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HomeMy WebLinkAboutR-2006-036 authorize investment of federal HOME funds in the Diocese of Yakima Housing Services Rose of Mary Senior Housing ProjectA RESOLUTION RESOLUTION NO. R-2006 — 36 A resolution authorizing the investment of $400,000 in City of Yakima federal HOME funds in the Diocese of Yakima Housing Services Rose of Mary Senior Housing Project WHEREAS, the City of Yakima is an annual recipient of Home grant funds from the U.S. Department of HUD that are intended to provide affordable housing assistance to low and moderate income persons; and WHEREAS, there are low-income Senior Citizens living in Yakima who are in need of additional assistance in order to be able to live in safe, decent, affordable housing; and WHEREAS, it is the desire of the Yakima City Council, whenever possible, to assist in meeting these needs; and WHEREAS, The Diocese of Yakima Housing Services is a highly respected provider of housing assistance for low income persons; and WHEREAS, The Diocese Housing Services has planned and designed a 40 unit Senior Citizen Housing project to be located on their campus, and has previously secured the majority of the funding that will be required to complete the project; and WHEREAS, The Diocese of Yakima Housing Services has requested a grant of $400,000 in HOME funds to be used for their Rose of Mary Affordable Senior Housing project; and WHEREAS, this request is in keeping with the goals of the Yakima City Council, the intent of the federal HOME legislation, and is also within the budget capacity of the City's HOME funds; now, therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: 1. The Diocese of Yakima Housing Services is awarded a grant of HOME funds in the amount of $400,000 in HOME funds for use in the development of their Rose of Mary Senior Housing Project; and 2. The City manager is hereby directed and authorized to execute all necessary contracts for this grant. ADOPTED BY THE CITY COUNCIL this 7th day of March, 2006 Dave Edler, Mayor 7,3 Attest: City Clerk BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT Item No. For Meeting Of March 7, 2006 ITEM TITLE: A resolution authorizing the investment of $400,000 in City of Yakima federal HOME funds in the Diocese of Yakima Housing Services Rose of Mary Senior Housing Project SUBMITTED BY: j foam Cook, Director of Community & Economic Development CONTACT PERSON/TELEPHONE: Bill Cobabe, Neighborhood Development Manager 575-6101 The City of Yakima is an annual recipient of federal HOME grant funds. These funds are used to provide a variety of affordable housing services to low/moderate income persons. The City Council has chosen to invest these funds in services provided directly through the Office of Neighborhood Development Services, and through various community partners. One of the most effective of these partners is the division of Catholic Charities known as the Diocese of Yakima Housing Services (DYHS). This organization has an excellent record of developing new affordable housing projects throughout Central Washington. Their most recent development plan is called the Rose of Mary Affordable Senior Community. With a total project budget of $4.5 million, the complex will consist of 40 units of housing that will be affordable to seniors earning at or below 50% of the area median income. For a single person, this figure is $1,454 per month. Seniors find it extremely difficult to locate market rate housing they can afford, and may be forced to live in substandard conditions. The Rose of Mary project will eliminate this situation for 35 individuals and 5 couples. The major elements of the financing for the project are in place, including a $3.5 million grant from HUD, Section 202 Elderly Housing Program. On February 17, 2006 the DYHS made a presentation to the City Council's Neighborhood Development Committee. They requested $400,000 in HOME funds. After carefully considering the application and the project, the committee recommended the submission of the request for City funds to the full Council for consideration. The grant would be conditioned upon DYHS's completion of all land use and building permit processes. There is enough money in the current City of Yakima HOME program budget to fund this project, and also continue to fund our other housing programs. Attached for approval is a resolution authorizing this investment, and directing the City Manager to execute the contracts necessary to complete the transfer of funds. Resolution X Ordinance Other (Specify) Contract Mail to (name and address): Phone: Funding Source ONDS: 2006 H APPROVED FOR SUBMITTAL: r nds City Manager STAFF RECOMMENDATION: Approval BOARD/COMMISSION RECOMMENDATION: COUNCIL ACTION: Resolution adopted. RESOLUTION NO. R-2006-36 CITY OF YAKIMA OFFICE OF NEIGHBORHOOD DEVELOPMENT SERVICES 1. Contracting Organization:Diocese of Yakima Housing Services (hereinafter "Contractor") 2. Address: 5301 Tieton Drive, Suite C. Yakima, WA. 98908-3478 3. Phone: (509) 965-7100 4. Contact Person: John L. Young — President, Diocese of Yakima Housing Services 5. Title of Service or Program being Funded: Development of 40 Unit Senior Citizen Housing project "Rose of Mary Affordable Senior Housing Project. 6. Amount of Contract Award: $ 400,000.00 Grant (HOME) 7. The term of this Contract shall commence upon execution hereof and shall terminate at midnight, December 31, 2007, unless sooner terminated by either party in accordance with Section X(II of incorporated Exhibit "A". 8. This contract award and the rights and obligations of both parties hereto shall be subject to and governed by the following: 1) "Terms and conditions" attached hereto as Exhibit "A" and incorporated herein by this reference; and 2) Operating budget including sources and uses statement, work plan and all attached hereto as Exhibit "B" and incorporated herein by this reference. 3) City of Yakima Resolution No.2006-36 , a copy of which is attached hereto as Exhibit "C" and incorporated herein by this reference. 