Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its
instructions.
(c) The Contractor shall require that the language of this certification be included
in all subcontracts or agreements involving the expenditure of federal funds.
17. Miscellaneous Provisions
It is expressly understood and agreed by and between the parties hereto that this
agreement is wholly conditioned upon the actual receipt by City of federal CDBG funds; that all
monies distributed to Contractor hereunder shall be exclusively from federal monies received
under said grant and not from any monies of City; and that if such funds under said grant are not
timely forthcoming, in whole or in part, City may, at its sole discretion, terminate this contract
and agreement and City shall not be liable for payment for any work or services performed by
Contractor under or in connection with this contract.
All terms of this contract shall apply to any and all subcontractors of Contractor which
are in any way paid with CDBG funds or who perform any work in connection with Contractor's
program.
The provisions of this agreement are severable, and, if for any reason a clause, sentence,
paragraph or other part of this agreement 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.
The failure of the City to insist upon the performance of any term or provision of this
agreement or to exercise any right herein conferred shall not be construed as a waiver or
relinquishment to any extent of the City's right to assert or rely upon any such term or right on
any future occasion.
Should any action, whether real or asserted, at law or in equity, arise out of the execution,
performance, attempted performance or nonperformance of this contract and agreement, venue
for said action shall lie in Tarrant Countv, Texas.
This written instrument and the exhibits attached hereto, which are incorporated by
reference and made a part of this contract for all purposes, constitute the entire agreement
between the parties hereto concerning the work and services to be perfortried hereunder, and any
prior or contemporaneous, oral or written agreement which purports to vary from the terms
hereof shall be void. Any amendments to the terms of this contract must be in writing and must
be approved by each party to this contract.
IN WITNESS WHEREOF, the parties hereto have executed four copies of this contract in
Fort Worth, Tarrant County, Texas, this day of , A.D. 19
ATTEST: CITY OFPRT WORTH
By
City Secreta4f tibby Wats
Assistant City Manager
APPROVED AS TO FORM AND LEGALITY:
rty orney
°4o r � ashor
Date:--# :5 - t
ATTEST: FORT WORTH METROPOLITAN
INDUSTRIAL DEVELOPMENT, INC.
B :
y r
Secretary gin ates, Exec Ive Director
1
STATE OF TEXAS S
COUNTY OF TARRANT S
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas,
on this day personally appeared Libby Watson, known to me to be the person whose name is
subscribed to the foregoing instrument, and acknowledged to me that the same was the act of the
City of Fort Worth and that she executed the same as the act of said City of Fort Worth for the
purposes and consideration therein expressed and in the capacity therein stated.
DER Y HAND A SEAL OF OFFICE this day of
2,
i A.D. I
y
V.
t4ofary Ptblic
STATE op
Notary Public in and for the State of Texas
MY C-Mft IF TEXAS
STATE OF TEXAS S
COUNTY OF TARRANT S
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas,
on this day personally appeared Reginald Gates, known to me to be the person whose name is
subscribed to the foregoing instrument, and acknowledged to me that the same was the act of the
Fort Worth Metropolitan Industrial Development, Inc. and that he executed the same as the act of
said Fort Worth Metropolitan Industrial Development, Inc. for the purposes and consideration
therein expressed and in the capacity therein stated as its duly authorized officer or
representative.
GI BEN TDER MY HAND AND SEAL OF OFFICE this day of
A,D. 19f5
VIVIA14 L
Notary Public in and for the State of Texas
MY
April it,
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EXHIBIT A
I . Scope of Sorvices
Task/ completion
sub-task f3escriotion Date (wgek)
A. Prepare Investment Proposal
Revise Preliminary Plan to the format 2
of a preliminary investment proposal
A-2 . Submit investment proposal to City,
Black Chamber and Banks for review 2
B. Oocuments for Bank CDC
Prepare draft articles of incorporation,
bylaws, management contract 4
B-2 . Submit documents to City, Black Chamber
and Banks for revie,,,= 4
C. Negotiate with Banc Regulators
C-1 Submit docurients to Coru troller of
Currency (OCC) for national banks 6
C-2 Negotiate with OCC for approvals 6-10
C-3 Submit to other recJulators 10
C-4 Negotiate with other regulators 10-12
D. Review Potential Investments 1-12
II . Timeline
Task: weeks.
