HomeMy WebLinkAboutR-2011-140 HOME Program Construction Contracts with OIC of Washington and Habitat for Humanity RESOLUTION NO. R- 2011 -140
A RESOLUTION approving a Resolution authorizing the City Manager to execute
construction contracts with OIC of Washington and Habitat for Humanity
to construct single family homes for the City of Yakima's HOME program.
WHEREAS, the City of Yakima is a recipient of federal HOME funds from HUD, which
may be used, among other things, to provide new construction costs; and
WHEREAS, HUD requires construction contracts with Community Housing
Development Organizations to construct single family homes using HOME funds , and
WHEREAS, The City Council has determined contracts for the North Third Street
Affordable Housing project should be authorized, now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The Yakima City Council hereby authorizes the City Manager to sign individual contracts with
certified Community Housing Development Organizations (CHDOs) OIC of Washington and
Habitat for Humanity to construct new single family homes for the North Third Street Affordable
Housing Project. Individual contracts will not exceed an amount of One Hundred Fifty
Thousand Dollars ($150,000) per home. The project will be completed in two to three phases;
not to exceed a total of five homes under construction at any one time.
ADOPTED BY T �„± COUNCIL this 6 day of September, 2011.
YA
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1
ATTEST: � ; �L . , ; Micah Cawl , Mayor
6 w I - .ty Clerk
BUSINESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEMENT
Item No.41
For Meeting of September 6, 2011
ITEM TITLE: Consideration of a - ".esclution -authorizing the - City Manager to execute
construction contracts with OIC of Washington and Habitat for Humanity to
construct single family homes for the City of Yakima's HOME program.
SUBMITTED BY: Joan Davenport, Acting Community and Economic Development Director
(509) 576-6417
CONTACT PERSON/TELEPHONE: Archie M. Matthews, Neighborhood Development Services
Manager (509) 575 -6101
SUMMARY EXPLANATION: The City of Yakima receives an annual entitlement of HOME
funds from HUD to construct new single family homes, which are sold to low to moderate
income first time homebuyers in partnership with Community Housing Development
Organizations ( CHDOs). CHDOs working with the city include OIC of Washington and Habitat
for Humanity. The recently completed Marvin Gardens housing development is an example of
the CHDO program.
0 Individual construction contracts are required with the CHDO for each home that is built.
Completion of the existing Neighborhood Stabilization Program (NSP) contract and the North
Third Street Affordable Housing project will require individual construction contracts with OIC
and Habitat for Humanity. The construction amounts will vary but the maximum amount will not
exceed One Hundred Fifty Thousand Dollars ($150,000) per home. The project will not exceed
a total of five (5) homes under construction at any one time due to funding levels.
Adoption of the Resolution will authorize the City Manager to execute individual construction
contracts with OIC and Habitat for Humanity for the North Third Street Affordable Housing
Project and to complete the existing NSP contract. This proposal was discussed at the meeting
of the City Council's Neighborhood Development Committee on August 10, 2011. The
committee recommended that this proposal be forwarded to the full Council for consideration.
Final contracts will be approved by the City Attorney.
Resolution X Ordinance Contract Other (Specify)
Funding Source • HOME
APPROVED FOR SUBMITTAL: �! City Manager
STAFF RECOMMENDATION: Staff recommends approval.
BOARD /COMMISSION RECOMMENDATION: Recommended for full Council consideration by
the Council's Neighborhood Development Committee.
fa COUNCIL ACTION:
.,, 1 6 Es "T" SI+,
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AGREEMENT BETWEEN THE CITY OF YAKIMA
OFFICE OF NEIGHBORHOOD DEVELOPMENT SERVICES AND
OIC OF WASHINGTON
1. Contracting Organization: OIC of Washington
2. Address:815 Fruitvale Blvd, Yakima, WA. 98902
3. Phone: (509) 452 -2235
4. Contact Person: Chris Link,
5. Title of Service or Program being funded: Construction of new single family dwelling at
216 E. "T" Street
6 Amount of Contract Award: not to exceed $150,000 (HOME) CFDA Contract # 14.239
7. The term of this Contract shall commence upon execution of this Contract by the
parties hereto. and terminate on December 31, 2012 at midnight, unless sooner
, terminated by either party in accordance with Section XXII of Exhibit "A ", attached
hereto and incorporated herein by this reference. Performance of the work of this
Contract shall commence as set forth in Section IV of `Terms and Conditions" (Exhibit
„ „
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 the funding sources and uses statement and the
work plan, attached hereto as Exhibit "B" and incorporated herein by this
reference.
3) City of Yakima Resolution No. R -2011- 140 , 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 the project
described in Exhibit "B ", and satisfaction of all contract terms and conditions as stated in
Exhibit "A ", Exhibit "B" and Exhibit "C ".
This written document, together with all of the incorporated exhibits hereto, constitutes the entire
Contract and terms of agreement between the parties hereto.
IN WITNESS THEREOF the parties have executed this Contract as of the day and year stated
below.
CITY OF YAKIMA; OFFICE OF NEIGHBORHOOD
DEVELOPMENT SERVICES:
% z / �'S , 2012
Michael A. Morales, Interim City Manager ` Date
1/4 tiA Z - Z 2012
Joan ID ..sport, Acting CED Director Date
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ATTEST: " Yq `` �h�
i p`�nr ' , ' , 22
• �. _:_ ,1 i i i , 4
City Clerk 'lb 1�
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City Contract No : ( DO f �, — a %%%, TON
CONTRACTOR:
1 ` a A/7 Ari, , 2012
Steve Mitchell Date
Title: Chief Executive Officer
EXHIBIT "A"
TERMS AND CONDITIONS
I 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 (hereinafter "the project ")
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 up to a maximum amount of
$150,000 for said protect.
III GENERAL BUDGET PROVISIONS
The City reserves the right to hold payment until adequate documentation has been
provided by the Contractor and reviewed by the City. The Contractor agrees to the
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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
obligations 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 that also fall within the
applicable 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.
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 per
home, from what has been set forth in the approved budget subject
category The City's written budget revision approval must be received
by the Contractor prior to the Contractor incurring any expenditures
against the revised budget subject categories
2. When the revision of the Contractor budget does not exceed ten
percent (10 %) of an approved budget subject 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 furnish 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 in accord with Sec.II, "Sub -Grant " A. (above)."
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 substantially reduce the amount of local financial
support for community development activities below the level of such support prior to
the availability of such assistance.
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VII BUDGET SURPLUS
The Contractor agrees that funds determined by the City of Yakima ONDS to be surplus
budget funds at the end of the project shall be subject to cancellation by the City of
Yakima ONDS and may be negotiated if they are to be included in future Contracts
Assets purchased with CDBG funds shall continue to be used in accordance with its
original purpose as provided in 24CFR 570.503 (b)(8).
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. CERTIFICATION REGARDINCp DEBARMENT, SUSPENSION OR
INELIGIBILITY AND VOLUNTARY EXCLUSION — PRIMARY AND
LOWER TIER COVERED TRANSACTIONS
A. Contractor, defined as the primary participant and it principals, certifies
by signing these General Terms and Conditions that to the best of its
knowledge and belief that they:
B. Are not presently debarred, suspended, proposed for debarment,
declared ineligible, or voluntarily excluded from covered transactions
by any Federal department or agency.
C. Have not within a three -year period preceding this Agreement, been
convicted of or had a civil judgment rendered against them for
commission of fraud or a criminal offense in connection with obtaining,
attempting to obtain, or performing a public or private agreement or
transaction, violation of Federal or State antitrust statutes or
commission of embezzlement, theft, forgery, bribery, falsification or
destruction of records, making false statements, tax evasion, receiving
stolen property, making false claims, or obstruction of justice;
D. Are not presently indicted for or otherwise criminally or civilly charged
by a governmental entity (Federal, State, or local) with commission of
any of the offenses enumerated in paragraph (1)(b) of this section; and
1. Have not within a three -year period preceding the signing of this
Agreement had one or more public transactions (Federal, State, or
local) terminated for cause of default.
2. Where the Contractor is unable to certify to any of the statements in
this Agreement, the Contractor shall attach an explanation to this
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Agreement.
3 The Contractor agrees by signing this Agreement that it shall not
knowingly enter into any lower tier covered transaction with a person
who is debarred, suspended, declared ineligible, or voluntarily
excluded from participation in this covered transaction.
4. The Contractor further agrees by signing this Agreement that it will
include the clause titled "Certification Regarding Debarment,
Suspension, Ineligibility and Voluntary Exclusion -Lower Tier Covered
Transaction," as follows, without modification, in all lower tier covered
transactions and in all solicitations for lower tier covered transactions:
E. LOWER TIER COVERED TRANSACTIONS
i) The lower tier contractor certifies, by signing this Agreement that neither
it nor its principals is presently debarred, suspended, proposed for
debarment, declared ineligible, or voluntarily excluded from
participation in this transaction by any Federal department or agency.
ii) Where the lower tier contractor is unable to certify to any of the
statements in this Agreement, such contractor shall attach an
explanation to this Agreement.
5. 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).
6. 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.
7. Historic and Archaeological Preservation requirements as set forth in 24
CFR 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).
8 Architectural Barriers Act of 1968 as amended, 42 USC Section 4151 et
seq., implementing regulations, and Chapter 70.92 RCW.
9. Accessibility Standard as set forth in 92.251(a)(3).
10. 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.
11. 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).
12. Contract Work Hours and Safety Standards Act, 40 USC Sections 327-
333, (Overtime Compensation).
13 Davis -Bacon Act, as amended, 40 USC Sections 276a — 276a — 5, and
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RCW Chapter 3 — 12 (Prevailing Wage Rates).
14. Attachment 0 of the Office of management and Budget Circular, A -102
(Procurement Standards) and Federal Management Circular, FMC 74-
4.
15. The Uniform Relocation Assistance and Real Property Acquisition
Policies Act of 1970, as amended, and regulations contained in 24
CFR Parts 42 and 570.
16. 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 sale, lease or other transfer of land acquired,
cleared 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, prohibiting
discrimination upon the basis of race, color, religion, sex, or national
origin, in the sale, lease or rental, or in the use or occupancy of such
land 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.
17 Age Discrimination Act of 1975 (24 CFR 146)
18. Fair Housing Act (24 CFR 100, CFR 107 and 24 CFR 1).
19 Washington State /Local Building Codes /Housing Quality Standards (24
CFR 882.109).
20. WBE /MBE (24 CFR 85.36 (e)).
1. 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 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.
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IX NON - DISCRIMINATION IN EMPLOYMENT
A. The City of Yakima is an Equal Opportunity Employer.
B. During the performance of this Agreement, Contractor shall not discriminate in
violation of any applicable federal, state and /or local law or regulation on the
basis of race, color, sex, religion, national origin, creed, age, marital status,
disability, honorably discharged veteran or military status, pregnancy, sexual
orientation, political affiliation, or the presence of any sensory, mental or
physical handicap, and any other classification protected under federal, state,
or local law. This provision shall include but not be limited to the following.
employment, upgrading, demotion, transfer, recruitment, advertising, layoff or
termination, rates of pay or other forms of compensation, selection for training,
and the provision of services under this Agreement.
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 make all services 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 such action as may be required to ensure full compliance with the
provisions of this clause, including sanctions for noncompliance.
XI LICENSING AND PROGRAM STANDARDS
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The Contractor agrees to comply with all applicable Federal, State, City and Municipal
standards for licensing, certification and operation of facilities and programs, and
accreditation and licensing of individuals, and any other standards or criteria as
described in the Contract to assure quality of services.
XII MONITORING AND ACCESS TO RECORDS
A. Contractor agrees that City may carry out monitoring and evaluation activities
so as to ensure compliance by Contractor with this Contractor agreement, with
the CDBG and /or HOME Compliance Documents, and with all other laws,
regulations, and ordinances related to the performance 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 their authorized representatives, and shall permit
City, HUD, the Comptroller General of the United States, or any of their
authorized representatives 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 City shall have the right to review and audit all records of the Contractor
pertaining to any payment by the City. Said records shall be maintained for a
period of seven years after the completion of the project.
D. 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
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Counties and Cities, and Other Local Governments ", hereinafter referred to as
"BARS", as issued by the Office of State 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
furnished under this Contract shall be used for the sole benefit of this program.
C. The Contractor agrees to have an audit performed when spending $500,000 or
more in federal awards during a fiscal year. A copy of such audit will be
presented upon request to ONDS for monitoring purposes.
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
Government 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
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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 government, 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 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 government (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, fair wear and
tear accepted.
XVII RELATIONSHIP OF THE PARTIES
The parties intend that an independent contractor /city relationship shall 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 shall 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 written quarterly reports outlining the progress towards
completion of activities included in Exhibit B, to the City of Yakima ONDS.
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
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On or before the effective date of this Contract, the Contractor shall provide the
City 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 this Contract. The policy shall name the City of Yakima, its elected
officials, officers, agents,employees and volunteers 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. 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
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 Two Million Dollars
($2,000,000.00) 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 of Yakima, its elected officials, officers, agents,
employees and volunteers 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. 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 contractor's
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 that are rendered or performed under this Contract shall 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, including 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.
Pag11 of 18 City of Yakima 2/24/12 Page 11
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 and nature that the City of Yakima ONDS deems continuation of
this Contract to be substantially non - beneficial to the public interest;
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 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 Federal 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, notwithstanding 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 covered by
this Contract is no longer in the best interest of the public, the City of Yakima
ONDS may summarily terminate this Contract in whole notwithstanding 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
Pag12 of 18 City of Yakima 2/24/12 Page 12
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 City of Yakima ONDS for assurances that the terms of the
Project (Description are 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 CLOSEOUT
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 fifteen (15) 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.
3. In the event a financial audit has not been performed prior to closeout
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.
Pag13 of 18 City of Yakima 2/24/12 Page 13
C. The Contractor warrants and covenants that it presently has no interest and
shall not acquire any interest, directly or indirectly, which could conflict in any
manner or degree with the performance of its services hereunder. The
Contractor further warrants and covenants that in the performance of this
contract, no person having such interest shall be employed.
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 furnished 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,athe 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 shall be resolved by giving precedence in the following order:
1. Appropriate provisions of state and federal statutes and regulations including
HUD CDBG and 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),
4. City of Yakima Resolution No. R -2011- 140 (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 been 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.
XXVIII VENUE
Pag14 of 18 City of Yakima 2/24/12 Page 14
The venue for any action to enforce or interpret this Contract shall lie 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 shall be valid or binding upon either party unless 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
It 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 remitted 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 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 Project as
described on Exhibit "B" to the
2. Contract. The Contractor is unable to continue and /or provide services as described in
Exhibit "B"
Pag15 of 18 City of Yakima 2/24/12 Page 15
Exhibit "B"
OIC of Washington Construction of 216 E. "T" Street
A.) PROPOSAL SUMMARY /PROJECT ABSTRACT
Construction of a three bedroom, 2 bath, with attached garage to include fencing
,lawn and appropriate underground sprinklers, single family dwelling of
approximately 1250 sq.ft. to be located at 216 E. "T" Street.
A Single family home to be constructed by OIC of Washington, marketed and
sold to a qualified low to moderate income first time homebuyer /s at appraised
value as set by an approved appraiser as designated by the City of Yakima
Neighborhood Development Services. Any and all proceeds of the sale shall be
remitted to the City of Yakima Neighborhood Development Services as program
income.
B.) ASSESSMENT OF NEED /PROBLEM STATEMENT
OIC of Washington will construct a new single family home to be sold to qualified
low to moderate income first time homebuyer /s as consistent with HUD HOME
investment regulations regarding the use of HOME funds in construction of single
family homes.
C.) PROGRAM GOAL AND OBJECTIVES
Goal
Construct a new single family home of approximately 1250 sq.ft. with attached
garage, 2 bath, to include fencing, lawn and appropriate underground sprinklers
to be marketed and sold to qualified low and moderate income first time
homebuyer /s.
Objectives
1. Construct a single family home to be sold to qualified low to moderate income
first time homebuyers. OIC of Washington will market, screen and qualify eligible
low to moderate income first time homebuyer /s, effectively constructing,
marketing and selling a new single family home located at 216 E. "T" Street.
D.) METHODOLOGY
From the contract execution date to continue until the termination date at which it
will expire at midnight, OIC of Washington will construct a single family home to
be sold to qualified low a moderate income first time homebuyer /s.
E.) OUTCOMES & EVALUATION
As a condition of reimbursement, OIC of Washington will submit original
invoices for the actual construction cost, to include labor, marketing and sale of
not more than $150,000 as evidenced by invoice billings provided to the Office of
Neighborhood Development Services to be reimbursed from HOME investment
funds. The home will be sold for the appraised value as set by an approved
appraiser as designated by the City of Yakima Neighborhood Development
Services. Any and all proceeds of the sale of the newly constructed home located
Pag16 of 18 City of Yakima 2/24/12 Page 16
at 216 E. "T" Street are to go to the City of Yakima Neighborhood Development
Services as program income.
F.) BUDGET
OIC of Washington will be reimbursed up to a maximum amount of $150,000
between the contract execution date and terminate on December 31, 2012 at
midnight, for eligible activities.
Pag17 of 18 City of Yakima 2/24/12 Page 17
RESOLUTION NO. R- 2011 -140
A RESOLUTION approving a Resolution authorizing the City Manager to execute
construction contracts with OIC of Washington and Habitat for Humanity
to construct single family homes for the City of Yakima's HOME program.