9. Final Contract payment shall be subject to satisfactory completion of project described in Exhibit B, Contractor/Subcontractor lien releases, and satisfaction of all contract terms and conditions as stated in Exhibit "A" and Exhibit "C". This written document and incorporated exhibits constitutes the entire Contract between the parties. IN WITNESS THEREOF the +arties have executed this Contract as of the day and year indicated below. Willia R.A. Zais, Jr_,�ity Contract Title: ATTEST: City Clerk City Contract No.: x0106 -35 4) 3 / Dat q/q/o6 Date ill 2-664 Date !! ASSIGNMENT, ASSUMPTION AND CONSENT AGREEMENT THIS ASSIGNMENT, ASSUMPTION AND CONSENT AGREEMENT ("Assumption Agreement") is entered into as of this 13th day of July 2007, by and among Diocese of Yakima Housing Services, a Washington nonprofit corporation, with ("Assignor"), Rose of Mary Terrace, a Washington nonprofit corporation ("Assignee") and the City of Yakima (the "City"). BACKGROUND Assignor and City are parties to that certain Funding Contract dated as of April 26, 2006, City Contract Number 2006-35, (the "Contract") whereby City has agreed to grant to Assignor Four Hundred Thousand Dollars ($400,000.00) to fund the development of a 40 -unit housing project for low-income seniors to be known as Rose of Maty Terrace (the "Project"). The U.S. Department of Housing and Urban Development requires as a condition of funding the Project, that the Contract be assigned to assignee. Assignor wishes to assign to Assignee and to have Assignee assume all of Assignor's rights and obligations under the Contract and Assignee is willing to assume all of said obligations of Assignor thereunder. Assignor seeks the consent of City to the assignment and assumption of the Contract as set forth herein, and City is willing to grant such consent on the terms and conditions set forth herein. AGREEMENT NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: 1. Assignment. Assignor hereby sells, transfers, assigns, grants, and conveys to Assignee all of its right, title, obligations and interest existing as of this date in and under the Contract. 2. Assumption. Assignee hereby expressly assumes all obligations of Assignor under the Contract and expressly assumes and agrees to perform, observe and confirm all the covenants, agreements, terms, conditions, obligations, duties and liabilities of Assignor under the Contract and any other documents or instruments executed and delivered or furnished by Assignor in connection therewith 3. Consent. City hereby consents to the foregoing assignment and assumption of the Assignor's obligations under the Contract pursuant to the terms and conditions set forth herein. 4. Representations and Warranties of Assignee. In order to induce City to consent to the assignment and assumption provided for herein, Assignor hereby represents to City that: (a) (b) Assignee is a nonprofit corporation duly organized and validly existing under the laws of the State of Washington. Assignee has the full right, power and authority to conduct all of the activities which are now conducted by it or proposed to be conducted as contemplated by the Contract, to execute, deliver (c) and perform under this Assumption Agreement, and to assume the obligations of Assignor and to fulfill its duties under the Contract. The managing member of Assignee has full right, power and authority to execute and deliver this Agreement on behalf of Assignee. There is no action, suit or proceeding or any investigation pending or, to the best of Assignee's knowledge, threatened against or affecting Assignee or its managing member at law or in equity in any court or by any federal, state, municipal or other governmental authority, department, commission, board, agency or other governmental instrumentality which is likely to have an adverse effect on Assignee's ability to assume the obligations and to fulfill the duties of Assignor under the Contract. (d) Neither Assignee nor its managing member is in default or alleged to be in default with respect to any judgment, order, writ, injunction or decree or in breach or alleged to be in breach or default under any material lease, contract, agreement, commitment, instrument or obligation to which it is a party or by which it or its property is bound; and to the best of Assignee's knowledge, there is no state of facts which is likely to create or cause a default or breach under any such material lease, contract, agreement, commitment, instrument or obligation. (e) To the best of Assignee's knowledge and belief, Assignee has complied in all material respects with all federal, state and local laws, regulations and orders applicable to the ownership of its properties and the conduct of its operations. 5. Representations and Warranties of Assignor. In order to induce City to consent to the assignment and assumption provided for herein, Assignor hereby represents to City that the representations and warranties of Assignor in the Contract are true and correct in all material respects as of the date hereof. 6. Further Assurances. At any time and from time to time, upon City's request, Assignee will promptly and duly execute and deliver any and all further instruments and documents and take such further action as City may deem reasonable to effect the purposes of this Agreement. 7. Survival of Representation and Warranties. All representations and warranties made in this Assumption Agreement and in any document, certificate or statement delivered by Assignee in connection herewith shall survive the execution and delivery of this Assumption Agreement. 8. Successors and Assigns. This Assumption Agreement shall be binding upon Assignee and its successors and assigns and shall inure to the benefit of City and its successors and assigns; provided, however that Assignee shall not have the right to assign any of its obligations or rights hereunder, except as expressly provided herein, without the prior written consent of City. 9. Governing Law. This Assumption Agreement shall be governed by and construed and interpreted in accordance with, the laws of the State of Washington. [SIGNATURES APPEAR ON THE FOLLOWING PAGE] IN WITNESS WHEREOF, the undersigned have caused this Assumption, Assumption and Consent Agreement to be duly executed and delivered by their duly authorized representatives on the day and year first above written. ASSIGNOR: Diocese of Yakima Housing Services, a Washin_ .;nonprofit corporation By: Print Name: jikGttiteU� Title: ASSIGNEE: Rose of Mary Terrace, a Washin n nonprofit corporation By• Print Name: &----e-e-171--t -4 C7- Title: SCG +2�� CITY: City of Yakima, a Washin on municipal corporation By: Print Name: , Zc. s J � Title: C. i . V1n ca vi a J a n_ Date: ; ` `j�/ 2 HOME FUNDING AWARD AMENDMENT THIS HOME FUNDING AWARD AMENDMENT (this "Amendment") is entered into as of this 13th day of July 2007, by and among Diocese of Yakima Housing Services, a Washington nonprofit corporation, with ("Contractor") and the Department of the City of Yakima (the "City"). Contractor and City are parties to that certain Funding Contract dated as of April 4, 2006, whereby City has agreed to grant to Contractor Four Hundred Thousand Dollars ($400,000.00) (the "Contract") for the purposes of acquiring property and constructing improvements for the Rose of Mary Terrace, a 40 -unit low-income senior housing facility (the "Project"). City and Contractor desire to amend certain terms of the Contract to accommodate additional financing of the Project. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree that the Contract shall be amended to delete in its entirety paragraph XXXIII, which provision would otherwise require certain Project funds to be returned to the City. All other terms and conditions of the Contract shall remain in full force and effect. The parties intend for the Contract to be assigned from Contractor to Rose of Mary Terrace, a Washington nonprofit corporation that will own and operate the Project. The amendment accomplished herein is intended to be integrated into the Contract, as assigned to Rose of Mary Terrace. [SIGNATURES APPEAR ON THE FOLLOWING PAGE] IN WITNESS WHEREOF, the undersigned have caused this Amendment to be duly executed and delivered by their duly authorized representatives on the day and year first above written. CONTRACTOR: CITY: Diocese of Yakima Housing Services, a Washington nonprofit corporation By: Print Name: Title: Lk1tAccvTo i t t� JaL City of Yakima, a Washington municipal corporation By: Print Name: Title: {� biri a 4" ti Date: 7// 7 (..,, 2 By its signature below, the anticipated assignee of the Contract, Rose of Mary Terrace hereby consents to the Amendment of the HOME Funding Contract executed by the City of Yakima and the Diocese of Yakima Housing Services on the 13th day of July, 2007. Rose of Mary Terrace, a Washington nonprofit corporation By, Print Name: -c„ C Title: tr. EXHIBIT "A" TERMS AND CONDITIONS DESIGNATION The City of Yakima, as recipient of a housing and community development grant from the U.S. Department of Housing and Urban Development, hereby designates Contractor to undertake, and the Contractor hereby agrees to undertake that certain community development or housing assistance project described in Exhibit `B°, Scope of Work. II SUB -GRANT A. NOTICE TO PROCEED No work on the project shall occur prior to or without written approval from the City of Yakima Office of Neighborhood Development Services (ONDS). ONDS shall furnish the Contractor with written notice to proceed upon release of funds from HUD related to the project pursuant to 24 CFR Part 58. B. AMOUNT OF GRANT The City hereby sub -grants to the Contractor $ $400,000.00 for said project. III GENERAL BUDGET PROVISIONS The Contractor agrees to the following provisions in satisfying the terms and conditions of this contract: A. PAYMENT AND DISBURSEMENTS Disbursements by the City of Yakima from this contract/grant award shall be on a reimbursement basis covering actual expenditures by the Contractor or obligation of the Contractor currently due and owing, but not paid. Disbursements shall be limited to allowable costs and so shall be made upon the occurrence of all the following, in addition to any other conditions contained herein or in the special conditions: 1. Receipt by the City of Yakima ONDS of a written reimbursement request on forms provided by the City of Yakima ONDS supported by copies of vouchers, invoices, salary and wage summaries, or other acceptable documentation; and 2. Determination by the City of Yakima ONDS that the expenditures or obligations for which reimbursement is sought constitute allowable costs under the principles set forth in Federal Management Circular 74-4 `eligible costs under the HOME Program" and come within the Project Budget. B. No payment shall be made for any service rendered by the Contractor except for services within the scope of a category set forth in the budget in Exhibit "B° of this Contract, and all funds received must be used for service as identified in Exhibit °B° of this Contract. 2 of 13 • 8/30/05 C. 1. The Contractor shall submit to the City of Yakima ONDS a written request for approval of budget revision when a proposed revision would result in an increase or decrease of ten percent (10%) or more in an approved budget subject category. Written budget revision approval must be received by the Contractor prior to the Contractor incurring any expenditures against the revised budget sub -object categories. 2. When the revision of the Contractor budget does not exceed ten percent (10%) of an approved budget sub -object category, the Contractor must submit a revised budget to the City of Yakima ONDS prior to the submittal of claims against the budget. IV COMMENCEMENT OF WORK The City of Yakima ONDS shall fumish the Contractor with written notice to proceed upon release of funds from HUD related to the project. No work on the project shall occur prior to the notice to proceed without written approval from the City of Yakima ONDS. V BILLING PROCEDURES A. The Contractor shall submit monthly written claims for reimbursement of services performed under this contract in the manner prescribed in paragraph III above, and as prescribed by the City of Yakima ONDS. VI LOCAL FINANCIAL SUPPORT The sub -grant shall not be utilized to reduce substantially the amount of local financial support for community development activities below the level of such support prior to the availability of such assistance. VII BUDGET SURPLUS The Contractor agrees that funds determined by the City of Yakima ONDS to be surplus at the end of the project within the budget of this Contract will be subject to cancellation by the City of Yakima ONDS and may be negotiated if they are to be included in future Contracts. VIII COMPLIANCE WITH LAWS A. GENERAL The Contractor, in performance of this Contract, agrees to comply with all applicable Federal, State and Local Laws and ordinances, and the rules and regulations promulgated by the U.S. Department of Housing and Urban Development, including, but not limited to, Federal HOME Regulations and other policies and guidelines established by the City of Yakima ONDS. B. PROCUREMENT AND CONSTRUCTION OR REPAIR PROJECT REQUIREMENTS The following federal provisions may apply, among others, to this Contract: 1. Office of Federal Contract Compliance Programs regulations, 41 CFR Part 60, Executive Order 11246 as amended by Executive Order 12086, and 24 CFR 570.601 (Discrimination prohibited). 2. The Lead Based Paint Poisoning Prevention Act, 42 USC Section 4831 et seq., and HUD regulations implementing the Act, 24 CFR Part 35, where, residential structures are involved. The Contractor shall provide whatever assistance is necessary to enable the City of Yakima's Building Official to carry out its inspection and certification responsibility under those regulations. 3 of 13 . 8/30/05 Histnrir and Arehaenlnnirai Drrsep-fatinn rPn!lirPmPntc ac sot fnrth in ?t r -FP Section 570.604.36 CFR Part 800, RCW 27.44.010 (Native American Burial Law), RCW 27.53.010-.090 (Protection of Archaeological Resources), and RCW 43.51.750-.820 (Preservation of Historic Properties). 4. Architectural Barriers Act of 1968 as amended, 42 USC Section 4151 et seq., implementing regulations, and Chapter 70.92 RCW. 5. Clean Air Act as amended, 42 USC Section 1857 et weq; Water Pollution Control Act, as amended, 33 USC Section 1251 et seq.; and Environmental Protection Agency regulations, 40 CFR Part 15. 6. Section 3 of the Housing and Urban Development Act of 1968 (12 USC Section 1701u) and 24 CFR Part 135 (Employment opportunities for project area businesses and low income persons). 7. Contract Work Hours and Safety Standards Act, 40 USC Sections 327-333, (Overtime Compensation). 