1 2 3 Q 5 6 7 S 9 10 11 12
A--1 *i*****
A-2
B-1 **Ii*4,
8-- ,
C-1
C-3
rrr
City of Fort Worth Exhibit B
Community Development Block Grant
Annual Budget
Name of Subcontractor: Fort worth metropolitan Industrial Development, Inc.
Name of Project. DEFCO - Phase 11 of Multi-Bank Community Development Corporation
Project
TOTAL
COST CATEGORY PROGRAM CDBG OTHER SOURCE OF
BUDGET BUDGET FUNDS OTHERFUNDS*
PERSONAL SERVICES
Salaries
F.I.C.A.
Life Insurance
Health Insurance
Unemployment-Federal
Unemployment-State
Worker's Compensation
Retirement
Misc.Fringe
SUPPLIES
Office Supplies
Postage
Other Operating Supplies
Teaching Aids**
Food Su lies
Maintenance/Other Supplies
Minor Equipment/Appliance
CONTRACTUAL SERVICES
Telephone(#Phones---#Lines
Electric
Gas-(Utility)
Water and Waste Disposal
Rent-(Building)Sq.Ft.
Custodial Services
Office Equipment Rental
Printing
Repairs
Fidelity Bond
Liabilily Insurance
Consultants Fees $14,000 114,000
Legal and Accounting** —
Other Professional Services
Private Auto Allowance-Local
Priv. Auto Allow-Out of Town***
Leased Vehicle Charges
Gasoline Oil and Lubrication
Conferences and Seminars
Adyertiismg
Contractual Services
Indirect Cost
Travel Expenses
CAPITAL OUTLAY
Furniture and Fixtures
Office E uipment
Other Equipment
TOTAL $15.000 $15 000
*Pleas--identify each source of funds separately. I M
achanas ditional sheet of per.
*Requires previous approval
*"Mileag
�e Payable at$0,25 per mile
N
3
Reginald rates,Executive 'Director 8-2-9
Date
Name and Title of Authorized Officer Signal re
City of` .Fait Wool k Texas
Mayor and Council Communication
DATE REFERENCE NUMBER LOG NAME PAGE
08110193 C-13954 05FTMETO 1 of 3
sUBJEcT AUTHORITY TO CONTRACT WITH FORT WORTH`f METROPOLITAN INDUSTRIAL,
.
DEVELOPMENT, INC. FOR ESTABLISHMENT OF A MULTI-BANK COMMUNITY
DEVELOPMENT CORPORATION
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager to:
1 . Transfer $15,000 from CDBG Year XIV, Unprogrammed Funds to CDBG Year XIV, Fort
Worth Metropolitan Industrial Development, Inc. (FWMIDI), Bank Community Development
Corporation (CDC) Project, in the Grants Fund, and
2. Execute a contract with the FWMIDI, in an amount not to exceed $15,000 from Year XIV
Community Development Block Grant (CDBG) funds, to be used to establish a multi-bank
CDC.
DISCUSSION:
The Fort Worth Metropolitan Industrial Development, Inc., a nonprofit subsidiary of the Fort
Worth Metropolitan Black Chamber of Commerce, has requested $15,000 in CDBG funds from
the City of Fort Worth to subcontract with the Development Finance Corporation (DEFCO) to
complete Phase II of an ongoing project to organize and implement a multi-bank Community
Development Corporation (Bank CDC). This Bank CDC would provide growth capital to
disadvantaged small businesses in the City's low and moderate income and blighted areas, with
initial emphasis in Southeast Fort Worth.
For the period of January to March 1993, FWMIDI contracted with DEFCO to complete Phase
I of the Bank CDC project to explore the feasibility of establishing a Bank CDC; explore area
banks' interest in establishing a Bank CDC; validate the need for and interest in a Bank CDC;
and, categorize the interests of the banks and the community in establishing a Bank CDC.