WHEREAS, the City of Yakima is a recipient of federal HOME funds from HUD, which
may be used, among other things, to provide new construction costs; and
WHEREAS, HUD requires construction contracts with Community Housing
Development Organizations to construct single family homes using HOME funds , and
WHEREAS, The City Council has determined contracts for the North Third Street
Affordable Housing project should be authorized, now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The Yakima City Council hereby authorizes the City Manager to sign individual contracts with
certified Community Housing Development Organizations (CHDOs) OIC of Washington and
Habitat for Humanity to construct new single family homes for the North Third Street Affordable
Housing Project. Individual contracts will not exceed an amount of One Hundred Fifty
Thousand Dollars ($150,000) per home. The project will be completed in two to three phases;
not to exceed a total of five homes under construction at any one time.
ADOPTED BY T �„± COUNCIL this 6 day of September, 2011.
YA
it : 8 E i
1
ATTEST: � ; �L . , ; Micah Cawl , Mayor
6 w I - .ty Clerk
4;ie E "T"' 85-4
4 , 4i4 .a 0 / ;)--a'L f
t- 90//‘, L/v
AGREEMENT BETWEEN THE CITY OF YAKIMA
OFFICE OF NEIGHBORHOOD DEVELOPMENT SERVICES AND
OIC OF WASHINGTON
1 Contracting Organization: OIC of Washington
2. Address 815 Fruitvale Blvd, Yakima, WA. 98902
3 Phone. (509) 452 -2235
4 Contact Person. Chris Link,
5 Title of Service or Program being funded Construction of new single family dwelling at
218 E. "T" Street
6 Amount of Contract Award. not to exceed $150,000 (HOME) CFDA Contract # 14.239
7 The term of this Contract shall commence upon execution of this Contract by the
parties hereto. and terminate on December 31, 2012 at midnight, unless sooner
terminated by either party in accordance with Section XXII of Exhibit "A ", attached
hereto and incorporated herein by this reference Performance of the work of this
Contract shall commence as set forth in Section IV of "Terms and Conditions" (Exhibit
" "
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
byy this reference; and
2) Oerating budget including the funding sources and uses statement and the
wdrk plan, attached hereto as Exhibit "B" and incorporated herein by this
reference
3) City of Yakima Resolution No R -2011- 140 , 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 the project
described in Exhibit "B ", and satisfaction of all contract terms and conditions as stated in
Exhibit "A ", Exhibit "B" and Exhibit "C"
This written document, together with all of the incorporated exhibits hereto, constitutes the entire
Contract and terms of agreement between the parties hereto.
IN WITNESS THEREOF the parties have executed this Contract as of the day and year stated
below
CITY OF YAKIMA, OFFICE OF NEIGHBORHOOD
DEVELOPMENT SERVICES.
' ■ Z /Z; )% , 2012
Michael A. Morales, Interim City Manager ate
Q L i / ` t� Z �^ 2012
Joan Dave art Acting CEO Direc or Date
Pag1 of 18 City of Yakima 2/24/12 Page 1
VAK /4j -1 1
o f I •• •* a
ATTEST: • % :3E 1
*r •
City Clerk %h ; G
City Contract No aof D a �
CONTRACTOR.
I/ . .` / d , 2012
Steve Mitchell Date
Title Chief Executive Officer
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 (hereinafter "the project ")
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 up to a maximum amount of
$150,000 for said project.
III GENERAL BUDGET PROVISIONS
The City reserves the right to hold payment until adequate documentation has been
provided by the Contractor and reviewed by the City The Contractor agrees to the
Pag2 of 18 City of Yakima 2/24/12 Page 2
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
obligations 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 that also fall within the
applicable 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.
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 per
home, from what has been set forth in the approved budget subject
category The City's written budget revision approval must be received
by the Contractor prior to the Contractor incurring any expenditures
against the revised budget subject categories
2 When the revision of the Contractor budget does not exceed ten
percent (10 %) of an approved budget subject 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 furnish 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 in accord with Sec II, "Sub -Grant " A. (above) "
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 substantially reduce the amount of local financial
support for community development activities below the level of such support prior to
the availability of such assistance -
Pag3 of 18 City of Yakima 2/24/12 Page 3
VII BUDGET SURPLUS
The Contractor agrees that funds determined by the City of Yakima ONDS to be surplus
budget funds at the end of the project shall be subject to cancellation by the City of
Yakima ONDS and may be negotiated if they are to be included in future Contracts
Assets purchased with CDBG funds shall continue to be used in accordance with its
original purpose as provided in 24CFR 570.503 (b)(8)
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. CERTIFICATION REGARDING DEBARMENT, SUSPENSION OR
INELIGIBILITY NND VOLUNTARY EXCLUSION — PRIMARY AND
LOWER TIER COVERED TRANSACTIONS
A. Contractor, defined as the primary participant and it principals, certifies
by signing these General Terms and Conditions that to the best of its
knowledge and belief that they
B Are not presently debarred, suspended, proposed for debarment,
declared ineligible, or voluntarily excluded from covered transactions
by any Federal department or agency
C Have not within a three -year period preceding this Agreement, been
convicted of or had a civil judgment rendered against them for
commission of fraud or a criminal offense in connection with obtaining,
attempting to obtain, or performing a public or private agreement or
transaction, violation of Federal or State antitrust statutes or
commission of embezzlement, theft, forgery, bribery, falsification or
destruction of records, making false statements, tax evasion, receiving
stolen property, making false claims, or obstruction of justice,
D Are not presently indicted for or otherwise criminally or civilly charged
by a governmental entity (Federal, State, or local) with commission of
any of the offenses enumerated in paragraph (1)(b) of this section; and
1 Have not within a three -year period preceding the signing of this
Agreement had one or more public transactions (Federal, State, or
local) terminated for cause of default.
2 Where the Contractor is unable to certify to any of the statements in
this Agreement, the Contractor shall attach an explanation to this
Pag4 of 18 City of Yakima 2/24/12 Page 4
Agreement.
3. The Contractor agrees by signing this Agreement that it shall not
knowingly enter into any lower tier covered transaction with a person
who is debarred, suspended, declared ineligible, or voluntarily
excluded from participation in this covered transaction.
4 The Contractor further agrees by signing this Agreement that it will
include the clause titled "Certification Regarding Debarment,
Suspension, Ineligibility and Voluntary Exclusion -Lower Tier Covered
Transaction," as follows, without modification, in all lower tier covered
transactions and in all solicitations for lower tier covered transactions
E. LOWER TIER COVERED TRANSACTIONS
i) The lower tier contractor certifies, by signing this Agreement that neither
it nor its principals is presently debarred, suspended, proposed for
debarment, declared ineligible, or voluntarily excluded from
participation in this transaction by any Federal department or agency
ii) Where the lower tier contractor is unable to certify to any of the
statements in this Agreement, such contractor shall attach an
explanation to this Agreement.
5 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)
6. 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
7 Historic and Archaeological Preservation requirements as set forth in 24
CFR 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).
8 Architectural Barriers Act of 1968 as amended, 42 USC Section 4151 et
seq , implementing regulations, and Chapter 70.92 RCW
9 Accessibility Standard as set forth in 92.251(a)(3)
10 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
11 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)
12 Contract Work Hours and Safety Standards Act, 40 USC Sections 327-
333, (Overtime Compensation)
13 Davis -Bacon Act, as amended, 40 USC Sections 276a — 276a — 5, and
Pag5 of 18 City of Yakima 2/24/12 Page 5
RCW Chapter 3 — 12 (Prevailing Wage Rates)
14 Attachment 0 of the Office of management and Budget Circular, A -102
(Procurement Standards) and Federal Management Circular, FMC 74-
4
15 The Uniform Relocation Assistance and Real Property Acquisition
Policies Act of 1970, as amended, and regulations contained in 24
CFR Parts 42 and 570
16. 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 sale, lease or other transfer of land acquired,
cleared 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, prohibiting
discrimination upon the basis of race, color, religion, sex, or national
origin, in the sale, lease or rental, or in the use or occupancy of such
land 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.
17 Age Discrimination Act of 1975 (24 CFR 146)
18 Fair Housing Act (24 CFR 100, CFR 107 and 24 CFR 1)
19 Washington State /Local Building Codes /Housing Quality Standards (24
CFR 882 109)
20 WBE /MBE (24 CFR 85 36 (e))
1 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 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
Pag6 of 18 City of Yakima 2/24/12 Page 6
IX NON - DISCRIMINATION IN EMPLOYMENT
A The City of Yakima is an Equal Opportunity Employer
B During the performance of this Agreement, Contractor shall not discriminate in
violation of any applicable federal, state and /or local law or regulation on the
basis of race, color, sex, religion, national origin, creed, age, marital status,
disability, 'honorably discharged veteran or military status, pregnancy, sexual
orientation, political affiliation, or the presence of any sensory, mental or
physical handicap, and any other classification protected under federal, state,
or local law This provision shall include but not be limited to the following
employment, upgrading, demotion, transfer, recruitment, advertising, layoff or
termination, rates of pay or other forms of compensation, selection for training,
and the provision of services under this Agreement.
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 make all services 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 such action as may be required to ensure full compliance with the
provisions of this clause, including sanctions for noncompliance
XI LICENSING AND PROGRAM STANDARDS
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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 government, 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 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 government (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, fair wear and
tear accepted
XVII RELATIONSHIP OF THE PARTIES
The parties intend that an independent contractor /city relationship shall 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 shall 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 written quarterly reports outlining the progress towards
completion of activities included in Exhibit B, to the City of Yakima ONDS
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
Pag10 of 18 City of Yakima 2/24/12 Page 10
On or before the effective date of this Contract, the Contractor shall provide the
City 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 this Contract The policy shall name the City of Yakima, its elected
officials, officers, agents,employees and volunteers 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 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
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 Two Million Dollars
($2,000,000 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 of Yakima, its elected officials, officers, agents,
employees and volunteers 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 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 contractor's
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 that are rendered or performed under this Contract shall 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, including 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.
Pag11 of 18 City of Yakima 2/24/12 Page 11
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 and nature that the City of Yakima ONDS deems continuation of
this Contract to be substantially non - beneficial to the public interest,
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 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 Federal 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, notwithstanding 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 covered by
this Contract is no longer in the best interest of the public, the City of Yakima
ONDS may summarily terminate this Contract in whole notwithstanding 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
Pag12 of 18 City of Yakima 2/24/12 Page 12
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 City of Yakima ONDS for assurances that the terms of the
Project Description are 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 CLOSEOUT
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. fifteen (15) 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
3 In the event a financial audit has not been performed prior to closeout
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
Pag13 of 18 City of Yakima 2/24/12 Page 13
C The Contractor warrants and covenants that it presently has no interest and
shall not acquire any interest, directly or indirectly, which could conflict in any
manner or degree with the performance of its services hereunder The
Contractor further warrants and covenants that in the performance of this
contract, no person having such interest shall be employed.
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 furnished 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 shall be resolved by giving precedence in the following order
1 Appropriate provisions of state and federal statutes and regulations including
HUD CDBG and 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),
4 City of Yakima Resolution No R -2011- 140 (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 been 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
XXVIII VENUE
Pag14 of 18 City of Yakima 2/24/12 Page 14
The venue for any action to enforce or interpret this Contract shall lie 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 shall be valid or binding upon either party unless 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
It 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 remitted 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 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 Project as
described on Exhibit "B" to the
2 Contract. The Contractor is unable to continue and /or provide services as described in
Exhibit "B"
Pag15 of 18 City of Yakima 2/24/12 Page 15
Exhibit "B"
OIC of Washington Construction of 218 E. "T" Street
A.) PROPOSAL SUMMARY /PROJECT ABSTRACT
Construction of a three bedroom, 2 bath, with attached garage to include fencing
,lawn and appropriate underground sprinklers, single family dwelling of
approximately 1250 sq.ft. to be located at 218 E. "T" Street.
A Single family home to be constructed by OIC of Washington, marketed and
sold to a qualified low to moderate income first time homebuyer /s at appraised
value as set by an approved appraiser as designated by the City of Yakima
Neighborhood Development Services. Any and all proceeds of the sale shall be
remitted to the City of Yakima Neighborhood Development Services as program
income.
B.) ASSESSMENT OF NEED /PROBLEM STATEMENT
OIC of Washington will construct a new single family home to be sold to qualified
low to moderate income first time homebuyer /s as consistent with HUD HOME
investment regulations regarding the use of HOME funds in construction of single
family homes.
C.) PROGRAM GOAL AND OBJECTIVES
Goal
Construct a new single family home of approximately 1250 sq.ft. with attached
garage, 2 bath, to include fencing, lawn and appropriate underground sprinklers
to be marketed and sold to qualified low and moderate income first time
homebuyer/s.
Objectives
1. Construct a single family home to be sold to qualified low to moderate income
first time homebuyers. OIC of Washington will market, screen and qualify eligible
low to moderate income first time homebuyer /s, effectively constructing,
marketing and selling a new single family home located at 218 E. "T" Street.
D.) METHODOLOGY
From the contract execution date to continue until the termination date at which it
will expire at midnight, OIC of Washington will construct a single family home to
be sold to qualified low a moderate income first time homebuyer /s
E.) OUTCOMES & EVALUATION
As a condition of reimbursement, OIC of Washington will submit original
invoices for the actual construction cost, to include labor, marketing and sale of
not more than $ 150,000 as evidenced by invoice billings provided to the Office of
Neighborhood Development Services to be reimbursed from HOME investment
funds. The home will be sold for the appraised value as set by an approved
appraiser as designated by the City of Yakima Neighborhood Development
Services. Any and all proceeds of the sale of the newly constructed home located
Pag16 of 18 City of Yakima 2/24/12 Page 16
•
at 218 E. "T" Street are to go to the City of Yakima Neighborhood Development
Services as program income.
F.) I; UDGET
OIC of Washington will be reimbursed up to a maximum amount of $150,000
between the contract execution date and terminate on December 31, 2012 at
midnight, for eligible activities.
Pag17 of 18 City of Yakima 2/24/12 Page 17
RESOLUTION NO. R- 2011 -140
A RESOLUTION approving a Resolution authorizing the City Manager to execute
construction contracts with OIC of Washington and Habitat for Humanity
to construct single family homes for the City of Yakima's HOME program.
WHEREAS, the City of Yakima is a recipient of federal HOME funds from HUD, which
may be used, among other things, to provide new construction costs; and
WHEREAS, HUD requires construction contracts with Community Housing
Development Organizations to construct single family homes using HOME funds , and
WHEREAS, The City Council has determined contracts for the North Third Street
Affordable Housing project should be authorized, now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The Yakima City Council hereby authorizes the City Manager to sign individual contracts with
certified Community Housing Development Organizations (CHDOs) OIC of Washington and
Habitat for Humanity to construct new single family homes for the North Third Street Affordable
Housing Project. Individual contracts will not exceed an amount of One Hundred Fifty
Thousand Dollars ($150,000) per home. The project will be completed in two to three phases;
not to exceed a total of five homes under construction at any one time.
ADOPTED BY T �„± COUNCIL this 6 day of September, 2011.
YA
it : 8 E i
1
ATTEST: � ; �L . , ; Micah Cawl , Mayor
6 w I - .ty Clerk
I 6 1 E II T ' ' s4.
• if- -1,.6
AGREEMENT BETWEEN THE CITY OF YAKIMA
OFFICE OF NEIGHBORHOOD DEVELOPMENT SERVICES AND
YAKIMA VALLEY PARTNERS HABITAT FOR HUMANITY
1. Contracting Organization: OIC of Washington
•
2. Address:815 Fruitvale Blvd, Yakima, WA. 98902
3. Phone: (509) 452 -2235
4. Contact Person: Chris Link,
5. Title of Service or Program being funded: Construction of new single family dwelling at
219 E. "T" Street
6. Amount of Contract Award: not to exceed $150,000 (HOME) CFDA Contract # 14.239
7. The term of this Contract shall commence upon execution of this Contract by the
parties hereto. and terminate on December 31, 2012 at midnight, unless sooner
terminated by either party in accordance with Section XXII of Exhibit "A ", attached
hereto and incorporated herein by this reference. Performance of the work of this
Contract shall commence as set forth in Section IV of "Terms and Conditions" (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 the funding sources and uses statement and the
work plan, attached hereto as Exhibit "B" and incorporated herein by this
reference.
3) City of Yakima Resolution No. R -2011- 146 , 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 the project
described in Exhibit "B ", and satisfaction of all contract terms and conditions as stated in
Exhibit "A ", Exhibit "B" and Exhibit "C ".
This written document, together with all of the incorporated exhibits hereto, constitutes the entire
Contract and terms of agreement between the parties hereto.
•
IN WITNESS THEREOF the parties have executed this Contract as of the day and year stated
below.
CITY OF YAKIMA; OFFICE OF NEIGHBORHOOD —
DEVELOPMENT SERVICES:
. i ,.'i%'I!/ (I f / " , 2011
`:
I nald B. Cooper, tf'y Manager Date
is / , 2011
Michael A. Morales, CED Director Date
Pag1 of 18 City of Yakima 9/21/11 Page 1
ATTEST:
City Clerk / ►f
l3
City Contract No.: a0<<-q 4 * ,
CONTRACTOR:
/ /9' , 2011
Steve Mitchell Date
Title: Chief Executive Officer
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 (hereinafter "the project ").
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 up to a maximum amount of
$150,000 for said protect.
III GENERAL BUDGET PROVISIONS
The City reserves the right to hold payment until adequate documentation has been
provided by the Contractor and reviewed by the City. The Contractor agrees to the
Pag2 of 18 City of Yakima 9/21/11 Page 2
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
obligations 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 that also fall within the
applicable 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.