8. Davis -Bacon Act, as amended, 40 USC Sections 276a — 276a — 5, and RCW Chapter 33 — 12 (Prevailing Wage Rates). Attachment 0 of the Oce of management and Budget Circular, A-102 (Procurement Standards) and Federal Management Circular, FMC 74-4. 10. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended, and regulations contained in 24 CFR Parts 42 and 570. 11. Title VI of the Civil Rights Act of 1964 (P.L. 88-352) as amended, and HUD regulations with respect thereto including the regulations under 24 CFR Part 1. In the saie, lease or other transfer of land acquired, Geared or improved with assistance provided under this Agreement, and Contractor shall cause or require a covenant running with the land to be inserted in the deed or lease for such transfer- prohihiting discrimination upon the hasis of race color, religion sex, or national origin, in the sale, lease or rental, or in the use or occupancy of such !and or any improvements erected or to be erected thereon, and providing that the Contractor, the County, and the United States are beneficiaries of and entitled to enforce such covenant. The Contractor, in undertaking its obligation in carrying out the program assisted hereunder, agrees to take such measures as are necessary to enforce such covenant and will not itself so discriminate. 12. Age Discrimination Act of 1975 (24 CFR 146). 13. Fair Housing Act (24 CFR 100, CFR 107 and 24 CFR 1). 14. Housing Quality Standards (24 CFR 882.109). 15. WBE/MBE (24 CFR 85.36 (e)). 16. ENVIRONMENTAL REVIEW A. NEPA The City of Yakima ONDS retains environmental review responsibility for purposes of fulfilling requirements of the National Environmental Policy Act, under which the City of Yakima ONDS may require the Contractor to furnish data, information and assistance for the City's 4 of 13 8130/05 review and assessment in determining whether the City must prepare an Environmental Impact Statement. B. SEPA The Contractor retains responsibility for fulfilling the requirements of the State Environmental Policy Act and regulations and ordinance adopted thereunder. C. COMPLIANCE AS PRE -CONDITION Performance by either the City of Yakima ONDS or the Contractor under this Agreement shall be contingent upon satisfaction of all applicable requirements of the National and State Environmental Policy Acts. IX NON-DISCRIMINATION IN EMPLOYMENT A. The City of Yakima is an Equal Opportunity Employer. B. The Contractor agrees that it shall not discriminate against any employee or applicant on the grounds of race, creed, color, religion, national origin, sex, marital status, age, or the presence of any sensory, mental or physical handicap. Such action shall include, but not be limited to: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates of pay or other fomes of compensation; and programs for training including apprenticeships. The Contractor specifically agrees to abide by the Office of Federal Contract Compliance Programs regulations, 41 CFR Part 60, Executive Order 11246 as amended by Executive Order 12086, and HUD Anti Discrimination Requirements, 24 CFR 570.601. X NON-DISCRIMINATION IN CLIENT SERVICES A. The Contractor agrees to affirmatively market units made available through this contract (24 CFR 92.352), and shall not, on the grounds of race, color, sex, religion, national origin, creed, marital status, or age: 1. Deny a qualified individual any facilities, financial aid, services or other benefits provided under this Contract; 2. Provide any service(s) or other benefits to a qualified individual which are different, or are provided in a different manner, from those provided to others under this Contract; separate treatment in any manner related to his receipt of any service(s) or other benefits provided under this Contract; 3. Deny any qualified individual an opportunity to participate in any program provided by this Contract through the provision of service(s) or otherwise, or will afford him an opportunity to do so which is different from that afforded others under this Contract. B. The Contractor shall abide by all provisions of Section 504 of the HEW Rehabilitation Act of 1973 prohibiting discrimination against handicapped individuals either through purpose or intent. C. If assignment and/or subcontracting has been authorized, said assignment or subcontract shall include appropriate safeguards against discrimination in client services binding upon each Contractor or Subcontractor. The Contractor shall take 5 of 13 8/30/05 such action as may be required to ensure fuii compliance with the provisions of this cause inrludinn sanctions for nonr.P_!Y±Qlianne XI LICENSING AND PROGRAM STANDARDS The Contractor agrees to comply with all applicable Federal, State, County and Municipal standards for licensing, certification and operation of facilities and programs, and accreditation UIIJ uicnSi11g Ui inuwluuaiJ, aiiu airy Uu1Gr .11anudIUJ or ..IIWIId dJ UCJLi11UCU 1111.11e ..U11trdGl W assure quality of services. XII MONITORING AND ACCESS TO RECORDS A n. Contractor agrees that City may carry out monitoring and evaluation activities so as to ensure compliance by Contractor with this Contractor agreement, with the HOME Compliance Documents, and with all other laws, regulations, and ordinances related to the perffoimance hereof. Contractor agrees to provide City with any data determined by City to be necessary for its effective fulfillment of its monitoring and evaluation responsibilities. B. At any reasonable time and as often as City may deem necessary, Contractor shall make all of its records available to City, HUD, the Comptroller General of the United States, or any of heir authU1 , representatives, and shall permit City, HUD, the Comptroller General of the United States, or any of their authorized reprPsentaiivPS to audit, examine, and make excerpts and/or copies of same. Contractor records shall include, but shall not be limited to, the following: payroll, personnel and employment records; procurement bidding documents; contracts; sales closing statements; and invoices. C. The Contractor shall be required to make reasonable changes in the services as completed or to be completed if said services fall below the standards and specifications set forth in the Special Terms and Conditions, Project Description, or Statement of Work. XIII SAFEGUARDING OF CLIENT INFORMATION The use or disclosure by any party of any confidential information concerning a recipient or client for any purpose not directly connected with the City's or the Contractor's responsibilities with respect to services provided under this Contract is prohibited except on written consent of the recipient or client, his/her attorney or his/her responsible parent or guardian or as otherwise provided by law. XIV ASSIGNMENT AND/OR SUBCONTRACTING The Contractor shall not assign or subcontract any portion of the services provided within the terms of this Contract without obtaining prior written approval from the City. All terms and conditions of this Contract shall apply to any approved subcontract or assignment related to the Contract. XV STANDARDS FOR