Funding for the first phase of the project was provided by the Metropolitan Black Chamber of
Commerce and area banks.
Phase I of the Bank CDC project indicated both a need for, and bank and community interest in,
establishing a Bank CDC. The analysis also determined two primary small business credit needs:
o "Micro" business loans (under $50,000), especially for small, disadvantaged
businesses in Southeast Fort Worth.
0 "Gap" financing for disadvantaged small businesses with insufficient equity or
collateral.
Typically, the eligible small businesses would meet most conventional credit criteria, but lack
sufficient equity or subordinate capital to qualify for a conventional loan.
0 Printed on recycled paper
i 0 C of Forif Wbilk Texas
ty
Mayor and Council Communication
DATE 08/10/93 1 REFERENCE NUMBER C-13954 T_LCIG NAME 05FTMETO I PAGE 2 of 3
suBjEcT AUTHORITY TO CONTRACT WITH FORT WORTH METROPOLITAN INDUSTRIAL
DEVELOPMENT, INC. FOR ESTABLISHMENT OF A MULTI-BANK COMMUNITY
DEVELOPMENT CORPORATION
With Phase 11 of the program, FWMIDI proposes to:
• Prepare the Investment Proposal for the Bank CDC to define the proposed program
for the Chamber, the City, participating Banks and others, and to obtain approvals
from the bank regulators for investments from the banks.
• Assist area banks in negotiating with Bank Regulators to obtain approval of the
investment proposal from the Comptroller of the Currency, the Federal Reserve,
savings institution regulators and state bank regulators as appropriate.
• Assist the Chamber, the City and the Banks in organizing the Bank CDC, including
preparation of articles of incorporation and by-laws, establishing a management
contract with a local economic development organization, and constructing initial
investment policies and procedures.
• Assist the Chamber, the City and the Banks in training local bank or other staff in
structuring and analyzing initial Bank CDC investments by reviewing financial
information of potential projects, assisting with pricing and structuring requirements
and analyzing the returns to the Bank CDC and its investors.
It is anticipated that Phase It could be completed within a period of 6 to 8 weeks. However, to
allow for delays which could be encountered, the contract period would be for six months,
beginning on or before September 15, 1993.
Community Develooment Council Recommendation
The proposal for the City of Fort Worth to contract with FWMIDI for completion of Phase 11 of
the Bank CDC Project was presented to CDC as an Informational Item and an Action Item on
August 2, 1993. CDC moved to recommend to the City Council contracting with FWMIDI for
completion of Phase If of the Bank CDC Project. The motion passed unanimously.
This program is available city-wide for low and moderate income and blighted areas, and will
serve ALL COUNCIL DISTRICTS.
Indirect costs do not apply to this contract because no personal services cost are involved.
Printed on rocyoted paW
`
\ �
City of Foil WoTth, Texas
Mayor and Council Communication
DATE REFERENCE NUMBER LOG NAME PAGE
SUBJECT AUTHORITY TO CONTRACT WITH FORT WORTH METROPOLITAN INDUSTRIAL
DEVELOPMENT, INC. FOR ESTABLISHMENT OF A MULTI-BANK COMMUNITY
DEVELOPMENT CORPORATION
FISCAL INFORMATION/CERTIFICATION:
The Director of Fiscal Services certifies that the funds required for this project are available in
the current operating budget, as appropriated, of the Grants Fund.
Submitted for City %Ianager's FUNIND ACCOLIATT CENTER &XIOUNT CITY SECRETARY
Offike by: (to)
Libby Watson 6140 CIT11Y COUNCIL
Originating Department Dead:
Sandra Gonzalcs 7537 (from)
(1)GR76 53t 005206084990 $15ix)0'00
For A- dditional Information (2)GR76 539120 005206084080 $15,000.00
Sandra Gonzales 7537
Printed on recycled paper
'
A1,41-ii, 10 19`35