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 per
home, from what has been set forth in the approved budget subject
category. The City's written budget revision approval must be received
by the Contractor prior to the Contractor incurring any expenditures
against the revised budget subject categories.
2. When the revision of the Contractor budget does not exceed ten
percent (10 %) of an approved budget subject 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 furnish 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 in accord with Sec.II, "Sub- Grant " A. (above)."
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 substantially reduce the amount of local financial
support for community development activities below the level of such support prior to
the availability of such assistance.
Pag3 of 18 City of Yakima 9/21/11 Page 3
VII BUDGET SURPLUS
The Contractor agrees that funds determined by the City of Yakima ONDS to be surplus
budget funds at the end of the project shall be subject to cancellation by the City of
Yakima ONDS and may be negotiated if they are to be included in future Contracts.
Assets purchased with CDBG funds shall continue to be used in accordance with its
original purpose as provided in 24CFR 570.503 (b)(8).
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. CERTIFICATION REGARDING DEBARMENT, SUSPENSION OR
INELIGIBILITY AND VOLUNTARY EXCLUSION — PRIMARY AND
LOWER TIER COVERED TRANSACTIONS
A. Contractor, defined as the primary participant and it principals, certifies
by signing these General Terms and Conditions that to the best of its
knowledge and belief that they:
B. Are not presently debarred, suspended, proposed for debarment,
declared ineligible, or voluntarily excluded from covered transactions
by any Federal department or agency.
C. Have not within a three -year period preceding this Agreement, been
convicted of or had a civil judgment rendered against them for
commission of fraud or a criminal offense in connection with obtaining,
attempting to obtain, or performing a public or private agreement or
transaction, violation of Federal or State antitrust statutes or
commission of embezzlement, theft, forgery, bribery, falsification or
destruction of records, making false statements, tax evasion, receiving
stolen property, making false claims, or obstruction of justice;
D. Are not presently indicted for or otherwise criminally or civilly charged
by a governmental entity (Federal, State, or local) with commission of
any of the offenses enumerated in paragraph (1)(b) of this section; and
1. Have not within a three -year period preceding the signing of this
Agreement had one or more public transactions (Federal, State, or
local) terminated for cause of default.
2. Where the Contractor is unable to certify to any of the statements in
this Agreement, the Contractor shall attach an explanation to this
Pag4 of 18 City of Yakima 9/21/11 Page 4
Agreement.
3. The Contractor agrees by signing this Agreement that it shall not
knowingly enter into any lower tier covered transaction with a person
who is debarred, suspended, declared ineligible, or voluntarily
excluded from participation in this covered transaction.
4. The Contractor further agrees by signing this Agreement that it will
include the clause titled "Certification Regarding Debarment,
Suspension, Ineligibility and Voluntary Exclusion -Lower Tier Covered
Transaction," as follows, without modification, in all lower tier covered
transactions and in all solicitations for lower tier covered transactions:
E. LOWER TIER COVERED TRANSACTIONS
i) The lower tier contractor certifies, by signing this Agreement that neither
it nor its principals is presently debarred, suspended, proposed for
debarment, declared ineligible, or voluntarily excluded from
participation in this transaction by any Federal department or agency.
ii) Where the lower tier contractor is unable to certify to any of the
statements in this Agreement, such contractor shall attach an
explanation to this Agreement.
5. 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).
6. 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.
7. Historic and Archaeological Preservation requirements as set forth in 24
CFR 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).
8. Architectural Barriers Act of 1968 as amended, 42 USC Section 4151 et
seq., implementing regulations, and Chapter 70.92 RCW.
9. Accessibility Standard as set forth in 92.251(a)(3).
10. 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.
11. 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).
12. Contract Work Hours and Safety Standards Act, 40 USC Sections 327-
333, (Overtime Compensation).
13. Davis -Bacon Act, as amended, 40 USC Sections 276a — 276a — 5, and
Pag5 of 18 City of Yakima 9/21/11 Page 5
RCW Chapter 3 — 12 (Prevailing Wage Rates).
14. Attachment 0 of the Office of management and Budget Circular, A -102
(Procurement Standards) and Federal Management Circular, FMC 74-
4.
15. The Uniform Relocation Assistance and Real Property Acquisition
Policies Act of 1970, as amended, and regulations contained in 24
CFR Parts 42 and 570.
16. 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 sale, lease or other transfer of land acquired,
cleared 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, prohibiting
discrimination upon the basis of race, color, religion, sex, or national
origin, in the sale, lease or rental, or in the use or occupancy of such
land 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.
17. Age Discrimination Act of 1975 (24 CFR 146).
18. Fair Housing Act (24 CFR 100, CFR 107 and 24 CFR 1).
19. Washington State /Local Building Codes /Housing Quality Standards (24
CFR 882.109).
20. WBE /MBE (24 CFR 85.36 (e)).
1. 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 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.
Pag6 of 18 City of Yakima 9/21/11 Page 6
IX NON - DISCRIMINATION IN EMPLOYMENT
•
A. The City of Yakima is an Equal Opportunity Employer.
B. During the performance of this Agreement, Contractor shall not discriminate in
violation of any applicable federal, state and /or local law or regulation on the
basis of race, color, sex, religion, national origin, creed, age, marital status,
disability, honorably discharged veteran or military status, pregnancy, sexual
orientation, political affiliation, or the presence of any sensory, mental or
physical handicap, and any other classification protected under federal, state,
or local law. This provision shall include but not be limited to the following:
employment, upgrading, demotion, transfer, recruitment, advertising, layoff or
termination, rates of pay or other forms of compensation, selection for training,
and the provision of services under this Agreement.
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 make all services 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 such action as may be required to ensure full compliance with the
provisions of this clause, including sanctions for noncompliance.
XI LICENSING AND PROGRAM STANDARDS
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•
The Contractor agrees to comply with all applicable Federal, State, City and Municipal
standards for licensing, certification and operation of facilities and programs, and
accreditation and licensing of individuals, and any other standards or criteria as
described in the Contract to assure quality of services.
XII MONITORING AND ACCESS TO RECORDS
A. Contractor agrees that City may carry out monitoring and evaluation activities
so as to ensure compliance by Contractor with this Contractor agreement, with
the CDBG and /or HOME Compliance Documents, and with all other laws,
regulations, and ordinances related to the performance 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 their authorized representatives, and shall permit
City, HUD, the Comptroller General of the United States, or any of their
authorized representatives 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 City shall have the right to review and audit all records of the Contractor
pertaining to any payment by the City. Said records shall be maintained for a
period of seven years after the completion of the project.
D. 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
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Counties and Cities, and Other Local Governments ", hereinafter referred to as
"BARS ", as issued by the Office of State 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
furnished under this Contract shall be used for the sole benefit of this program.
C. The Contractor agrees to have an audit performed when spending $500,000 or
more in federal awards during a fiscal year. A copy of such audit will be
presented upon request to ONDS for monitoring purposes.
•
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
Government 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
Pag9 of 18 City of Yakima 9/21/11 Page 9
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 government, 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 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 government (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, fair wear and
tear accepted.
XVII RELATIONSHIP OF THE PARTIES
•
The parties intend that an independent contractor /city relationship shall 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 shall 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 written quarterly reports outlining the progress towards
completion of activities included in Exhibit B, to the City of Yakima ONDS.
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
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•
•
On or before the effective date of this Contract, the Contractor shall provide the
City 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 this Contract. The policy shall name the City of Yakima, its elected
officials, officers, agents,employees and volunteers 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. 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.
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 Two Million Dollars
($2,000,000.00) 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 of Yakima, its elected officials, officers, agents,
employees and volunteers 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. 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 contractor's
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 that are rendered or performed under this Contract shall 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, including 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.
• Pag11 of 18 City of Yakima 9/21/11 Page 11
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 and nature that the City of Yakima ONDS deems continuation of
this Contract to be substantially non - beneficial to the public interest;
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 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 Federal 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, notwithstanding 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 covered by
this Contract is no longer in the best interest of the public, the City of Yakima
ONDS may summarily terminate this Contract in whole notwithstanding 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
Pag12 of 18 City of Yakima 9/21/11 Page 12
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 City of Yakima ONDS for assurances that the terms of the
Project Description are 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. CLOSEOUT
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 fifteen .(15) 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.
3. In the event a financial audit has not been performed prior to closeout
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.
Pag13 of 18 City of Yakima 9/21/11 Page 13
C. The Contractor warrants and covenants that it presently has no interest and
shall not acquire any interest, directly or indirectly, which could conflict in any
manner or degree with the performance of its services hereunder. The
Contractor further warrants and covenants that in the performance of this
contract, no person having such interest shall be employed.
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 furnished 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 shall be resolved by giving precedence in the following order:
1. Appropriate provisions of state and federal statutes and regulations including
HUD CDBG and 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),
4. City of Yakima Resolution No. R -2011- 146 (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 been 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.
XXVIII VENUE
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•
The venue for any action to enforce or interpret this Contract shall lie 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 shall be valid or binding upon either party unless 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
It 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 remitted 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 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 Project as
described on Exhibit "B" to the
2. Contract. The Contractor is unable to continue and /or provide services as described in
Exhibit "B ".
•
•
•
•
Pag15 of 18 City of Yakima 9/21/11 Page 15
Exhibit "B"
OIC of Washington Construction of 219 E. "T" Street
A.) PROPOSAL SUMMARY /PROJECT ABSTRACT
Construction of a three bedroom, 2 bath, with attached garage to include fencing
,lawn and appropriate underground sprinklers, single family dwelling of
approximately 1250 sq.ft. to be located at 219 E. "T" Street.
A Single family home to be constructed by OIC of Washington, marketed and
sold to a qualified low to moderate income first time homebuyer /s at appraised
value as set by an approved appraiser as designated by the City of Yakima
Neighborhood Development Services. Any and all proceeds of the sale shall be
remitted to the City of Yakima Neighborhood Development Services as program
income.
B.) ASSESSMENT OF NEED /PROBLEM STATEMENT
OIC of Washington will construct a new single family home to be sold to qualified
low to moderate income first time homebuyer /s as consistent with HUD HOME
investment regulations regarding the use of HOME funds in construction of single
family homes.
C.) PROGRAM GOAL AND OBJECTIVES
Goal
Construct a new single family home of approximately 1250 sq.ft. with attached
garage, 2 bath, to include fencing, lawn and appropriate underground sprinklers
to be marketed and sold to qualified low and moderate income first time
hommebuyer/s.
Objectives
1. Construct a single family home to be sold to qualified low to moderate income
first time homebuyers. OIC of Washington will market, screen and qualify eligible
low to moderate income first time homebuyer /s, effectively constructing,
marketing and selling a new single family home located at 219 E. "T" Street.
D.) METHODOLOGY
From the contract execution date to continue until the termination date at which it
will expire at midnight, OIC of Washington will construct a single family home to
be sold to qualified low a moderate income first time homebuyer /s.
E.) OUTCOMES & EVALUATION
As a condition of reimbursement, OIC of Washington will submit original
invoices for the actual construction cost, to include labor, marketing and sale of
not more than $150,000 as evidenced by invoice billings provided to the Office of
Neighborhood Development Services to be reimbursed from HOME investment
funds. The home will be sold for the appraised value as set by an approved
appraiser as designated by the City of Yakima Neighborhood Development
Services. Any and all proceeds of the sale of the newly constructed home located
Pag16 of 18 City of Yakima 9/21/11 Page 16
at 219 E. "T" Street are to go to the City of Yakima Neighborhood Development
Services as program income.
F.) BUDGET
OIC of Washington will be reimbursed up to a maximum amount of $150,000
' between the contract execution date and terminate on December 31, 2012 at
midnight, for eligible activities.
Pag17 of 18 City of Yakima 9/21/11 Page 17
RESOLUTION NO. R- 2011 -140
A RESOLUTION approving a Resolution authorizing the City Manager to execute
construction contracts with OIC of Washington and Habitat for Humanity
to construct single family homes for the City of Yakima's HOME program.
WHEREAS, the City of Yakima is a recipient of federal HOME funds from HUD, which
may be used, among other things, to provide new construction costs; and
WHEREAS, HUD requires construction contracts with Community Housing
Development Organizations to construct single family homes using HOME funds , and
WHEREAS, The City Council has determined contracts for the North Third Street
Affordable Housing project should be authorized, now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The Yakima City Council hereby authorizes the City Manager to sign individual contracts with
certified Community Housing Development Organizations (CHDOs) OIC of Washington and
Habitat for Humanity to construct new single family homes for the North Third Street Affordable
Housing Project. Individual contracts will not exceed an amount of One Hundred Fifty
Thousand Dollars ($150,000) per home. The project will be completed in two to three phases;
not to exceed a total of five homes under construction at any one time.
ADOPTED BY T �„± COUNCIL this 6 day of September, 2011.
YA
it : 8 E i
1
ATTEST: � ; �L . , ; Micah Cawl , Mayor
6 w I - .ty Clerk
222 El "7`" S4-.
,„_,/( -( y,
MEMORANDUM OF CLERICAL CORRECTION
To
AGREEMENT BETWEEN THE CITY OF YAKIMA
OFFICE OF NEIGHBORHOOD DEVELOPMENT SERVICES AND
OIC OF WASHINGTON
(Designated 221 E. "T" Street — Corrected to 222 E. "T" Street;
Correction of Resolution Number and Title)
THIS MEMORANDUM memorializes correction of a clerical error to the above - referenced
Agreement.
Pursuant to Resolution No. 2011 -140 adopted by the City Council on September 6, 2011, the
City of Yakima on October 18, 2011 executed the above - referenced Agreement with OIC of
Washington for the construction of a single- family dwelling at "221 E. "T" Street," Yakima,
Washington. The City of Yakima was subsequently advised that the street address for such lot
had been incorrectly assigned, and that the correct street address is 222 E. "T" Street.
This Memorandum memorializes the clerical correction (by interlineation) to the street address
at page 1 of the Agreement and pages 16, 17 (Exhibit "B "). The Resolution number has also
been corrected from Resolution No. 2011 -146 to Resolution No. 2011 -140, and the title of the
Agreement corrected to state the proper parties.
Correction of the clerical error makes no substantive change to the terms and conditions of such
Agreement.
This Memorandum shall be attached to the above - referenced Agreement.
DATED this ��' day of January, 2012.
Archie Matthews
ONDS Operations Manager
City of Yakima
APPROVED AS TO FORM:
le<- _
Mark Kunkler, Senior Assistant City Attorney
City of Yakima
2d1'
4- aryl -1 (1,6
•
AGREEMENT BETWEEN THE CITY OF YAKIMA
OFFICE OF NEIGHBORHOOD DEVELOPMENT SERVICES AND
YAKIMA VALLEY PARTNERS HABITAT FOR HUMANITY
1. Contracting Organization: OIC of Washington
2. Address:815 Fruitvale Blvd, Yakima, WA. 98902
3. Phone: (509) 452 -2235
•
4. Contact Person: Chris Link,
5. Title of Service or Program being funded: Construction of new single family dwelling at
221 E. "T" Street
6. Amount of Contract Award: not to exceed $150,000 (HOME) CFDA Contract # 14.239
7. The term of this Contract shall commence upon execution of this Contract by the
parties hereto. and terminate on December 31, 2012 at midnight, unless sooner
terminated by either party in accordance with Section XXII of Exhibit "A ", attached
hereto and incorporated herein by this reference. Performance of the work of this
Contract shall commence as set forth in Section IV of "Terms and Conditions" (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 the funding sources and uses statement and the
work plan, attached hereto as Exhibit "B" and incorporated herein by this
reference.
3) City of Yakima Resolution No. R -2011- 146 , 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 the project
described in Exhibit "B ", and satisfaction of all contract terms and conditions as stated in
Exhibit "A ", Exhibit "B" and Exhibit "C ".
This written document, together with all of the incorporated exhibits hereto, constitutes the entire
Contract and terms of agreement between the parties hereto.
IN WITNESS THEREOF the parties have executed this Contract as of the day and year stated
below.
CITY OF YAKIMA; OFFICE OF NEIGHBORHOOD
DEVELOPMENT SERVICES:
, L ��� // 1 //f , 2011
•onald B. Cooper, Ci / Manager Date
-�^
/ /1 2011
Michael A. Morales, CED Director Date
Pag1 of 18 City of Yakima 9/21/11 Page 1
ATTEST: „�\
r� AI MA `
1 k �'�
City Clerk .
lerk . : 5 ` I-' • •
City Contract No.: a 011 -q a i •• o */
1%, ∎g SHIN% - ,
CONTRACTOR:
/C% S' , 2011
Steve Mitchell Date
Title: Chief Executive Officer
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 (hereinafter "the project ").
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 up to a maximum amount of
$150,000 for said project.
III GENERAL BUDGET PROVISIONS
The City reserves the right to hold payment until adequate documentation has been
provided by the Contractor and reviewed by the City. The Contractor agrees to the
Pag2 of 18 City of Yakima 9/21/11 Page 2
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
obligations 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 that also fall within the
applicable 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.
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 per
home, from what has been set forth in the approved budget subject
category. The City's written budget revision approval must be received
by the Contractor prior to the Contractor incurring any expenditures
against the revised budget subject categories.
2. When the revision of the Contractor budget does not exceed ten
percent (10 %) of an approved budget subject 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 furnish 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 in accord with Sec.Il, "Sub -Grant " A. (above)."
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 substantially reduce the amount of local financial
support for community development activities below the level of such support prior to
the availability of such assistance.