FISCAL ACCOUNTABILITY A. The Contractor agrees to provide project line item draw requests, annual verification of rents, annual audited financial statement to compare income and expenses, records, documents and accounting procedures which accurately reflect all direct and indirect costs related to the performance of this Contract. Such fiscal books, records, documents, reports and other data shall be retained in a manner consistent with the "Budgeting, Accounting, Reporting System for Counties and Cities, and Other Local Governments", hereinafter referred to as "BARS", as issued by the Office of State Sof 13 8/30/05 Auditor, State of Washington. The Contractor further agrees that the City of Yakima ONDS shall have the right to monitor and audit the fiscal components of the organization to insure that actual expenditures remain consistent with the terms of this Contract. The Contractor shall retain all books, records, documents and other material relevant to the Contract for seven (7) years after settlement of this Contract. The Contractor agrees that the City of Yakima, the U.S. Department of Housing and urban Development, the Washington State Auditor, or their designees, shall have full access to and a right to examine any of said materials at all reasonable times during said period. B. The Contractor agrees that any contributions or payments made for services fumished under this Contract shall be used for the sole benefit of this program. XVI PROGRAM PROPERTY Any personal property having a useful life of more than one year and purchased wholly or in part with sub -grant funds at a cost of three hundred dollars ($300) or more per item, shall upon its purchase or receipt become the property of the City of Yakima and/or federal government. Final ownership and disposition of such property shall be determined under the provisions of Attachment N of OMB, A-102. The Contractor shall be responsible for all such property, including its care and maintenance, and shall comply with the following procedural requirements: 1. Property records shall be maintained accurately and provide for: A description of the property; manufacturer's serial number or other identification number, acquisition date and cost; source of the property; percentage of HOME funds used in the purchase of property; location, use, and condition of the property. 2. A physical inventory of property shall be taken and the results reconciled with the property records at least once every two years to verify the existence, current utilization, and continued need for the property. 3. A control system shall be in effect to insure adequate safeguards to prevent lose, damage, or theft to the property. Any loss, damage, or theft of the property shall be investigated and fully documented. 4. Adequate maintenance procedures shall be implemented to keep the property in good condition. 5. If the Contractor elects to capitalize and depreciate such nonexpendable personal property in lieu of claiming the acquisition cost as a direct item of cost, title to such property shall remain with the Contractor. An election to capitalize and depreciate or claim acquisition cost as a direct item of cost shall be irrevocable. 6. Nonexpendable personal property purchased by the Contractor under the terms of this Contract, in which title is vested in the City of Yakima or Federal Govemment shall not be rented, loaned, or otherwise passed to any person, partnership, corporation, association or organization without the prior express approval of the City of Yakima ONDS. 7. Any nonexpendable personal property furnished to, or purchased by, the Contractor, title to which is vested in the City of Yakima ONDS or federal government shall, unless otherwise provided herein or approved by the Contracting Officer, be used only for the performance of activities defined in this Contract. 8. As a condition prerequisite to reimbursement for the purchase of nonexpendable personal property, title to which shall vest in the City of Yakima ONDS or federal govemment, the Contractor agrees to execute such security agreements and other documents as shall be necessary for the City of Yakima ONDS or federal government to perfect its interest in such property in accordance with the "Uniform Commercial 7 of 13 8/30/05 Code -Secured Transactions' as codified in Article 9A of RCW Chapter 62A. 9. The Contractor shall be responsible for any loss or damage to the property of the City of Yakima ONDS or federal govemment (including expenses entered thereunto) which results from negligence, willful misconduct, or lack of good faith on the part of the Contractor to maintain and administer in accordance with sound management practices that property, to ensure that the property will be returned to the City of Yakima ONDS or federal government in like condition to that in which condition the property was acquired by purchase, fall wear and teal au opted. XVII RELATIONSHIP OF THE PARTIES The parties intend that an independent contractor/city relationship will be created by this Contract. The City of Yakima ONDS is interested only in the results to be achieved, the implementation of services will lie solely with the Contractor. No agent, employee, or representatives of the Contractor shall be deemed to be an employee, agent, servant or representative of the City of Yakima for any purpose, and the employees of the Contractor are not entitled to any of the benefits the City of Yakima provides for City Employees. The Contractor will be solely and entirely responsible for its acts and for the acts of its agents, employees, servants, Subcontractors, or otherwise during the performance of this Contract. XVIII TAXES AND ASSESSMENTS Contractor shall be solely responsible for and shall pay all taxes, deductions, and assessments, including but not limited to, sales tax, federal income tax, FICA, social security tax, assessments for unemployment and industrial injury insurance, and other deductions from income which may be required by law or assessed against either party as a result of this Contract. In the event the City is assessed a tax or assessment as a result of this Contract, Contractor shall pay the same before it becomes due. XIX QUARTERLY REPORT The Contractor agrees to submit a written quarterly report outlining the progress towards completion of activities included in Exhibit 6, to the City of Yakima. XX INSURANCE A. NO INSURANCE It is understood that the City does not maintain liability insurance for the Contractor and/or its employees, agents, officers, and subcontractors. B. COMMERCIAL LIABILITY INSURANCE On or before the effec`twe date of this Contract the Contractor shall provide the City y Contractor � a�eue� Ne with a certificate of insurance as proof of liability insurance in the amount of One Million Dollars ($1,000,000.00) that clearly states who the provider is, the amount of coverage, the policy number, and when the policy and provisions provided are in effect (any statement in the certificate to the effect of "this certificate is issued as a matter of information only and confers no right upon the certificate holder" shall be deleted). Said policy shall be in effect for the duration of thjs Contract. The policy shall name the City, its elected officials, officers, agents and employees as additional insureds, and shall contain a clause that the insurer will not cancel or change the insurance without first giving the City thirty (30) calendar days prior written notice (any language in the clause to the effect of but failure to mail such notice shall impose no obligation or liability of any kind upon the company" shall be crossed out and initiated by the insurance agent). The insurance shall be with an insurance company or companies rated A -VII or higher in Best's Guide and admitted in the State of Washington. 