Pag3 of 18 City of Yakima 9/21/11 Page 3
VII BUDGET SURPLUS
The Contractor agrees that funds determined by the City of Yakima ONDS to be surplus
budget funds at the end of the project shall be subject to cancellation by the City of
Yakima ONDS and may be negotiated if they are to be included in future Contracts.
Assets purchased with CDBG funds shall continue to be used in accordance with its
original purpose as provided in 24CFR 570.503 (b)(8).
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. CERTIFICATION REGARDING DEBARMENT, SUSPENSION OR
INELIGIBILITY AND VOLUNTARY EXCLUSION — PRIMARY AND
LOWER TIER COVERED TRANSACTIONS
A. Contractor, defined as the primary participant and it principals, certifies
by signing these General Terms and Conditions that to the best of its
knowledge and belief that they:
B. Are not presently debarred, suspended, proposed for debarment,
declared ineligible, or voluntarily excluded from covered transactions
by any Federal department or agency.
C. Have not within a three -year period preceding this Agreement, been
convicted of or had a civil judgment rendered against them for
commission of fraud or a criminal offense in connection with obtaining,
attempting to obtain, or performing a public or private agreement or
transaction, violation of Federal or State antitrust statutes or
commission of embezzlement, theft, forgery, bribery, falsification or
destruction of records, making false statements, tax evasion, receiving
stolen property, making false claims, or obstruction of justice;
D. Are not presently indicted for or otherwise criminally or civilly charged
by a governmental entity (Federal, State, or local) with commission of
any of the offenses enumerated in paragraph (1)(b) of this section; and
1. Have not within a three -year period preceding the signing of this
Agreement had one or more public transactions (Federal, State, or
local) terminated for cause of default.
2. Where the Contractor is unable to certify to any of the statements in
this Agreement, the Contractor shall attach an explanation to this
Pag4 of 18 City of Yakima 9/21/11 Page 4
Agreement.
3. The Contractor agrees by signing this Agreement that it shall not
knowingly enter into any lower tier covered transaction with a person
who is debarred, suspended, declared ineligible, or voluntarily
excluded from participation in this covered transaction.
4. The Contractor further agrees by signing this Agreement that it will
include the clause titled "Certification Regarding Debarment,
Suspension, Ineligibility and Voluntary Exclusion -Lower Tier Covered
Transaction," as follows, without modification, in all lower tier covered
transactions and in all solicitations for lower tier covered transactions:
E. LOWER TIER COVERED TRANSACTIONS
i) The lower tier contractor certifies, by signing this Agreement that neither
it nor its principals is presently debarred, suspended, proposed for
debarment, declared ineligible, or voluntarily excluded from
participation in this transaction by any Federal department or agency.
ii) Where the lower tier contractor is unable to certify to any of the
statements in this Agreement, such contractor shall attach an
explanation to this Agreement.
5. 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).
6. 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.
7. Historic and Archaeological Preservation requirements as set forth in 24
CFR 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).
8. Architectural Barriers Act of 1968 as amended, 42 USC Section 4151 et
seq., implementing regulations, and Chapter 70.92 RCW.
9. Accessibility Standard as set forth in 92.251(a)(3).
10. 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.
11. 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).
12. Contract Work Hours and Safety Standards Act, 40 USC Sections 327-
333, (Overtime Compensation).
13. Davis -Bacon Act, as amended, 40 USC Sections 276a — 276a — 5, and
Pag5 of 18 City of Yakima 9/21/11 Page 5
RCW Chapter 3 —12 (Prevailing Wage Rates).
14. Attachment 0 of the Office of management and Budget Circular, A -102
(Procurement Standards) and Federal Management Circular, FMC 74-
4.
15. The Uniform Relocation Assistance and Real Property Acquisition
Policies Act of 1970, as amended, and regulations contained in 24
CFR Parts 42 and 570.
16. 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 sale, lease or other transfer of land acquired,
cleared 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, prohibiting
discrimination upon the basis of race, color, religion, sex, or national
origin, in the sale, lease or rental, or in the use or occupancy of such
land 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.
17. Age Discrimination Act of 1975 (24 CFR 146).
18. Fair Housing Act (24 CFR 100, CFR 107 and 24 CFR 1).
19. Washington State /Local Building Codes /Housing Quality Standards (24
CFR 882.109).
20. WBE /MBE (24 CFR 85.36 (e)).
1. 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 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.
Pag6 of 18 City of Yakima 9/21/11 Page 6
•
IX NON - DISCRIMINATION IN EMPLOYMENT
A. The City of Yakima is an Equal Opportunity Employer.
B. During the performance of this Agreement, Contractor shall not discriminate in
violation of any applicable federal, state and /or local law or regulation on the
basis of race, color, sex, religion, national origin, creed, age, marital status,
disability, honorably discharged veteran or military status, pregnancy, sexual
orientation, political affiliation, or the presence of any sensory, mental or
physical handicap, and any other classification protected under federal, state,
or local law. This provision shall include but not be limited to the following:
employment, upgrading, demotion, transfer, recruitment, advertising, layoff or
termination, rates of pay or other forms of compensation, selection for training,
and the provision of services under this Agreement.
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 make all services 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 such action as may be required to ensure full compliance with the
provisions of this clause, including sanctions for noncompliance.
XI LICENSING AND PROGRAM STANDARDS
Pag7 of 18 City of Yakima 9/21/11 Page 7
The Contractor agrees to comply with all applicable Federal, State, City and Municipal
standards for licensing, certification and operation of facilities and programs, and
accreditation and licensing of individuals, and any other standards or criteria as
described in the Contract to assure quality of services.
XII MONITORING AND ACCESS TO RECORDS
A. Contractor agrees that City may carry out monitoring and evaluation activities
so as to ensure compliance by Contractor with this Contractor agreement, with
the CDBG and /or HOME Compliance Documents, and with all other laws,
regulations, and ordinances related to the performance 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 their authorized representatives, and shall permit
City, HUD, the Comptroller General of the United States, or any of their
authorized representatives 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 City shall have the right to review and audit all records of the Contractor
pertaining to any payment by the City. Said records shall be maintained for a
period of seven years after the completion of the project.
D. 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
Pag8 of 18 City of Yakima 9/21/11 Page 8
•
•
Counties and Cities, and Other Local Governments ", hereinafter referred to as
"BARS ", as issued by the Office of State 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
furnished under this Contract shall be used for the sole benefit of this program.
C. The Contractor agrees to have an audit performed when spending $500,000 or
more in federal awards during a fiscal year. A copy of such audit will be
presented upon request to ONDS for monitoring purposes.
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
Government 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
Pag9 of 18 City of Yakima 9/21/11 Page 9
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 government, 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 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 government (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, fair wear and
tear accepted.
XVII RELATIONSHIP OF THE PARTIES
The parties intend that an independent contractor /city relationship shall 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 shall 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 written quarterly reports outlining the progress towards
completion of activities included in Exhibit B, to the City of Yakima ONDS.
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
Pag10 of 18 City of Yakima 9/21/11 Page 10
•
On or before the effective date of this Contract, the Contractor shall provide the
City 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 this Contract. The policy shall name the City of Yakima, its elected
officials, officers, agents,employees and volunteers 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. 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.
• 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 Two Million Dollars
($2,000,000.00) 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 of Yakima, its elected officials, officers, agents,
employees and volunteers 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. 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 contractor's
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 that are rendered or performed under this Contract shall 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, including 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.
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•
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 and nature that the City of Yakima ONDS deems continuation of
this Contract to be substantially non - beneficial to the public interest;
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 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 Federal 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, notwithstanding 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 covered by
this Contract is no longer in the best interest of the public, the City of Yakima
ONDS may summarily terminate this Contract in whole notwithstanding 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
Pag12 of 18 City of Yakima 9/21/11 Page 12
•
•
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 City of Yakima ONDS for assurances that the terms of the
Project Description .are 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. CLOSEOUT
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 fifteen (15) 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.
3. In the event a financial audit has not been performed prior to closeout
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.
Pag13 of 18 City of Yakima 9/21/11 Page 13
•
C. The Contractor warrants and covenants that it presently has no interest and
shall not acquire any interest, directly or indirectly, which could conflict in any
manner or degree with the performance of its services hereunder. The
Contractor further warrants and covenants that in the performance of this
contract, no person having such interest shall be employed.
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 furnished 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 shall be resolved by giving precedence in the following order:
1. Appropriate provisions of state and federal statutes and regulations including
HUD CDBG and 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),
4. City of Yakima Resolution No. R -2011- 146 (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 been 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.
XXVIII VENUE
Pag14 of 18 City of Yakima 9/21/11 Page 14
•
•
The venue for any action to enforce or interpret this Contract shall lie 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 shall be valid or binding upon either party unless 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
It 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 remitted 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 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 Project as
described on Exhibit "B" to the
2. Contract. The Contractor is unable to continue and /or provide services as described in
Exhibit "B ".
Pag15 of 18 City of Yakima 9/21/11 Page 15
Exhibit "B"
OIC of Washington Construction of 221 E. "T" Street
A.) PROPOSAL SUMMARY /PROJECT ABSTRACT
Construction of a three bedroom, 2 bath, with attached garage to include fencing
,lawn and appropriate underground sprinklers, single family dwelling of
approximately 1250 sq.ft. to be located at 221 E. "T" Street.
A Single family home to be constructed by OIC of Washington, marketed and
sold to a qualified low to moderate income first time homebuyer /s at appraised
value as set by an approved appraiser as designated by the City of Yakima
Neighborhood Development Services. Any and all proceeds of the sale shall be
remitted to the City of Yakima Neighborhood Development Services as program
income.
B.) ASSESSMENT OF NEED /PROBLEM STATEMENT
OIC of Washington will construct a new single family home to be sold to qualified
low to moderate income first time homebuyer /s as consistent with HUD HOME
investment regulations regarding the use of HOME funds in construction of single
family homes.
C.) PROGRAM GOAL AND OBJECTIVES
Goal
Construct a new single family home of approximately 1250 sq.ft. with attached
garage, 2 bath, to include fencing, lawn and appropriate underground sprinklers
to be marketed and sold to qualified low and moderate income first time
homebuyer /s.
Objectives
1. Construct a single family home to be sold to qualified low to moderate income
first time homebuyers. OIC of Washington will market, screen and qualify eligible
low to moderate income first time homebuyer /s, effectively constructing,
marketing and selling a new single family home located at 221 E. "T" Street.
D.) METHODOLOGY
From the contract execution date to continue until the termination date at which it
will expire at midnight, OIC of Washington will construct a single family home to
be sold to qualified low a moderate income first time homebuyer /s.
E.) OUTCOMES & EVALUATION
As a condition of reimbursement, OIC of Washington will submit original
invoices for the actual construction cost, to include labor, marketing and sale of
not more than $150,000 as evidenced by invoice billings provided to the Office of
Neighborhood Development Services to be reimbursed from HOME investment
funds. The home will be sold for the appraised value as set by an approved
appraiser as designated by the City of Yakima Neighborhood Development
Services. Any and all proceeds of the sale of the newly constructed home located
Pag16 of 18 City of Yakima 9/21/11 Page 16
at 221 E. "T" Street are to go to the City of Yakima Neighborhood Development
Services as program income.
F.) BUDGET
OIC of Washington will be reimbursed up to a maximum amount of $150,000
between the contract execution date and terminate on December 31, 2012 at
midnight, for eligible activities.
Pag17 of 18 City of Yakima 9/21/11 Page 17
RESOLUTION NO. R- 2011 -140
A RESOLUTION approving a Resolution authorizing the City Manager to execute
construction contracts with OIC of Washington and Habitat for Humanity
to construct single family homes for the City of Yakima's HOME program.
WHEREAS, the City of Yakima is a recipient of federal HOME funds from HUD, which
may be used, among other things, to provide new construction costs; and
WHEREAS, HUD requires construction contracts with Community Housing
Development Organizations to construct single family homes using HOME funds , and
WHEREAS, The City Council has determined contracts for the North Third Street
Affordable Housing project should be authorized, now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The Yakima City Council hereby authorizes the City Manager to sign individual contracts with
certified Community Housing Development Organizations (CHDOs) OIC of Washington and
Habitat for Humanity to construct new single family homes for the North Third Street Affordable
Housing Project. Individual contracts will not exceed an amount of One Hundred Fifty
Thousand Dollars ($150,000) per home. The project will be completed in two to three phases;
not to exceed a total of five homes under construction at any one time.
ADOPTED BY T �„± COUNCIL this 6 day of September, 2011.
YA
it : 8 E i
1
ATTEST: � ; �L . , ; Micah Cawl , Mayor
6 w I - .ty Clerk
30) r "s" sb,
- 0 /l r(D
day/ /6
AGREEMENT BETWEEN THE CITY OF YAKIMA
OFFICE OF NEIGHBORHOOD DEVELOPMENT SERVICES AND
YAKIMA VALLEY PARTNERS HABITAT FOR HUMANITY •
1. Contracting Organization: OIC of Washington
2. Address:815 Fruitvale Blvd, Yakima, WA. 98902
3. Phone: (509) 452 -2235
4. Contact Person: Chris Link,
5. Title of Service or Program being funded: Construction of new single family dwelling at
301 E. "S" Street
6. Amount of Contract Award: $140,000 (HOME) CFDA Contract # 14.239
7. The term of this Contract shall commence upon execution of this Contract by the
parties hereto. and terminate on December 31, 2012 at midnight, unless sooner
terminated by either party in accordance with Section XXII of Exhibit "A ", attached
hereto and incorporated herein by this reference. Performance of the work of this
Contract shall commence as set forth in Section IV of "Terms and Conditions" (Exhibit
„
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 the funding sources and uses statement and the
work plan, attached hereto as Exhibit "B" and incorporated herein by this
reference.
3) City of Yakima Resolution No. R -2011- 146 , 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 the project
described in Exhibit "B ", and satisfaction of all contract terms and conditions as stated in •
Exhibit "A ", Exhibit "B" and Exhibit "C ".
This written document, together with all of the incorporated exhibits hereto, . constitutes the entire
Contract and terms of agreement between the parties hereto.
IN WITNESS THEREOF the parties have executed this Contract as of the day and year stated
below.
CITY OF YAKIMA; OFFICE OF HEIGHBORHOOD
DEVELOPMENT SERVICES:
L_. . /' _4 September 21, 2011
Donald B. Cooper, City tanager Date
September 21, 2011
Michael A. Morales, CED Director Date
Pag1 of 18 City of Yakima 9/21/11 Page 1
ATTEST:
City Clerk r ••.•••.. •
City Contract No.: % it SEA *
1 ..
g SHING 4 � r
CONTRACTOR:
September 21, 2011
Steve Mitchell Date
Title: Chief Executive Officer
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 (hereinafter "the project ").
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 $140,000 for said project.
III GENERAL BUDGET PROVISIONS
The City reserves the right to hold payment until adequate documentation has been
provided by the Contractor and reviewed by the City. The Contractor agrees to the
following provisions in satisfying the terms and conditions of this contract:
Pag2 of 18 City of Yakima 9/21/11 Page 2
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
obligations 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 CDBG Program" and that also fall within the
applicable 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.
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 per
home, from what has been set forth in the approved budget subject
category. The City's written budget revision approval must be received
by the Contractor prior to the Contractor incurring any expenditures
against the revised budget subject categories.
2. When the revision of the Contractor budget does not exceed ten
percent (1 0%) of an approved budget subject 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 furnish 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 in accord with Sec.11, "Sub- Grant " A. (above)."
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 substantially reduce the amount of local financial
support for community development activities below the level of such support prior to
the availability of such assistance.
Pag3 of 18 City of Yakima 9/21/11 Page 3
VII BUDGET SURPLUS
The Contractor agrees that funds determined by the City of Yakima ONDS to be surplus
budget funds at the end of the project shall be subject to cancellation by the City of
Yakima ONDS and may be negotiated if they are to be included in future Contracts.
Assets purchased with CDBG funds shall continue to be used in accordance with its
original purpose as provided in 24CFR 570.503 (b)(8).
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. CERTIFICATION REGARDING DEBARMENT, SUSPENSION OR
INELIGIBILITY AND VOLUNTARY EXCLUSION — PRIMARY AND
LOWER TIER COVERED TRANSACTIONS
A. Contractor, defined as the primary participant and it principals, certifies
by signing these General Terms and Conditions that to the best of its
knowledge and belief that they:
B. Are not presently debarred, suspended, proposed for debarment,
declared ineligible, or voluntarily excluded from covered transactions
by any Federal department or agency.
C. Have not within a three -year period preceding this Agreement, been
convicted of or had a civil judgment rendered against them for
commission of fraud or a criminal offense in connection with obtaining,
attempting to obtain, or performing a public or private agreement or
transaction, violation of Federal or State antitrust statutes or
commission of embezzlement, theft, forgery, bribery, falsification or
destruction of records, making false statements, tax evasion, receiving
stolen property, making false claims, or obstruction of justice;
D. Are not presently indicted for or otherwise criminally or civilly charged
by a governmental entity (Federal, State, or local) with commission of
any of the offenses enumerated in paragraph (1)(b) of this section; and
1. Have not within a three -year period preceding the signing of this
Agreement had one or more public transactions (Federal, State, or
local) terminated for cause of default.
2. Where the Contractor is unable to certify to any of the statements in
this Agreement, the Contractor shall attach an explanation to this
Agreement.
Pag4 of 18 City of Yakima 9/21/11 Page 4
3. The Contractor agrees by signing this Agreement that it shall not
knowingly enter into any lower tier covered transaction with a person
who is debarred, suspended, declared ineligible, or voluntarily
excluded from participation in this covered transaction.
4. The Contractor further agrees by signing this Agreement that it will
include the clause titled "Certification Regarding Debarment,
Suspension, Ineligibility and Voluntary Exclusion -Lower Tier Covered
Transaction," as follows, without modification, in all lower tier covered
transactions and in all solicitations for lower tier covered transactions:
E. LOWER TIER COVERED TRANSACTIONS
i) The lower tier contractor certifies, by signing this Agreement that neither
it nor its principals is presently debarred, suspended, proposed for
debarment, declared ineligible, or voluntarily excluded from
participation in this transaction by any Federal department or agency.
ii) Where the lower tier contractor is unable to certify to any of the
statements in this Agreement, such contractor shall attach an
explanation to this Agreement.
5. 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).
6. 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.
7. Historic and Archaeological Preservation requirements as set forth in 24
CFR 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).
8. Architectural Barriers Act of 1968 as amended, 42 USC Section 4151 et
seq., implementing regulations, and Chapter 70.92 RCW.
9. Accessibility Standard as set forth in 92.251(a)(3).
10. 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.
11. 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).
12. Contract Work Hours and Safety Standards Act, 40 USC Sections 327-
333, (Overtime Compensation).
13. Davis -Bacon Act, as amended, 40 USC Sections 276a — 276a — 5, and
RCW Chapter 3 —12 (Prevailing Wage Rates).
Pag5 of 18 City of Yakima 9/21/11 Page 5
14. Attachment 0 of the Office of management and Budget Circular, A -102
(Procurement Standards) and Federal Management Circular, FMC 74-
4.
15. The Uniform Relocation Assistance and Real Property Acquisition
Policies Act of 1970, as amended, and regulations contained in 24
CFR Parts 42 and 570.
16. 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 sale, lease or other transfer of land acquired,
cleared 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, prohibiting
discrimination upon the basis of race, color, religion, sex, or national
origin, in the sale, lease or rental, or in the use or occupancy of such
land 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.
17. Age Discrimination Act of 1975 (24 CFR 146).
18. Fair Housing Act (24 CFR 100, CFR 107 and 24 CFR 1).
19. Washington State /Local Building Codes /Housing Quality Standards (24
CFR 882.109).
20. WBE /MBE (24 CFR 85.36 (e)).
1. 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 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.
Pag6 of 18 City of Yakima 9/21/11 Page 6
IX NON - DISCRIMINATION IN EMPLOYMENT
A. The City of Yakima is an Equal Opportunity Employer.
B. During the performance of this Agreement, Contractor shall not discriminate in
violation of any applicable federal, state and /or local law or regulation on the
basis of race, color, sex, religion, national origin, creed, age, marital status,
disability, honorably discharged veteran or military status, pregnancy, sexual
orientation, political affiliation, or the presence of any sensory, mental or
physical handicap, and any other classification protected under federal, state,
or local law. This provision shall include but not be limited to the following:
employment, upgrading, demotion, transfer, recruitment, advertising, layoff or
termination, rates of pay or other forms of compensation, selection for training,
and the provision of services under this Agreement.
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 make all services 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 such action as may be required to ensure full compliance with the
provisions of this clause, including sanctions for noncompliance.
XI LICENSING AND PROGRAM STANDARDS
The Contractor agrees to comply with all applicable Federal, State, City and Municipal
Pag7 of 18 City of Yakima 9/21/11 Page 7
standards for licensing, certification and operation of facilities and programs, and
accreditation and licensing of individuals, and any other standards or criteria as
described in the Contract to assure quality of services.
XII MONITORING AND ACCESS TO RECORDS
A. Contractor agrees that City may carry out monitoring and evaluation activities
so as to ensure compliance by Contractor with this Contractor agreement, with
the CDBG and /or HOME Compliance Documents, and with all other laws,
regulations, and ordinances related to the performance 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 their authorized representatives, and shall permit
City, HUD, the Comptroller General of the United States, or any of their
authorized representatives 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 City shall have the right to review and audit all records of the Contractor
pertaining to any payment by the City. Said records shall be maintained for a
period of seven years after the completion of the project.
D. 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
Pag8 of 18 City of Yakima 9/21/11 Page 8
"BARS ", as issued by the Office of State 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
furnished under this Contract shall be used for the sole benefit of this program.
C. The Contractor agrees to have an audit performed when spending $500,000 or
more in federal awards during a fiscal year. A copy of such audit will be
presented upon request to ONDS for monitoring purposes.
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
Government 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
Pag9 of 18 City of Yakima 9/21/11 Page 9
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 government, 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 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 government (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, fair wear and
tear accepted.
XVII RELATIONSHIP OF THE PARTIES
The parties intend that an independent contractor /city relationship shall 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 shall 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 written quarterly reports outlining the progress towards
completion of activities included in Exhibit B, to the City of Yakima ONDS.
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 effective date of this Contract, the Contractor shall provide the
Pag10 of 18 City of Yakima 9/21/11 Page 10
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 and nature that the City of Yakima ONDS deems continuation of
this Contract to be substantially non - beneficial to the public interest;
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 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 Federal 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, notwithstanding 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 covered by
this Contract is no longer in the best interest of the public, the City of Yakima
ONDS may summarily terminate this Contract in whole notwithstanding 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
Pag12 of 18 City of Yakima 9/21/11 Page 12
became effective.
This Contract may further be terminated by the City of Yakima upon written
demand by the City of Yakima ONDS for assurances that the terms of the
Project Description are 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. CLOSEOUT
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 fifteen (15) 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.
3. In the event a financial audit has not been performed prior to closeout
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.
C. The Contractor warrants and covenants that it presently has no interest and
Pag13 of 18 City of Yakima 9/21/11 Page 13
shall not acquire any interest, directly or indirectly, which could conflict in any
manner or degree with the performance of its services hereunder. The
Contractor further warrants and covenants that in the performance of this
contract, no person having such interest shall be employed.
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 furnished 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 shall be resolved by giving precedence in the following order:
1. Appropriate provisions of state and federal statutes and regulations including
HUD CDBG 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),
4. City of Yakima Resolution No. R -2011- 146 (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 been 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.
XXVIII VENUE
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The venue for any action to enforce or interpret this Contract shall lie 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 shall be valid or binding upon either party unless 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
It 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 remitted 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 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 Project as
described on Exhibit "B" to the
2. Contract. The Contractor is unable to continue and /or provide services as described in
Exhibit "B ".
Pag15 of 18 City of Yakima 9/21/11 Page 15
Exhibit "B"
OIC of Washington Construction of 301 E. "S" Street
A.) PROPOSAL SUMMARY /PROJECT ABSTRACT
Construction of a three bedroom, 1 and Y2 bath, with attached garage to include
fencing and lawn, single family dwelling of approximately 1250 sq.ft. to be
located at 301 E. "S" Street.
A Single family home to be constructed by OIC of Washington, marketed and
sold to a qualified low to moderate income first time homebuyer /s at appraised
value as set by an approved appraiser as designated by the City of Yakima
Neighborhood Development Services. Any and all proceeds of the sale shall be
remitted to the City of Yakima Neighborhood Development Services as program
income.
B.) ASSESSMENT OF NEED /PROBLEM STATEMENT
OIC of Washington will construct a new single family home to be sold to qualified
low to moderate income first time homebuyer /s as consistent with HUD HOME
investment regulations regarding the use of HOME funds in construction of single
family homes.
C.) PROGRAM GOAL AND OBJECTIVES
Goal
Construct a new single family home of approximately 1250 sq.ft. with attached
garage, 1 and lh bath, to include fencing and lawn to be marketed and sold to
qualified low and moderate income first time homebuyer /s.
Objectives
1. Construct a single family home to be sold to qualified low to moderate income
first time homebuyers. OIC of Washington will market, screen and qualify eligible
low to moderate income first time homebuyer /s, effectively constructing,
marketing and selling a new single family home located at 301 E. "S" Street.
D.) METHODOLOGY
From the contract execution date to continue until the termination date at which it
will expire at midnight, OIC of Washington will construct a single family home to
be sold to qualified low a moderate income first time homebuyer /s.
E.) OUTCOMES & EVALUATION
As a condition of reimbursement, OIC of Washington will submit original
invoices for the actual construction cost, to include labor, marketing and sale of
not more than $140,000 as evidenced by invoice billings provided to the Office of
Neighborhood Development Services to be reimbursed from HOME investment
funds. The home will be sold for the appraised value as set by an approved
appraiser as designated by the City of Yakima Neighborhood Development
Services. Any and all proceeds of the sale of the newly constructed home located
at 301 E. "S" Street are to go to the City of Yakima Neighborhood Development
Services as program income.
Pag16 of 18 City of Yakima 9/21/11 Page 16
F.) BUDGET
OIC of Washington will be reimbursed up to $140,000 between the contract
execution date and terminate on December 31, 2012 at midnight, for eligible
activities.
Pag17 of 18 City of Yakima 9/21/11 Page 17
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AGREEMENT BETWEEN THE CITY OF YAKIMA
OFFICE OF NEIGHBORHOOD DEVELOPMENT SERVICES AND
YAKIMA VALLEY PARTNERS HABITAT FOR HUMANITY
1. Contracting Organization:, Yakima Valley Partners Habitat for Humanity
2. Address:21 W. Mead Ave, Ste 110. Yakima, WA. 98902
3. Phone: (509) 453 -8077
4. Contact Person: Steve Luten,
5. Title of Service or Program being funded: Yakima Valley Partners Habitat for Humanity,
new construction project.
6. Amount of Contract Award: $10.000 (HOME) CFDA Contract # 14.239
7. The term of this Contract shall commence upon execution of this Contract by the
parties hereto. and terminate on December 31, 2012 at midnight, unless sooner
terminated by either party in accordance with Section XXII of Exhibit "A ", attached
hereto and incorporated herein by this reference. Performance of the work of this
Contract shall commence as set forth in Section IV of "Terms and Conditions" (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 the funding sources and uses statement and the
work plan, attached hereto as Exhibit "B" and incorporated herein by this
reference.
3) City of Yakima Resolution No. R -2011- 140 , 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 the project
described in Exhibit "B ", and satisfaction of all contract terms and conditions as stated in
Exhibit "A ", Exhibit "B" and Exhibit "C ".
This written document, together with all of the incorporated exhibits hereto, constitutes the entire
Contract and terms of agreement between the parties hereto.
IN WITNESS THEREOF the parties have executed this Contract as of the day and year stated
below.
CITY OF YAKIMA; OFFICE OF NEIGHBORHOOD
DEVELOPMENT SERVICES:
Michael A. Morales, Interim City Manager Dat
3/ -i2
Joan D sport, Acting QED Di Date
Pag1 of 17 City of Yakima 5/29/2012 Page 1
ATTEST:
( ;?' i
City Clerk i Z • (L � j
•
City Contract No.: 3 — 1 11 \\ • •••• • • d�_'
' D 0 1 1
CONTRACTOR:
6-/-ti
S eve Luten Date
Title: Executive Director
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 (hereinafter "the project").
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 $10,000 for said project.
III GENERAL BUDGET PROVISIONS
The City reserves the right to hold payment until adequate documentation has been
provided by the Contractor and reviewed by the City. The Contractor agrees to the
following provisions in satisfying the terms and conditions of this contract:
Pag2 of 17 City of Yakima 5/29/2012 Page 2
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
obligations 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 CDBG Program" and that also fall within the
applicable 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.
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 per
home, from what has been set forth in the approved budget subject
category. The City's written budget revision approval must be received
by the Contractor prior to the Contractor incurring any expenditures
against the revised budget subject categories.
2. When the revision of the Contractor budget does not exceed ten
percent (10 %) of an approved budget subject 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 furnish 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 in accord with Sec.Il, "Sub -Grant " A. (above)."
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 substantially reduce 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
Pag3 of 17 City of Yakima 5/29 /2012 Page 3
The Contractor agrees that funds determined by the City of Yakima ONDS to be surplus
budget funds at the end of the project shall be subject to cancellation by the City of
Yakima ONDS and may be negotiated if they are to be included in future Contracts.
Assets purchased with CDBG funds shall continue to be used in accordance with its
original purpose as provided in 24CFR 570.503 (b)(8).
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. CERTIFICATION REGARDING DEBARMENT, SUSPENSION OR
INELIGIBILITY AND VOLUNTARY EXCLUSION— PRIMARY AND
LOWER TIER COVERED TRANSACTIONS
A. Contractor, defined as the primary participant and it principals, certifies
by signing these General Terms and Conditions that to the best of its
knowledge and belief that they:
B. Are not presently debarred, suspended, proposed for debarment,
declared ineligible, or voluntarily excluded from covered transactions
by any Federal department or agency.
C. Have not within a three -year period preceding this Agreement, been
convicted of or had a civil judgment rendered against them for
commission of fraud or a criminal offense in connection with obtaining,
attempting to obtain, or performing a public or private agreement or
transaction, violation of Federal or State antitrust statutes or
commission of embezzlement, theft, forgery, bribery, falsification or
destruction of records, making false statements, tax evasion, receiving
stolen property, making false claims, or obstruction of justice;
D. Are not presently indicted for or otherwise criminally or civilly charged
by a governmental entity (Federal, State, or local) with commission of
any of the offenses enumerated in paragraph (1)(b) of this section; and
1. Have not within a three -year period preceding the signing of this
Agreement had one or more public transactions (Federal, State, or
local) terminated for cause of default.
2. Where the Contractor is unable to certify to any of the statements in
this Agreement, the Contractor shall attach an explanation to this
Agreement.
Pag4 of 17 City of Yakima 5/29 /2012 Page 4
3. The Contractor agrees by signing this Agreement that it shall not
knowingly enter into any lower tier covered transaction with a person
who is debarred, suspended, declared ineligible, or voluntarily
excluded from participation in this covered transaction.
4. The Contractor further agrees by signing this Agreement that it will
include the clause titled "Certification Regarding Debarment,
Suspension, Ineligibility and Voluntary Exclusion -Lower Tier Covered
Transaction," as follows, without modification, in all lower tier covered
transactions and in all solicitations for lower tier covered transactions:
E. LOWER TIER COVERED TRANSACTIONS
i) The lower tier contractor certifies, by signing this Agreement that neither
it nor its principals is presently debarred, suspended, proposed for
debarment, declared ineligible, or voluntarily excluded from
participation in this transaction by any Federal department or agency.
ii) Where the lower tier contractor is unable to certify to any of the
statements in this Agreement, such contractor shall attach an
explanation to this Agreement.
5. 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).
6. 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.
7. Historic and Archaeological Preservation requirements as set forth in 24
CFR 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).
8. Architectural Barriers Act of 1968 as amended, 42 USC Section 4151 et
seq., implementing regulations, and Chapter 70.92 RCW.
9. Accessibility Standard as set forth in 92.251(a)(3).
10. 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.
11. 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).
12. Contract Work Hours and Safety Standards Act, 40 USC Sections 327-
333, (Overtime Compensation).
Pag5 of 17 City of Yakima 5/29 /2012 Page 5
13. Davis -Bacon Act, as amended, 40 USC Sections 276a — 276a — 5, and
RCW Chapter 3 —12 (Prevailing Wage Rates).
14. Attachment 0 of the Office of management and Budget Circular, A -102
(Procurement Standards) and Federal Management Circular, FMC 74-
4.
15. The Uniform Relocation Assistance and Real Property Acquisition
Policies Act of 1970, as amended, and regulations contained in 24
CFR Parts 42 and 570.
16. 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 sale, lease or other transfer of land acquired,
cleared 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, prohibiting
discrimination upon the basis of race, color, religion, sex, or national
origin, in the sale, lease or rental, or in the use or occupancy of such
land 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.
17. Age Discrimination Act of 1975 (24 CFR 146).
18. Fair Housing Act (24 CFR 100, CFR 107 and 24 CFR 1).
19. Washington State/Local Building Codes/Housing Quality Standards (24
CFR 882.109).
20. WBE/MBE (24 CFR 85.36 (e)).
1. 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 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
Pag6 of 17 City of Yakima 5/29/2012 Page 6
State Environmental Policy Acts.
IX NON - DISCRIMINATION IN EMPLOYMENT
A. The City of Yakima is an Equal Opportunity Employer.
B. During the performance of this Agreement, Contractor shall not discriminate in
violation of any applicable federal, state and/or local law or regulation on the
basis of race, color, sex, religion, national origin, creed, age, marital status,
disability, honorably discharged veteran or military status, pregnancy, sexual
orientation, political affiliation, or the presence of any sensory, mental or
physical handicap, and any other classification protected under federal, state,
or local law. This provision shall include but not be limited to the following:
employment, upgrading, demotion, transfer, recruitment, advertising, layoff or
termination, rates of pay or other forms of compensation, selection for training,
and the provision of services under this Agreement.
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 make all services 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 services) or other benefds 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 such action as may be required to ensure full compliance with the
provisions of this clause, including sanctions for noncompliance.
Pag7 of 17 City of Yakima 5/29/2012 Page 7
XI LICENSING AND PROGRAM STANDARDS
The Contractor agrees to comply with all applicable Federal, State, City and Municipal
standards for licensing, certification and operation of facilities and programs, and
accreditation and licensing of individuals, and any other standards or criteria as
described in the Contract to assure quality of services.