8 off 3 8/30/05 C. COMMERCIAL AUTOMOBILE LIABILITY INSURANCE On or before the date this Contract is fully executed by the parties, Contractor shall provide the City with a certificate of insurance as proof of commercial automobile liability insurance with minimum liability limit of One Million Dollars ($1,000,000.00) combined single limit bodily injury and property damage. Automobile liability will apply to "Any Auto" and be shown on the certificate. The certificate shall clearly state who the provider is, the amount of coverage, the policy number, and when the policy and provisions provided are in effect (any statement in the certificate to the effect of "this certificate is issued as a matter of information only and confers no right upon the certificate holder" shall be deleted). Said policy shall be in effect for the duration of this Contract. The policy shall name the City, its elected officials, officers, agents, and employees as additional insureds, and shall contain a clause that the insurer will not cancel or change the insurance without first giving the City thirty (30) calendar days prior written notice (any language in the clause to the effect of "but failure to mail such notice shall impose no obligation or liability of any kind upon the company" shall be crossed out and initialed by the insurance agent). The insurance shall be with an insurance company or companies rated A -VII or higher in Best's Guide and admitted in the State of Washington. D. WORKERS' COMPENSATION The Contractor agrees to pay all premiums provided for by the Workman's Compensation Act of the State of Washington. Evidence of the contractors workers' compensation coverage will be furnished to the City. The contractor holds the City harmless for any injury or death to the contractor's employees while performing this Contract. E. INSURANCE PROVIDED BY SUBCONTRACTORS The Contractor shall ensure that all subcontractors it utilizes for work/services rendered under this Contract shall comply with all of the above insurance requirements. XXI INDEMNIFICATION AND HOLD HARMLESS All services to rendered or performed under this Contract will be performed or rendered entirely to the Contractor's own risk and the Contractor expressly agrees to defend, indemnify and hold harmless the City of Yakima and all of its officers, agents, employees and elected officials from any and all liability, loss, fines, penalties or damage, inducing reasonable cost of defense, they may suffer as a result of claims, demands, actions, or damages to any and all persons or property, costs or judgments against the City of Yakima which result from, arise out of, or are in any way connected with the services to be preformed by the Contractor under this Contract. Nothing in this section of the Contract shall be construed to create a liability or a right of indemnification in any third party. XXII CONTRACT, TERMINATION AND CLOSE OUT If the Contractor fails to comply with the terms and conditions of this Contract, the City of Yakima ONDS may pursue such remedies as are legally available including but not limited to, the termination of this Contract in the manner specified herein. A. TERMINATION FOR CAUSE If the Contractor fails to comply with the terms and conditions of this Contract and any of the following conditions exist: 1. The lack of compliance with the provisions of this Contract are of such scope 9 of 13 . 8/30/05 and nature that the City of Yakima ONDS deems continuation of this Contract to be cuhctantially nen-haneficial to the- pubic intoned.; 2. The Contractor has failed to take satisfactory corrective action as directed by the City of Yakima ONDS or its authorized representative within the time specified by same; 3. The Contractor has failed within the time specified by the City of Yakima ONDS .1.. authorized or Its authorized representative to satisfactorily substantiate its compliance with the terms and conditions of this Contract, then: The City of Yakima ONDS may terminate this Contract in whole or in part, and thereupon shall notify the Contractor of the termination, the reasons therefore and the effective date provided such effective date shall not be prior to notification to the Contractor. After this effective date, no charges incurred under any terminated portions are allowable. B. TERMINATIONS ON OTHER GROUNDS This Contract may also be terminated in whole or in part by mutual agreement of the parties. C, TERMINATION FOR WITHDRAWAL, REDUCTION OR LIMITATION OF FUNDING In the event that funding from the Federai government is withdrawn, reduced or limited in any way after the effective date of this Contract, and prior to its normal completion, the City of Yakima ONDS may summarily terminate this Contract as to the funds reduced or limited, nonwithstanding any other termination provision of this Contract. If the level of funding so reduced or limited is so great that the City of Yakima ONDS deems -that -the -continuation -of the program coveredbythis Contractisno longer in the best interest of the public, the City of Yakima ONDS may summarily terminate this Contract in whole nonwithstanding any other termination provisions of this Contract. Termination under this Section shall be effective upon receipt of written notice by the Contractor or its representative. The City of Yakima ONDS agrees to promptly notify the Contractor of any proposed reduction in funding by Federal or other officials. The Contractor agrees that upon receipt of such notice it shall take appropriate and reasonable action to reduce its spending in the affected funding area so that expenditures do not exceed the funding level which would result if said proposed reduction became effective. This Contract may further be terminated by the City of Yakima upon written demand by the cityof ak' ONDS f� awe Ir ncees that the terms the Project Description .a Y_..rma r L a of the e 1 vj� ar e being timely complied with, if such assurances are not made to the City's satisfaction within thirty (30) days of the date of such written demand. D. CLOSE-OUT In the event that this Contract is terminated in whole or in part for any reason, the following provisions shall apply: 1. Upon written request by the Contractor, the City of Yakima shall make or arrange for payment to the Contractor of allowable reimbursable costs not covered by previous payments. 2. The Contractor shall submit within thirty (30) days after the date of expiration of this Contract, all financial, performance and other reports required by this Contract, and in addition, will cooperate in a program audit by the City of Yakima or its designee. 10 of 13 8/30/05 3. In the event a financial audit has not been performed prior to close-out of this Contract, the City of Yakima ONDS retains the right to withhold a just and reasonable sum from the final payment to the Contractor after fully considering the recommendation on disallowed costs resulting from the final audit. XXIII COVENANT AGAINST CONTINGENT FEES The Contractor warrants that no person or selling agency has been employed or retained to solicit or secure this contract upon an agreement or understanding for a commission, percentage, brokerage or contingent fee, excepting bona fide employees or bona fide established commercial or selling agency maintained by the Contractor for the purpose of securing business. The City of Yakima ONDS shall have the right, in the event of breach of this clause by the Contractor, to annul this Contract without liability or, in its discretion, to deduct from the Contract price or consideration or otherwise recover the full amount of such commission, percentage, brokerage or contingent fee. XXIV CONFLICT OF INTEREST The City may, by written notice to the Contractor: A. Terminate this Contract if it is found, after due notice and hearing, by the City that gratuities in the form of entertainment, gifts, or otherwise offered or given by the Contractor, or agent or representative of the Contractor, to any officer or employee of the City of Yakima, with a view towards securing this Contract or securing favorable treatment with respect to the awarding or amending or the making of any determinations with respect to this contract. B. In the event this Contract is terminated as provided in (A) above, the City of Yakima shall be entitled to pursue the same remedies against the Contractor as it could pursue in the event of a breach of the Contract by the Contractor. The rights and remedies of the City of Yakima provided for in this clause shall not be exclusive and are in addition to any other rights and remedies provided by law. XXV RIGHTS IN DATA The City of Yakima ONDS may duplicate, use and disclose in any manner and for any purposes whatsoever, and have others so do, all data delivered under this agreement. The Contractor hereby grants to the City of Yakima, a royalty -free, non-exclusive, and irrevocable license to publish, translate, reproduce, deliver, perform, dispose of, and to authorize others to do so, all data now or hereinafter covered by copyright: Provided, that with respect to data not originated in the performance of this Contract such license shall be only to the extent that the Contractor has the right to grant such license without becoming liable to pay compensation to others because of such grant. The Contractor shall exert all reasonable effort to advise the City of Yakima ONDS, at the time of delivery of data fumished under this agreement, of all invasions of the right of privacy contained therein and of all portions of such data copied from work not composed or produced in the performance of this agreement and not licensed under this clause. The Contractor shall report to the City of Yakima ONDS, promptly and in written detail, each notice or claim of copyright infringement received by the Contractor with respect to all data delivered under this agreement. The Contractor shall not affix any restrictive markings upon any data, and if such markings are affixed, the City of Yakima ONDS shall have the right at any time to modify, remove, obliterate, or ignore such markings. XXVI RULE OF CONSTRUCTION In the event of an inconsistency in this contract/grant award unless otherwise provided herein, the inconsistency shalt be resolved by giving precedence in the following order: 1. Appropriate provisions of state and federal statutes and regulations including HUD 11 of 13 8/30/05 Home Regulations. 2, General Terms and Conditions (Exhibit A. 3. Those attachments incorporated by reference herein, including the statement of work/project description, approved HUD grant budget, in the order in which attached, (Exhibit B), 'f. City of Yakima Resolution No. R-2UU6-#36 (Exhibit C), and 5. Any other provisions whether incorporated by reference herein or otherwise provided that nothing herein shall be construed as giving preference to provisions of this contract/grant award over any provisions of law. XXVII GOVERNING LAW This Contract has been and shall be construed as having beerri entered into and delivered within the State of Washington, and it is mutually understood and agreed by each party hereto that this Contract shall be governed by laws of the State of Washington, both as to interpretation and performance. )(XVIII VENUE The venue for any action to enforce or interpret this Contract shaii iie in the Superior Court of Washington for Yakima County, Washington. XXIX MODIFICATION Either party may request changes in this Contract, however, no change or addition to this -Contract ontract shall be valid or -binding upon eitherpartyunless such change or addition be in writing, and executed by both parties, except budget adjustments as specified in Section IV of this Contract. XXX SEVERABILITY !t is understood and agreed by the parties hereto that if any part, term, or provision of this Contract is held by the courts to be illegal, the validity of the remaining provisions shall not be affected; and the rights and obligations of the parties shall be construed and enforced as if the Contract did not contain the particular provision held to be invalid. If it should appear that any provision hereof is in conflict with any statutory provision of the United States or the State of Washington, said provision which may conflict, therewith, and shall be deemed modified to conform to such statutory provision. XXXI PROGRAM INCOME Any program income shall be accounted for by the Contractor, over the contract time period, and shall be reported to the City. Income is to be used to continue or benefit the program, as determined by the intent and purpose of the project. XXXII RETURN OF HOME FUNDS The Contractor shall return to the City all monies provided hereunder by the City to the Contractor if any of the following occur: 1. The Contractor materially changes the primary purpose and scope of the HOME Project as described on Exhibit "B" to the Contract; or 2. The Department of Housing and Urban Development requires a 20 year "Affordability Period" from the date of execution of the Contract, and if the real property that is the 12 of 13 8/30/05 subject of the HOME Project described on Exhibit "B" to the Contract is sold or transferred in any way by the Contractor. XXXIII PROJECT PROCEEDS HOME funds provided by the City of Yakima to the Contractor shall be repaid to the City at no interest from project cash flow if and to the extent that annual net operating income to the Contractor (after project operating expense and first lien debt service) exceeds ten (10) percent of the Contractors investment in the project (including equity and private lending) in any of the first five (5) years after issuance of a Certificate of Occupancy. 