XII MONITORING AND ACCESS TO RECORDS
A. Contractor agrees that City may carry out monitoring and evaluation activities
so as to ensure compliance by Contractor with this Contractor agreement, with
the CDBG and /or HOME Compliance Documents, and with all other laws,
regulations, and ordinances related to the performance 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 their authorized representatives, and shall permit
City, HUD, the Comptroller General of the United States, or any of their
authorized representatives 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 City shall have the right to review and audit all records of the Contractor
pertaining to any payment by the City. Said records shall be maintained for a
period of seven years after the completion of the project.
D. 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.
Pag8 of 17 City of Yakima 5/29 /2012 Page 8
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 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
furnished under this Contract shall be used for the sole benefd of this program.
C. The Contractor agrees to have an audit performed when spending $500,000 or
more in federal awards during a fiscal year. A copy of such audit will be
presented upon request to ONDS for monitoring purposes.
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.
Pag9 of 17 City of Yakima 5/29/2012 Page 9
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
Government 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 government, 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 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 government (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, fair wear and
tear accepted.
XVII RELATIONSHIP OF THE PARTIES
The parties intend that an independent contractor /city relationship shall 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 shall 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.
Pag10 of 17 City of Yakima 5/29 /2012 Page 10
XIX QUARTERLY REPORT
The Contractor agrees to submit written quarterly reports outlining the progress towards
completion of activities included in Exhibit B, to the City of Yakima ONDS.
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 effective date of this Contract, the Contractor shall provide the
City 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 this Contract. The policy shall name the City of Yakima, its elected
officials, officers, agents,employees and volunteers 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. 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.
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 Two Million Dollars
($2,000,000.00) 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 of Yakima, its elected officials, officers, agents,
employees and volunteers 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. 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
Pag1 1 of 17 City of Yakima 5/29 /2012 Page 11
rendered under this Contract shall comply with all of the above insurance
requirements.
XXI INDEMNIFICATION AND HOLD HARMLESS
All services that are rendered or performed under this Contract shall 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, including 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 and nature that the City of Yakima ONDS deems continuation of
this Contract to be substantially non - beneficial to the public interest;
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 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 Federal 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
Pag12 of 17 City of Yakima 5/29/2012 Page 12
to the funds reduced or limited, notwithstanding 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 covered by
this Contract is no longer in the best interest of the public, the City of Yakima
ONDS may summarily terminate this Contract in whole notwithstanding 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 City of Yakima ONDS for assurances that the terms of the
Project Description are 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. CLOSEOUT
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 fifteen (15) 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.
3. In the event a financial audit has not been performed prior to closeout
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:
Pag13 of 17 City of Yakima 5/29/2012 Page 13
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.
C. The Contractor warrants and covenants that it presently has no interest and
shall not acquire any interest, directly or indirectly, which could conflict in any
manner or degree with the performance of its services hereunder. The
Contractor further warrants and covenants that in the performance of this
contract, no person having such interest shall be employed.
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 furnished 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 shall be resolved by giving precedence in the following order:
1. Appropriate provisions of state and federal statutes and regulations including
HUD CDBG and 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),
4. City of Yakima Resolution No. R -2011- 140 (Exhibit C), and
Pag14 of 17 City of Yakima 5/29 /2012 Page 14
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 been 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.
XXVIII VENUE
The venue for any action to enforce or interpret this Contract shall lie 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 shall be valid or binding upon either party unless 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
It 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 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 Project as
described on Exhibit "B" to the
2. Contract. The Contractor is unable to continue and /or provide services as described in
Exhibit "B ".
Pag15 of 17 City of Yakima 5/29 /2012 Page 15
Exhibit "B"
HABITAT FOR HUMANITY
A.) PROPOSAL SUMMARY/PROJECT ABSTRACT
Construction of a single family residence located at 214 E. "T" Street,
To also include receipt of the City owned property located at 214 E. "T" Street.
A single family home to be constructed by Habitat for Humanity and sold to a
qualified low income first time homebuyer /s.
B.) ASSESSMENT OF NEED/PROBLEM STATEMENT
Habitat for Humanity will construct a new single family home to be sold to
qualified low income first time homebuyer /s.
Which is consistent with HUD HOME investment regulations regarding the
acquisition of property and construction of single family homes.
C.) PROGRAM GOAL AND OBJECTIVES
Goal
Acquire building lot and construct new single family home to be sold to qualified
low income first time homebuyer /s.
Objectives
1. Receive the City owned lot via quit claim concerning the property located at 214
E. "T" Street, Yakima, WA. 98901
2. Construct a single family home to be sold to qualified low to moderate income
first time homebuyer /s.
D.) METHODOLOGY
From the contract execution date to continue until the termination date at which it
will expire at midnight, Habitat for Humanity will receive said lot and construct a
single family home to be sold to qualified low to moderate income first time
homebuyer/s.
E.) OUTCOMES & EVALUATION
As a condition of reimbursement, Habitat will submit an invoice for the for the
design improvements to include a garage and front porch to total no more than $10,000
to the Office of Neighborhood Development Services to be reimbursed from HOME
investment funds.
F.) BUDGET
Habitat for Humanity will be reimbursed up to $10,000 between the contract
execution date and terminate on December 31, 2012 at midnight, for eligible
activities.
Pag16 of 17 City of Yakima 5/29/2012 Page 16
RESOLUTION NO. R- 2011 -140
A RESOLUTION approving a Resolution authorizing the City Manager to execute
construction contracts with OIC of Washington and Habitat for Humanity
to construct single family homes for the City of Yakima's HOME program.
WHEREAS, the City of Yakima is a recipient of federal HOME funds from HUD, which
may be used, among other things, to provide new construction costs; and
WHEREAS, HUD requires construction contracts with Community Housing
Development Organizations to construct single family homes using HOME funds , and
WHEREAS, The City Council has determined contracts for the North Third Street
Affordable Housing project should be authorized, now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The Yakima City Council hereby authorizes the City Manager to sign individual contracts with
certified Community Housing Development Organizations (CHDOs) OIC of Washington and
Habitat for Humanity to construct new single family homes for the North Third Street Affordable
Housing Project. Individual contracts will not exceed an amount of One Hundred Fifty
Thousand Dollars ($150,000) per home. The project will be completed in two to three phases;
not to exceed a total of five homes under construction at any one time.
ADOPTED BY T �„± COUNCIL this 6 day of September, 2011.
YA
it : 8 E i
1
ATTEST: � ; �L . , ; Micah Cawl , Mayor
6 w I - .ty Clerk
1 81! 3"o S4,
,
AGREEMENT BETWEEN THE CITY OF YAKIMA
OFFICE OF NEIGHBORHOOD DEVELOPMENT SERVICES AND
OIC OF WASHINGTON
1. Contracting Organization OIC of Washington
2. Address:815 Fruitvale Blvd, Yakima, WA. 98902
3. Phone: (509) 452 -2235
4 Contact Person: Chris Link,
5 Title of Service or Program being funded• Construction of new single family dwelling at
1811 N. 3rd Street
6 Amount of Contract Award: $15Q000 (HOME) CFDA Contract # 14.239
7. The term of this Contract shall commence upon execution of this Contract by the
parties hereto and terminate on December 31, 2013 at midnight, unless sooner
terminated by either party in accordance with Section XXII of Exhibit "A ", attached
hereto and incorporated herein by this reference. Performance of the work of this
Contract shall commence as set forth in Section IV of "Terms and Conditions" (Exhibit
„ „
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 the funding sources and uses statement and the
work plan, attached hereto as Exhibit "B" and incorporated herein by this
reference.
3) City of Yakima Resolution No. R -2011- 140 , 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 the project
described in Exhibit "B ", and satisfaction of all contract terms and conditions as stated in
Exhibit "A ", Exhibit "B" and Exhibit "C"
This written document, together with all of the incorporated exhibits hereto, constitutes the entire
Contract and terms of agreement between the parties hereto.
IN WITNESS THEREOF the parties have executed this Contract as of the day and year stated
below.
CITY OF YAKIMA; OFFICE OF HEIGHBORHOOD
DEVEL PMENT SERV
6 ' 6.....,____-- R ---- 3( - (
Tony O'Rour e, City Manager Date
/ V- ./_:, /
Joa 1 :venport, Acting CE r Director Date
Pag1 of 18 City of Yakima 9/21/11 Page 1
ATTEST.
.�' 'g / l/%0 i / � �e V II I
City Clerk - z > i
* - , 3
City Contract No
l
CONTRACTOR.
1 / f -6
Steve Mitchell Date
Title: Chief Executive Officer
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 (hereinafter "the project")
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.
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B AMOUNT OF GRANT
The City hereby sub - grants to the Contractor $150,000 for said project.
III GENERAL BUDGET PROVISIONS
The City reserves the right to hold payment until adequate documentation has been
provided by the Contractor and reviewed by the City 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
obligations 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 that also fall within the
applicable 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.
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 per
home, from what has been set forth in the approved budget subject
category The City's written budget revision approval must be received
by the Contractor prior to the Contractor incurring any expenditures
against the revised budget subject categories.
2. When the revision of the Contractor budget does not exceed ten
percent (10 %) of an approved budget subject 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 furnish 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 in accord with Sec.II, "Sub- Grant " A. (above) "
V BILLING PROCEDURES
A. The Contractor shall submit monthly written claims for reimbursement of
Pag3 of 18 City of Yakima 9/21/11 Page 3
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 substantially reduce 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
budget funds at the end of the project shall be subject to cancellation by the City of
Yakima ONDS and may be negotiated if they are to be included in future Contracts
Assets purchased with HOME funds shall continue to be used in accordance with its
original purpose as provided in 24CFR 570 503 (b)(8)
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 CERTIFICATION REGARDING DEBARMENT, SUSPENSION OR
INELIGIBILITY AND VOLUNTARY EXCLUSION — PRIMARY AND
LOWER TIER COVERED TRANSACTIONS
A. Contractor, defined as the primary participant and it principals, certifies
by signing these General Terms and Conditions that to the best of its
knowledge and belief that they:
B. Are not presently debarred, suspended, proposed for debarment,
declared ineligible, or voluntarily excluded from covered transactions
by any Federal department or agency.
C. Have not within a three -year period preceding this Agreement, been
convicted of or had a civil judgment rendered against them for
commission of fraud or a criminal offense in connection with obtaining,
attempting to obtain, or performing a public or private agreement or
transaction, violation of Federal or State antitrust statutes or
commission of embezzlement, theft, forgery, bribery, falsification or
destruction of records, making false statements, tax evasion, receiving
stolen property, making false claims, or obstruction of justice;
D. Are not presently indicted for or otherwise criminally or civilly charged
by a governmental entity (Federal, State, or local) with commission of
any of the offenses enumerated in paragraph (1)(b) of this section, and
1. Have not within a three -year period preceding the signing of this
Agreement had one or more public transactions (Federal, State, or
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local) terminated for cause of default.
2 Where the Contractor is unable to certify to any of the statements in
this Agreement, the Contractor shall attach an explanation to this
Agreement.
3 The Contractor agrees by signing this Agreement that it shall not
knowingly enter into any lower tier covered transaction with a person
who is debarred, suspended, declared ineligible, or voluntarily
excluded from participation in this covered transaction.
4. The Contractor further agrees by signing this Agreement that it will
include the clause titled "Certification Regarding Debarment,
Suspension, Ineligibility and Voluntary Exclusion -Lower Tier Covered
Transaction," as follows, without modification, in all lower tier covered
transactions and in all solicitations for lower tier covered transactions.
E LOWER TIER COVERED TRANSACTIONS
i) The lower tier contractor certifies, by signing this Agreement
that neither it nor its principals is presently debarred, suspended,
proposed for debarment, declared ineligible, or voluntarily excluded
from participation in this transaction by any Federal department or
agency.
ii) Where the lower tier contractor is unable to certify to any of
the statements in this Agreement, such contractor shall attach an
explanation to this Agreement.
5 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)
6 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
7. Historic and Archaeological Preservation requirements as set forth in 24
CFR 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).
8 Architectural Barriers Act of 1968 as amended, 42 USC Section 4151 et
seq., implementing regulations, and Chapter 70.92 RCW
9 Accessibility Standard as set forth in 92.251(a)(3)
10 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.
11 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)
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12 Contract Work Hours and Safety Standards Act, 40 USC Sections 327-
333, (Overtime Compensation).
13. Davis -Bacon Act, as amended, 40 USC Sections 276a — 276a 5, and
RCW Chapter 3 —12 (Prevailing Wage Rates).
14 Attachment 0 of the Office of management and Budget Circular, A -102
(Procurement Standards) and Federal Management Circular, FMC 74-
4.
15. The Uniform Relocation Assistance and Real Property Acquisition
Policies Act of 1970, as amended, and regulations contained in 24
CFR Parts 42 and 570.
16. 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 sale, lease or other transfer of land acquired,
cleared 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, prohibiting
discrimination upon the basis of race, color, religion, sex, or national
origin, in the sale, lease or rental, or in the use or occupancy of such
land 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.
17. Age Discrimination Act of 1975 (24 CFR 146).
18. Fair Housing Act (24 CFR 100, CFR 107 and 24 CFR 1)
19 Washington State /Local Building Codes /Housing Quality Standards (24
CFR 882.109).
20 WBE /MBE (24 CFR 85.36 (e)).
1 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 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
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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. During the performance of this Agreement, Contractor shall not discriminate in
violation of any applicable federal, state and /or local law or regulation on the
basis of race, color, sex, religion, national origin, creed, age, marital status,
disability, honorably discharged veteran or military status, pregnancy, sexual
orientation, political affiliation, or the presence of any sensory, mental or
physical handicap, and any other classification protected under federal, state,
or local law This provision shall include but not be limited to the following.
employment, upgrading, demotion, transfer, recruitment, advertising, layoff or
termination, rates of pay or other forms of compensation, selection for training,
and the provision of services under this Agreement.
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 make all services 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 such action as may be required to ensure full compliance with the
provisions of this clause, including sanctions for noncompliance.
XI LICENSING AND PROGRAM STANDARDS
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The Contractor agrees to comply with all applicable Federal, State, City and Municipal
standards for licensing, certification and operation of facilities and programs, and
accreditation and licensing of individuals, and any other standards or criteria as
described in the Contract to assure quality of services.
XII MONITORING AND ACCESS TO RECORDS
A. 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 performance 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 their authorized representatives, and shall permit
City, HUD, the Comptroller General of the United States, or any of their
authorized representatives 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 City shall have the right to review and audit all records of the Contractor
pertaining to any payment by the City. Said records shall be maintained for a
period of seven years after the completion of the project.
D 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
Pag8 of 18 City of Yakima 9/21/11 Page 8
Counties and Cities, and Other Local Governments ", hereinafter referred to as
"BARS ", as issued by the Office of State 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
furnished under this Contract shall be used for the sole benefit of this program
C` The Contractor agrees to have an audit performed when spending $500,000 or
more in federal awards during a fiscal year. A copy of such audit will be
presented upon request to ONDS for monitoring purposes.
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
Government 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
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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 government, 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 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 government (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, fair wear and
tear accepted
XVII RELATIONSHIP OF THE PARTIES
The parties intend that an independent contractor /city relationship shall 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 shall 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 written quarterly reports outlining the progress towards
completion of activities included in Exhibit B, to the City of Yakima ONDS
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 effective date of this Contract, the Contractor shall provide the
City with a certificate of insurance as proof of liability insurance in the amount of
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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 this Contract. The policy shall name the City of Yakima, its elected
officials, officers, agents,employees and volunteers 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. 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.
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 Two Million Dollars
($2,000,000 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 of Yakima, its elected officials, officers, agents,
employees and volunteers 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. 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 contractor's
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 that are rendered or performed under this Contract shall 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, including 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
Pag11 of 18 City of Yakima 9/21/11 Page 11
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 and nature that the City of Yakima ONDS deems continuation of
this Contract to be substantially non - beneficial to the public interest;
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 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 Federal 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, notwithstanding 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 covered by
this Contract is no longer in the best interest of the public, the City of Yakima
ONDS may summarily terminate this Contract in whole notwithstanding 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.
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This Contract may further be terminated by the City of Yakima upon written
demand by the City of Yakima ONDS for assurances that the terms of the
Project Description are 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 CLOSEOUT
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 fifteen (15) 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.
3. In the event a financial audit has not been performed prior to closeout
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.
C. The Contractor warrants and covenants that it presently has no interest and
shall not acquire any interest, directly or indirectly, which could conflict in any
manner or degree with the performance of its services hereunder. The
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Contractor further warrants and covenants that in the performance of this
contract, no person having such interest shall be employed.
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 furnished 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 shall be resolved by giving precedence in the following order:
1 Appropriate provisions of state and federal statutes and regulations including
HUD HOME Investment 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),
4. City of Yakima Resolution No R -2011- 146 (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 been 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.
XXVIII VENUE
The venue for any action to enforce or interpret this Contract shall lie 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
Pag14 of 18 City of Yakima 9/21/11 Page 14
this Contract shall be valid or binding upon either party unless 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
It 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 remitted 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 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 Project as
described on Exhibit "B" to the
2. Contract. The Contractor is unable to continue and /or provide services as described in
Exhibit "B"
3 All "Net Proceeds" of the sale of the Single Family Dwelling shall be paid and returned
to the City of Yakima at closing of the sale of such property, as set forth in subsection
(G) of Exhibit "B "
Pag15 of 18 City of Yakima 9/21/11 Page 15
Exhibit "B"
OIC of Washington Construction of 1811 N. 3 Street
A.) PROPOSAL SUMMARY /PROJECT ABSTRACT
Construction of a three bedroom, 1 and 'h bath, with attached garage to include
fencing and lawn, single family dwelling of approximately 1250 sq.ft. to be
located at 1811 N. 3rd Street.
A Single family home to be constructed by OIC of Washington, marketed and sold
to a qualified low to moderate income first time homebuyer /s at appraised value as
set by an approved appraiser as designated by the City of Yakima Neighborhood
Development Services. Any and all proceeds of the sale shall be remitted to the
City of Yakima Neighborhood Development Services as program income.
B.) ASSESSMENT OF NEED /PROBLEM STATEMENT
OIC of Washington will construct a new single family home to be sold to qualified
low to moderate income first time homebuyer /s as consistent with HUD HOME
investment regulations regarding the use of HOME funds in construction of single
family homes.
C.) PROGRAM GOAL AND OBJECTIVES
Goal
Construct a new single family home of approximately 1250 sq.ft. with attached
garage, 1 and '/2 bath, to include fencing and lawn to be marketed and sold to
qualified low and moderate income first time homebuyer /s.
Objectives
1. Construct a single family home to be sold to qualified low to moderate income
first time homebuyers. OIC of Washington will market, screen and qualify eligible
low to moderate income first time homebuyer /s, effectively constructing,
marketing and selling a new single family home located at 1811 N. 3rd Street.
D.) METHODOLOGY
From the contract execution date to continue until the termination date at which it
will expire at midnight, OIC of Washington will construct a single family home to
be sold to qualified low a moderate income first time homebuyer /s.
E.) OUTCOMES & EVALUATION
As a condition of reimbursement, OIC of Washington will submit original
invoices for the actual construction cost, to include labor, marketing and sale of
not more than $150,000 as evidenced by invoice billings provided to the Office of
Neighborhood Development Services to be reimbursed from HOME investment
funds. The home will be sold for the appraised value as set by an approved
appraiser as designated by the City of Yakima Neighborhood Development
Services. Any and all net proceeds of the sale of the newly constructed home
Pag16 of 18 City of Yakima 9/21/11 Page 16
located at 1811 N. 3 Street are to go to the City of Yakima Neighborhood
Development Services as program income.
F.) BUDGET
OIC of Washington will be reimbursed up to $150,000 between the contract
execution date and terminate on December 31, 2013 at midnight, for eligible
activities.
G.) LAND — CONVEYANCE — DEED OF TRUST — CLOSING
In order to facilitate the marketing and sale of the property, the City of Yakima
will convey title to the subject property located at 1811 N. 3 Street, by
appropriate deed, to OIC of Washington, subject to Deed of Trust in favor of the
City to secure payment of the net proceeds of sale of the property and
improvements thereon to City at closing. "Net proceeds" means all proceeds of
sale less escrow fees, applicable excise taxes, and recording fees. The purpose of
this section is to comply with the real estate brokerage provisions of Chapters
18.85 and 18.86 RCW, and to enable OIC of Washington to market and sell such
property in accordance with the provisions of this Agreement.
Pag17 of 18 City of Yakima 9/21/11 Page 17
/8? 44 Peal si.
AGREEMENT BETWEEN THE CITY OF YAKIMA
OFFICE OF NEIGHBORHOOD DEVELOPMENT SERVICES AND
OIC OF WASHINGTON
1. Contracting Organization: OIC of Washington
2. Address:815 Fruitvale Blvd, Yakima, WA. 98902
3. Phone: (509) 452 -2235
4. Contact Person: Chris Link,
5. Title of Service or Program being funded: Construction of new single family dwelling at
1809 N. 3rd Street
6. Amount of Contract Award: $150,000 (HOME) CFDA Contract # 14.239
7. The term of this Contract shall commence upon execution of this Contract by the
parties hereto. and terminate on December 31, 2013 at midnight, unless sooner
terminated by either party in accordance with Section XX11 of Exhibit "A ", attached
hereto and incorporated herein by this reference. Performance of the work of this
Contract shall commence as set forth in Section IV of "Terms and Conditions" (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 the funding sources and uses statement and the
work plan, attached hereto as Exhibit "B" and incorporated herein by this
reference.
3) City of Yakima Resolution No. R -2011- 140 , 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 the project
described in Exhibit "B ", and satisfaction of all contract terms and conditions as stated in
Exhibit "A ", Exhibit "B" and Exhibit "C ".
This written document, together with all of the incorporated exhibits hereto, constitutes the entire
Contract and terms of agreement between the parties hereto.
IN WITNESS THEREOF the parties have executed this Contract as of the day and year stated
below.
CITY OF YAKIMA; OFFIC- • HBORHOOD
DEVEi•' PMENT SER
alti■ i/ag ?".. 26 z
TMF'Ro , -, City Manager Date
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Joa avenpo , Actin�Director Date
Pag1 of 18 City of Yakima 9/21/11 Page 1
ATTEST:
City Clerk ' ?tY
•
City Contract No.: 6 ,2eW ,fig , r : n
•
- .
ti s
CONTRACTOR:
-Aa At 7 / /4
Steve Mitchell Date
Title: Chief Executive Officer
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 (hereinafter "the project").
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.
Pag2 of 18 City of Yakima 9 /21/11 Page 2
B. AMOUNT OF GRANT
The City hereby sub- orants to the Contractor $150,000 for said project.
III GENERAL BUDGET PROVISIONS
The City reserves the right to hold payment until adequate documentation has been
provided by the Contractor and reviewed by the City. 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
obligations 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 that also fall within the
applicable 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.
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 per
home, from what has been set forth in the approved budget subject
category. The City's written budget revision approval must be received
by the Contractor prior to the Contractor incurring any expenditures
against the revised budget subject categories.
2. When the revision of the Contractor budget does not exceed ten
percent (10 %) of an approved budget subject 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 furnish 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 in accord with Sec.11, "Sub -Grant " A. (above)."
V BILLING PROCEDURES
A. The Contractor shall submit monthly written claims for reimbursement of
Pag3 of 18 City of Yakima 9/21/11 Page 3
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 substantially reduce 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
budget funds at the end of the project shall be subject to cancellation by the City of
Yakima ONDS and may be negotiated if they are to be included in future Contracts.
Assets purchased with HOME funds shall continue to be used in accordance with its
original purpose as provided in 24CFR 570.503 (b)(8).
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. CERTIFICATION REGARDING DEBARMENT, SUSPENSION OR
INELIGIBILITY AND VOLUNTARY EXCLUSION — PRIMARY AND
LOWER TIER COVERED TRANSACTIONS
A. Contractor, defined as the primary participant and it principals, certifies
by signing these General Terms and Conditions that to the best of its
knowledge and belief that they:
B. Are not presently debarred, suspended, proposed for debarment,
declared ineligible, or voluntarily excluded from covered transactions
by any Federal department or agency.
C. Have not within a three -year period preceding this Agreement, been
convicted of or had a civil judgment rendered against them for
commission of fraud or a criminal offense in connection with obtaining,
attempting to obtain, or performing a public or private agreement or
transaction, violation of Federal or State antitrust statutes or
commission of embezzlement, theft, forgery, bribery, falsification or
destruction of records, making false statements, tax evasion, receiving
stolen property, making false claims, or obstruction of justice;
D. Are not presently indicted for or otherwise criminally or civilly charged
by a governmental entity (Federal, State, or local) with commission of
any of the offenses enumerated in paragraph (1)(b) of this section; and
1. Have not within a three -year period preceding the signing of this
Agreement had one or more public transactions (Federal, State, or
Pag4 of 18 City of Yakima 9/21/11 Page 4
local) terminated for cause of default.
2. Where the Contractor is unable to certify to any of the statements in
this Agreement, the Contractor shall attach an explanation to this
Agreement.
3. The Contractor agrees by signing this Agreement that it shall not
knowingly enter into any lower tier covered transaction with a person
who is debarred, suspended, declared ineligible, or voluntarily
excluded from participation in this covered transaction.
4. The Contractor further agrees by signing this Agreement that it will
include the clause titled "Certification Regarding Debarment,
Suspension, Ineligibility and Voluntary Exclusion -Lower Tier Covered
Transaction," as follows, without modification, in all lower tier covered
transactions and in all solicitations for lower tier covered transactions:
E. LOWER TIER COVERED TRANSACTIONS
i) The lower tier contractor certifies, by signing this Agreement
that neither it nor its principals is presently debarred, suspended,
proposed for debarment, declared ineligible, or voluntarily excluded
from participation in this transaction by any Federal department or
agency.
ii) Where the lower tier contractor is unable to certify to any of
the statements in this Agreement, such contractor shall attach an
explanation to this Agreement.
5. 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).
6. 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.
7. Historic and Archaeological Preservation requirements as set forth in 24
CFR 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).
8. Architectural Barriers Act of 1968 as amended, 42 USC Section 4151 et
seq., implementing regulations, and Chapter 70.92 RCW.
9. Accessibility Standard as set forth in 92.251(a)(3).
10. 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.
11. 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).
Pag5 of 18 City of Yakima 9/21/11 Page 5
12. Contract Work Hours and Safety Standards Act, 40 USC Sections 327-
333, (Overtime Compensation).
13. Davis -Bacon Act, as amended, 40 USC Sections 276a — 276a — 5, and
RCW Chapter 3 —12 (Prevailing Wage Rates).
14. Attachment 0 of the Office of management and Budget Circular, A -102
(Procurement Standards) and Federal Management Circular, FMC 74-
4.
15. The Uniform Relocation Assistance and Real Property Acquisition
Policies Act of 1970, as amended, and regulations contained in 24
CFR Parts 42 and 570.
16. 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 sale, lease or other transfer of land acquired,
cleared 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, prohibiting
discrimination upon the basis of race, color, religion, sex, or national
origin, in the sale, lease or rental, or in the use or occupancy of such
land 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.
17. Age Discrimination Act of 1975 (24 CFR 146).
18. Fair Housing Act (24 CFR 100, CFR 107 and 24 CFR 1).
19. Washington State /Local Building Codes/Housing Quality Standards (24
CFR 882.109).
20. WBE/MBE (24 CFR 85.36 (e)).
1. 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 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
Pag6 of 18 City of Yakima 9/21/11 Page 6
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. During the performance of this Agreement, Contractor shall not discriminate in
violation of any applicable federal, state and /or local law or regulation on the
basis of race, color, sex, religion, national origin, creed, age, marital status,
disability, honorably discharged veteran or military status, pregnancy, sexual
orientation, political affiliation, or the presence of any sensory, mental or
physical handicap, and any other classification protected under federal, state,
or local law. This provision shall include but not be limited to the following:
employment, upgrading, demotion, transfer, recruitment, advertising, layoff or
termination, rates of pay or other forms of compensation, selection for training,
and the provision of services under this Agreement.
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 12088, and HUD Anti Discrimination
Requirements, 24 CFR 570.601.
X NON - DISCRIMINATION IN CLIENT SERVICES
A. The Contractor agrees to make all services 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 such action as may be required to ensure full compliance with the
provisions of this clause, including sanctions for noncompliance.
XI LICENSING AND PROGRAM STANDARDS
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The Contractor agrees to comply with all applicable Federal, State, City and Municipal
standards for licensing, certification and operation of facilities and programs, and
accreditation and licensing of individuals, and any other standards or criteria as
described in the Contract to assure quality of services.
XII MONITORING AND ACCESS TO RECORDS
A. 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 performance 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 their authorized representatives, and shall permit
City, HUD, the Comptroller General of the United States, or any of their
authorized representatives 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 City shall have the right to review and audit all records of the Contractor
pertaining to any payment by the City. Said records shall be maintained for a
period of seven years after the completion of the project.
D. 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
Pag8 of 18 City of Yakima 9/21/11 Page 8
Counties and Cities, and Other Local Governments ", hereinafter referred to as
"BARS ", as issued by the Office of State 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
furnished under this Contract shall be used for the sole benefit of this program.
C. The Contractor agrees to have an audit performed when spending $500,000 or
more in federal awards during a fiscal year. A copy of such audit will be
presented upon request to ONDS for monitoring purposes.
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
Government 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.
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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 government, 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 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 government (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, fair wear and
tear accepted.
XVII RELATIONSHIP OF THE PARTIES
The parties intend that an independent contractor /city relationship shall 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 shall 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 written quarterly reports outlining the progress towards
completion of activities included in Exhibit B, to the City of Yakima ONDS.
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 effective date of this Contract, the Contractor shall provide the
City with a certificate of insurance as proof of liability insurance in the amount of
Pag10 of 18 City of Yakima 9/21/11 Page 10
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 this Contract. The policy shall name the City of Yakima, its elected
officials, officers, agents,employees and volunteers 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. 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.
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 Two Million Dollars
($2,000,000.00) 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 of Yakima, its elected officials, officers, agents,
employees and volunteers 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. 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 contractor's
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 that are rendered or performed under this Contract shall 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, including 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
Pag11 of 18 City of Yakima 9/21/11 Page 11
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 and nature that the City of Yakima ONDS deems continuation of
this Contract to be substantially non - beneficial to the public interest;
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 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 Federal 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, notwithstanding 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 covered by
this Contract is no longer in the best interest of the public, the City of Yakima
ONDS may summarily terminate this Contract in whole notwithstanding 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.
Pag12 of 18 City of Yakima 9/21/11 Page 12
This Contract may further be terminated by the City of Yakima upon written
demand by the City of Yakima ONDS for assurances that the terms of the
Project Description are 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. CLOSEOUT
•
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 fifteen (15) 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.
3. In the event a financial audit has not been performed prior to closeout
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.
C. The Contractor warrants and covenants that it presently has no interest and
shall not acquire any interest, directly or indirectly, which could conflict in any
manner or degree with the performance of its services hereunder. The
Pag13 of 18 City of Yakima 9/21/11 Page 13
Contractor further warrants and covenants that in the performance of this
contract, no person having such interest shall be employed.
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 furnished 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 shall be resolved by giving precedence in the following order:
1. Appropriate provisions of state and federal statutes and regulations including
HUD HOME Investment 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),
4. City of Yakima Resolution No. R -2011- 140 (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 been 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.
XXVIII VENUE
The venue for any action to enforce or interpret this Contract shall lie 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
Pag14 of 18 City of Yakima 9/21/11 Page 14
this Contract shall be valid or binding upon either party unless 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
It 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 remitted to the City. Income is to be used to continue or benefd the
program, as determined by the intent and purpose of the project.
XXXII RETURN OF 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 Project as
described on Exhibit "B" to the
2. Contract. The Contractor is unable to continue and/or provide services as described in
Exhibit "B ".
3. All "Net Proceeds" of the sale of the Single Family Dwelling shall be paid and returned
to the City of Yakima at closing of the sale of such property, as set forth in subsection
(G) of Exhibit "B."
Pag15 of 18 City of Yakima 9/21/11 Page 15
Exhibit "B"
OIC of Washington Construction of 1809 N. 3rd Street
A.) PROPOSAL SUMMARY/PROJECT ABSTRACT
Construction of a three bedroom, 2 bath, with attached garage to include fencing
and lawn, single family dwelling of approximately 1250 sq.ft. to be located at
1809 N. 3rd Street.
A Single family home to be constructed by OIC of Washington, marketed and sold
to a qualified low to moderate income first time homebuyer /s with 2 mortgage
assistance provided by the City of Yakima. Sale price to be the value as set by an
approved appraiser as designated by the City of Yakima Neighborhood
Development Services. Any and all proceeds of the sale shall be remitted to the
City of Yakima Neighborhood Development Services as program income.
B.) ASSESSMENT OF NEED/PROBLEM STATEMENT
OIC of Washington will construct a new single family home to be sold to qualified
low to moderate income first time homebuyer /s as consistent with HUD HOME
investment regulations regarding the use of HOME funds in construction of single
family homes.
C.) PROGRAM GOAL AND OBJECTIVES
Goal
Construct a new single family home of approximately 1250 sq.ft. with attached
garage, 2 bath, to include fencing and lawn to be marketed and sold to qualified
low and moderate income first time homebuyer /s.
Objectives
1. Construct a single family home to be sold to qualified low to moderate income
first time homebuyers. OIC of Washington will market, screen and qualify eligible
low to moderate income first time homebuyer /s, effectively constructing,
marketing and selling a new single family home located at 1809 N. 3rd Street.
The City of Yakima will provide necessary second mortgage financing to qualified
first time homebuyer /s as needed.
D.) METHODOLOGY
From the contract execution date to continue until the termination date at which it
will expire at midnight, OIC of Washington will construct a single family home to
be sold to qualified low a moderate income first time homebuyer /s.
E.) OUTCOMES & EVALUATION
As a condition of reimbursement, OIC of Washington will submit original
invoices for the actual construction cost, to include labor, marketing and sale of
not more than $150,000 as evidenced by invoice billings provided to the Office of
Neighborhood Development Services to be reimbursed from HOME investment
funds. The home will be sold for the appraised value as set by an approved
Pag16 of 18 City of Yakima 9121/11 Page 16
appraiser as designated by the City of Yakima Neighborhood Development
Services. Any and all net proceeds of the sale of the newly constructed home
located at 1809 N. 3` Street are to go to the City of Yakima Neighborhood
Development Services as program income.
F.) BUDGET
OIC of Washington will be reimbursed up to $150,000 between the contract
execution date and terminate on December 31, 2013 at midnight, for eligible
activities.
G.) LAND — CONVEYANCE — DEED OF TRUST — CLOSING
In order to facilitate the marketing and sale of the property, the City of Yakima
will convey title to the subject property located at 1809 N 3" Street, by
appropriate deed, to OIC of Washington, subject to Deed of Trust in favor of the
City to secure payment of the net proceeds of sale of the property and
improvements thereon to City at closing. "Net proceeds" means all proceeds of
sale less escrow fees, applicable excise taxes, and recording fees. The purpose of
this section is to comply with the real estate brokerage provisions of Chapters
18.85 and 18.86 RCW, and to enable OIC of Washington to market and sell such
property in accordance with the provisions of this Agreement.