13 of 13 8/30/05 EXIBIT "B" 2/10/2006 9:43 1 PRELIMINARY RESIDENTIAL DEVELOPMENT BUDGET Project Name: ROSE OF MARY TERRACE Acquisition Costs: Purchase Price Closing, Title & Recording Costs SUBTOTAL Construction Basic Construction Contract Off Site Infrastructure Construction Contingency ( 10 %) Other Const.Costs: SUBTOTAL Development Costs: Professional Appraisal Architect/Engineer (Engineer. const. test) Environmental Assessment Geotechnical Study Boundary & Topographic Survey N/A Legal Developer Fee Market Study Other Consultants: Subdivision & Plat Costs Other: CDBG Admin. Citv of Yakima SUBTOTAL Other Development Costs Real Estate Tax Insurance Relocation Bidding Costs Permits, Fees & Hookups Impact/Mitigation Fees Development Period Utilities Construction Loan Fees Construction Interest Other Loan Fees (Impact Capital, State HTF) LIHTC Fees Accounting/Audit Marketing/Leasing Expenses Carrying Costs at Rent up Buyer Closing Other: Other Fees SUBTOTAL Total Development Cost: IntaMi$3;080T450'-' $2 800 u ykss�= Total $350,000 $250,000 53,511,700 5400,000 1. HTF 2. CDBG-HE 3. HUD 202 4. HOME Coit. -4r y=. *,•#. $200,0004 $200,000 $245,000 1 "4'.• $2b300A $2,300 "4332;09k.3��1 :$20213004 4264300+ 160.Migai$00001046$03. $264,250 IntaMi$3;080T450'-' $2 800 --- $2,892,450 $188,000 Witileif,44,'.$245,000'4 $245,000 $105 000 $75 000 "4332;09k.3��1 $3 800 --- $264,250 $67,843 =:$3'200- $3 200 --- 1$3,657543= A010144C4 X245;000 ITSMS600tli 01$25.%80i ? '. a 12 8004 $2 800 --- `::-•:a,x; • 180'000=-- $105 000 $75 000 INIMIIMINE43'8001 $3 800 --- =:$3'200- $3 200 --- +>xai `' • o °O00' 510 000 --- "" -; ,-4 1-000 $5 000 -- $5 000 iTOM $75,000 $245 000 •. :. • 3`2501 $3 250 --- -..- _ " '$150004 $15,000 --- i' .: $5 000 ,: 553'050', 3 111':`d5o_ 00z,,s5 =d0M =•80'1100 # $4;511`700 $360300 ,� d 250' 000tieM510011=r4M102 NOTES: Funding sources above are 1. State Housinng Trust Fund, 2. Community Development Block Grant Housing Enhancement, 3. HUD 202 Senior Housing Financing and 4 City of Yakima HOME funds. (h) Project Development Timeline The following reflects the timelines for completion of the Rose of Mary Terrace project. This timeline assumes that an award announcement will be made by October 31, 2005 and a construction contract of 11 months. Task Deadline Application submitted June 29, 2005 Award announcement Oct 31, 2005 Owner board selected Dec 1, 2005 Biological assessment completed Dec 15, 2005 Formation documents completed Jan 1, 2006 Land appraisal completed Jan 1, 2006 Architect contract signed Jan 1, 2006 501 (c)(3) application submitted Febl, 2006 Senior focus groups Feb 1, 2006 Survey and soils - Mar 1, 2006 Application to CTED for gap funding Mar 15, 2006 Architectural concepts reviewed with board & sponsor, Apr 1, 2006 Plans and specifications completed May 1., 2006 Selection of contractor Jun 1; 2006 Plans to City for review and permit Aug 1, 2006 Sep 1,_ 2006 2328 Complete FIRM application submitted to HUD Sep 15, 2006 FIRM Commitment issued Nov 15, 2006 Initial Closing documents to HUD Dec 1, 2006 Initial Closing with. HUD Jan 30, 2007 Start of Construction -(11 month schedule) Feb 1, 2007 HUD Management Training for sponsor staff.incl_uding: ✓Cerrtified Occupancy Training .✓Fair Housing Seminars and Training VMaintenance Training V Budgeting Training Aug 1, 2007 Rent -up Activities started (120 days before C of 0) Aug 1, 2007 Service Coordinator hired and trained Nov 15, 2007 Construction Complete/Permission to Occupy Dec 30, 2007 Rent -up Complete _ Feb 15, 2008 Final Closing Mar 30, 2008 12 Month Inspection Dec 30, 2008 12 (1) Description of How Project Will Remain Viable DYHS is committed to the long-term viability of this project, the provision of supportive services, and the successful aging -in-place of its residents. Project viability is dependent on the following factors: 1. Appropriate and trained management — including fiscal and accounting staff. 2. Timely maintenance: maintenance plan. 3. Funding for supportive services. (i) Funding for Supportive Services The owner board will contract with DYHS to provide service coordination on site. Funding for this part-time position will include HUD Service Coordination dollars that will be figured into the annual operating budget. If additional funds are needed, the owner will apply to the City of Yakima for Community Development Block Grant dollars and/or United Way of Yakima County. Other possible sources may also include support from DYHS and its parent company Catholic Diocese. (ii) State funded Services We do not anticipate state funding for supportive services. Our research found no state funded flow specifically for supportive services. (iii) Vacancies The population 60 years of age and older in Yakima County mirrors that of the rest of the state. This population is expected to double in the next ten years. A significant number of these older adults will continue to be low income, frail and need housing and services that are affordable. Most HUD Section 202 projects in the state have Little, if any, vacancies. Vacancies that do exist are primarily the result of: 1) Turnaround Time During Verification. It is critical that the management agent continuously maintain a waiting list with at least three prospective tenants, 2) Turnaround Time to Refurbish Unit after Tenant Vacates. Upon receiving proper move -out notification, management must have a contract and/or vendor available for refurbishing the unit or have the maintenance staff capacity to refurbish in-house. 3) Accessibility, Safety and Location. These issues specifically relate to projects located in the City of Yakima many projects have no or limited handicap accessibility and most are located in a high crime downtown core area. The Rose of Mary project will be fully accessible and located in a low crime neighborhood. 4) Limited or no handicap accessibility in existing and aging inventory. The management agent will also ensure that the project complies with 5 to 10 year maintenance and replacement plan and a preventative maintenance plan that includes health, safety, inspections, etc. In addition, there is little likelihood that the population we serve will wane over time. Older age groups grow faster than most other age groups. If current projections prove accurate, the 55+ population in Yakima County will add 16,354 people between 2000 and 2020. This growth in the senior population is described in detail in Exhibit 4. 13 EXIBIT "C"