Pag17 of 18 City of Yakima 9/21/11 Page 17
RESOLUTION NO. R-2011-140
A RESOLUTION approving a Resolution authorizing the City Manager to execute
construction contracts with OIC of Washington and Habitat for Humanity
to construct single family homes for the City of Yakima's HOME program.
WHEREAS, the City of Yakima is a recipient of federal HOME funds from HUD, which
may be used, among other things, to provide new construction costs; and
WHEREAS, HUD requires construction contracts with Community Housing Development
Organizations to construct single family homes using HOME funds , and
WHEREAS, The City Council has determined contracts for the North Third Street
Affordable Housing project should be authorized, now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The Yakima City Council hereby authorizes the City Manager to sign individual contracts with
certified Community Housing Development Organizations (CHDOs) OIC of Washington and
Habitat for Humanity to construct new single family homes for the North Third Street Affordable
Housing Project. Individual contracts will not exceed an amount of One Hundred Fifty
Thousand Dollars ($150,000) per home. The project will be completed in two to three phases;
not to exceed a total of five homes under construction at any one time.
ADOPTED BY THE CITY COUNCIL this 6 day of September, 2011.
/s/ Micah Cawley
ATTEST: Micah Cawley, Mayor
Is/ Deborah Kloster
City Clerk
Certified to be a true and correct copy of the =` YAK /M � •
original filed in my office.
/ CIT CLERK - SA
' r
-Awls/ � - 0 ma *� � ;
By L�� / . . /%L Deput o 9 . • ,
X807 Al 3) S +'
AGREEMENT BETWEEN THE CITY OF YAKIMA
OFFICE OF NEIGHBORHOOD DEVELOPMENT SERVICES AND
OIC OF WASHINGTON
1. Contracting Organization: OIC of Washington
2. Address:815 Fruitvale Blvd. Yakima, WA. 98902
3. Phone: (509) 452 -2235
4. Contact Person: Chris Link.
5. Title of Service or Program being funded: Construction of new single family dwelling at
1807 N. 3rd Street
6. Amount of Contract Award: $150,000 (HOME) CFDA Contract # 14.239
7. The term of this Contract shall commence upon execution of this Contract by the
parties hereto. and terminate on December 31. 2013 at midnight, unless sooner
terminated by either party in accordance with Section XXII of Exhibit "A ", attached
hereto and incorporated herein by this reference. Performance of the work of this
Contract shall commence as set forth in Section IV of "Terms and Conditions" (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 the funding sources and uses statement and the
work plan, attached hereto as Exhibit "B" and incorporated herein by this
reference.
3) City of Yakima Resolution No. R -2011- 140 , 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 the project
described in Exhibit "B ", and satisfaction of all contract terms and conditions as stated in
Exhibit "A ", Exhibit "B" and Exhibit "C ".
This written document, together with all of the incorporated exhibits hereto, constitutes the entire
Contract and terms of agreement between the parties hereto.
IN WITNESS THEREOF the parties have executed this Contract as of the day and year stated
below.
CITY OF YAKIMA; OF OF NEIGHBORHOOD
DEVE OPMENT
�L.. / .1 g (c ( ( 23—
Tony •'Rou e, City Manager Date
i q
Joi Davenport, Acti i g CED Director Date
Pag1 of 18 City of Yakima 9/21/11 Page 1
ATTEST:
r I `%. 6 •
City Clerk • y
City Contract No.:2O /c — 01 ✓; �, ;
14". � �
CONTRACTOR:
,O le/e - -
Steve Mitchell Date
Title: Chief Executive Officer
EXHIBIT °A"
TERMS AND CONDITIONS
I 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 (hereinafter "the project").
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 Neighbothood 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.
Pag2 of 18 City of Yakima 9/21/11 Page 2
B. AMOUNT OF GRANT
The City hereby sub- Qrants to the Contractor $150,000 for said project.
III GENERAL BUDGET PROVISIONS
The City reserves the right to hold payment until adequate documentation has been
provided by the Contractor and reviewed by the City. 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
obligations 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 that also fall within the
applicable 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.
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 per
home, from what has been set forth in the approved budget subject
category. The City's written budget revision approval must be received
by the Contractor prior to the Contractor incurring any expenditures
against the revised budget subject categories.
2. When the revision of the Contractor budget does not exceed ten
percent (10 %) of an approved budget subject 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 furnish 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 in accord with Sec.Il, "Sub -Grant " A. (above)."
V BILLING PROCEDURES
A. The Contractor shall submit monthly written claims for reimbursement of
Pag3 of 18 City of Yakima 9/21/11 Page 3
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 substantially reduce 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
budget funds at the end of the project shall be subject to cancellation by the City of
Yakima ONDS and may be negotiated if they are to be included in future Contracts.
Assets purchased with HOME funds shall continue to be used in accordance with its
original purpose as provided in 24CFR 570.503 (b)(8).
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. CERTIFICATION REGARDING DEBARMENT, SUSPENSION OR
INELIGIBILITY AND VOLUNTARY EXCLUSION— PRIMARY AND
LOWER TIER COVERED TRANSACTIONS
A. Contractor, defined as the primary participant and it principals, certifies
by signing these General Terms and Conditions that to the best of its
knowledge and belief that they:
B. Are not presently debarred, suspended, proposed for debarment,
declared ineligible, or voluntarily excluded from covered transactions
by any Federal department or agency.
C. Have not within a three -year period preceding this Agreement, been
convicted of or had a civil judgment rendered against them for
commission of fraud or a criminal offense in connection with obtaining,
attempting to obtain, or performing a public or private agreement or
transaction, violation of Federal or State antitrust statutes or
commission of embezzlement, theft, forgery, bribery, falsification or
destruction of records, making false statements, tax evasion, receiving
stolen property, making false claims, or obstruction of justice;
D. Are not presently indicted for or otherwise criminally or civilly charged
by a governmental entity (Federal, State, or local) with commission of
any of the offenses enumerated in paragraph (1)(b) of this section; and
1. Have not within a three -year period preceding the signing of this
Agreement had one or more public transactions (Federal, State, or
Pag4 of 18 City of Yakima 9/21 /11 Page 4
local) terminated for cause of default.
2. Where the Contractor is unable to certify to any of the statements in
this Agreement, the Contractor shall attach an explanation to this
Agreement.
3. The Contractor agrees by signing this Agreement that it shall not
knowingly enter into any lower tier covered transaction with a person
who is debarred, suspended, declared ineligible, or voluntarily
excluded from participation in this covered transaction.
4. The Contractor further agrees by signing this Agreement that it will
include the clause titled "Certification Regarding Debarment,
Suspension, Ineligibility and Voluntary Exclusion -Lower Tier Covered
Transaction," as follows, without modification, in all lower tier covered
transactions and in all solicitations for lower tier covered transactions:
E. LOWER TIER COVERED TRANSACTIONS
i) The lower tier contractor certifies, by signing this Agreement
that neither it nor its principals is presently debarred, suspended,
proposed for debarment, declared ineligible, or voluntarily excluded
from participation in this transaction by any Federal department or
agency.
ii) Where the lower tier contractor is unable to certify to any of
the statements in this Agreement, such contractor shall attach an
explanation to this Agreement.
5. 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).
6. 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.
7. Historic and Archaeological Preservation requirements as set forth in 24
CFR 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).
8. Architectural Barriers Act of 1968 as amended, 42 USC Section 4151 et
seq., implementing regulations, and Chapter 70.92 RCW.
9. Accessibility Standard as set forth in 92.251(a)(3).
10. 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.
11. Section 3 of the Housing and Urban Development Act of 1988 (12
USC Section 1701u) and 24 CFR Part 135 (Employment opportunities
for project area businesses and low income persons).
Pag5 of 18 City of Yakima 9/21/11 Page 5
12. Contract Work Hours and Safety Standards Act, 40 USC Sections 327-
333, (Overtime Compensation).
13. Davis -Bacon Act, as amended, 40 USC Sections 276a — 276a — 5, and
RCW Chapter 3 —12 (Prevailing Wage Rates).
14. Attachment 0 of the Office of management and Budget Circular, A -102
(Procurement Standards) and Federal Management Circular, FMC 74-
4.
15. The Uniform Relocation Assistance and Real Property Acquisition
Policies Act of 1970, as amended, and regulations contained in 24
CFR Parts 42 and 570.
16. 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 sale, lease or other transfer of land acquired,
cleared 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, prohibiting
discrimination upon the basis of race, color, religion, sex, or national
origin, in the sale, lease or rental, or in the use or occupancy of such
land 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.
17. Age Discrimination Act of 1975 (24 CFR 146).
18. Fair Housing Act (24 CFR 100, CFR 107 and 24 CFR 1).
19. Washington State /Local Building Codes/Housing Quality Standards (24
CFR 882.109).
20. WBE/MBE (24 CFR 85.36 (e)).
1. 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 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
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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. During the performance of this Agreement, Contractor shall not discriminate in
violation of any applicable federal, state and /or local law or regulation on the
basis of race, color, sex, religion, national origin, creed, age, marital status,
disability, honorably discharged veteran or military status, pregnancy, sexual
orientation, political affiliation, or the presence of any sensory, mental or
physical handicap, and any other classification protected under federal, state,
or local law. This provision shall include but not be limited to the following:
employment, upgrading, demotion, transfer, recruitment, advertising, layoff or
termination, rates of pay or other forms of compensation, selection for training,
and the provision of services under this Agreement.
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 make all services 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 such action as may be required to ensure full compliance with the
provisions of this clause, including sanctions for noncompliance.
XI LICENSING AND PROGRAM STANDARDS
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The Contractor agrees to comply with all applicable Federal, State, City and Municipal
standards for licensing, certification and operation of facilities and programs, and
accreditation and licensing of individuals, and any other standards or criteria as
described in the Contract to assure quality of services.
XII MONITORING AND ACCESS TO RECORDS
A. 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 performance 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 their authorized representatives, and shall permit
City, HUD, the Comptroller General of the United States, or any of their
authorized representatives 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 City shall have the right to review and audit all records of the Contractor
pertaining to any payment by the City. Said records shall be maintained for a
period of seven years after the completion of the project.
D. 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
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Counties and Cities, and Other Local Governments", hereinafter referred to as
"BARS ", as issued by the Office of State 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
furnished under this Contract shall be used for the sole benefit of this program.
C. The Contractor agrees to have an audit performed when spending $500,000 or
more in federal awards during a fiscal year. A copy of such audit will be
presented upon request to ONDS for monitoring purposes.
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
Government 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.
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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 government, 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 Code - Secured Transactions" as
codified in Article 9A of RCW Chapter 62k
9. The Contractor shall be responsible for any loss or damage to the property of
the City of Yakima ONDS or federal government (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, fair wear and
tear accepted.
XVII RELATIONSHIP OF THE PARTIES
The parties intend that an independent contractor /city relationship shall 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 shall 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 written quarterly reports outlining the progress towards
completion of activities included in Exhibit B, to the City of Yakima ONDS.
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 effective date of this Contract, the Contractor shall provide the
City with a certificate of insurance as proof of liability insurance in the amount of
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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 this Contract. The policy shall name the City of Yakima, its elected
officials, officers, agents,employees and volunteers 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. 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.
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 Two Million Dollars
($2,000,000.00) 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 of Yakima, its elected officials, officers, agents,
employees and volunteers 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. 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. ) NSURANCE 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 that are rendered or performed under this Contract shall 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, including 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
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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 and nature that the City of Yakima ONDS deems continuation of
this Contract to be substantially non - beneficial to the public interest;
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 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. TERMJNATIONS 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 Federal 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, notwithstanding 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 covered by
this Contract is no longer in the best interest of the public, the City of Yakima
ONDS may summarily terminate this Contract in whole notwithstanding 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.
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This Contract may further be terminated by the City of Yakima upon written
demand by the City of Yakima ONDS for assurances that the terms of the
Project Description are 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. CLOSEOUT
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 fifteen (15) 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.
3. In the event a financial audit has not been performed prior to closeout
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.
C. The Contractor warrants and covenants that it presently has no interest and
shall not acquire any interest, directly or indirectly, which could conflict in any
manner or degree with the performance of its services hereunder. The
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Contractor further warrants and covenants that in the performance of this
contract, no person having such interest shall be employed.
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 furnished 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 shall be resolved by giving precedence in the following order:
1. Appropriate provisions of state and federal statutes and regulations including
HUD HOME Investment 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),
4. City of Yakima Resolution No. R-2011- 140 (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 been 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.
XXVIII VENUE
The venue for any action to enforce or interpret this Contract shall lie 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
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this Contract shall be valid or binding upon either party unless 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
It 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 remitted 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 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 Project as
described on Exhibit "B" to the
2. Contract. The Contractor is unable to continue and/or provide services as described in
Exhibit "B ".
3. All "Net Proceeds" of the sale of the Single Family Dwelling shall be paid and returned
to the City of Yakima at dosing of the sale of such property, as set forth in subsection
(G) of Exhibit "B."
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Exhibit "B"
OIC of Washington Construction of 1807 N. 3" Street
A.) PROPOSAL SUMMARY/PROJECT ABSTRACT
Construction of a three bedroom, 2 bath, with attached garage to include fencing
and lawn, single family dwelling of approximately 1250 sq.ft. to be located at
1807 N. 3rd Street.
A Single family home to be constructed by OIC of Washington, marketed and sold
to a qualified low to moderate income first time homebuyer /s with 2nd mortgage
assistance provided by the City of Yakima. Sale price to be the value as set by an
approved appraiser as designated by the City of Yakima Neighborhood
Development Services. Any and all proceeds of the sale shall be remitted to the
City of Yakima Neighborhood Development Services as program income.
B.) ASSESSMENT OF NEED/PROBLEM STATEMENT
OIC of Washington will construct a new single family home to be sold to qualified
low to moderate income first time homebuyer /s as consistent with HUD HOME
investment regulations regarding the use of HOME funds in construction of single
family homes.
C.) PROGRAM GOAL AND OBJECTIVES
Goal
Construct a new single family home of approximately 1250 sq.ft. with attached
garage, 2 bath, to include fencing and lawn to be marketed and sold to qualified
low and moderate income first time homebuyer /s.
Objectives
1. Construct a single family home to be sold to qualified low to moderate income
first time homebuyers. OIC of Washington will market, screen and qualify eligible
low to moderate income first time homebuyer /s, effectively constructing,
marketing and selling a new single family home located at 1807 N. 3rd Street.
The City of Yakima will provide necessary second mortgage financing to qualified
first time homebuyer /s as needed.
D.) METHODOLOGY
From the contract execution date to continue until the termination date at which it
will expire at midnight, OIC of Washington will construct a single family home to
be sold to qualified low a moderate income first time homebuyer /s.
E.) OUTCOMES & EVALUATION
As a condition of reimbursement, OIC of Washington will submit original
invoices for the actual construction cost, to include labor, marketing and sale of
not more than $150,000 as evidenced by invoice billings provided to the Office of
Neighborhood Development Services to be reimbursed from HOME investment
funds. The home will be sold for the appraised value as set by an approved
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appraiser as designated by the City of Yakima Neighborhood Development
Services. Any and all net proceeds of the sale of the newly constructed home
located at 1807 N. 3 Street are to go to the City of Yakima Neighborhood
Development Services as program income.
F.) BUDGET
OIC of Washington will be reimbursed up to $150,000 between the contract
execution date and terminate on December 31, 2013 at midnight, for eligible
activities.
G.) LAND — CONVEYANCE — DEED OF TRUST — CLOSING
In order to facilitate the marketing and sale of the property, the City of Yakima
will convey title to the subject property located at 1807 N 3r Street, by
appropriate deed, to OIC of Washington, subject to Deed of Trust in favor of the
City to secure payment of the net proceeds of sale of the property and
improvements thereon to City at closing. "Net proceeds" means all proceeds of
sale less escrow fees, applicable excise taxes, and recording fees. The purpose of
this section is to comply with the real estate brokerage provisions of Chapters
18.85 and 18.86 RCW, and to enable OIC of Washington to market and sell such
property in accordance with the provisions of this Agreement.
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RESOLUTION NO. R- 2011 -140
A RESOLUTION approving a Resolution authorizing the City Manager to execute
construction contracts with OIC of Washington and Habitat for Humanity
to construct single family homes for the City of Yakima's HOME program.
WHEREAS, the City of Yakima is a recipient of federal HOME funds from HUD, which
may be used, among other things, to provide new construction costs; and
WHEREAS, HUD requires construction contracts with Community Housing Development
Organizations to construct single family homes using HOME funds , and
WHEREAS, The City Council has determined contracts for the North Third Street
Affordable Housing project should be authorized, now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The Yakima City Council hereby authorizes the City Manager to sign individual contracts with
certified Community Housing Development Organizations (CHDOs) OIC of Washington and
Habitat for Humanity to construct new single family homes for the North Third Street Affordable
Housing Project. Individual contracts will not exceed an amount of One Hundred Fifty
Thousand Dollars ($150,000) per home. The project will be completed in two to three phases;
not to exceed a total of five homes under construction at any one time.
ADOPTED BY THE CITY COUNCIL this 6 day of September, 2011.
/s/ Micah Cawley
ATTEST: Micah Cawley, Mayor
/s/ Deborah Kloster
City Clerk
Certified to be a true and correct copy of the; — YAK/ ∎, ■
original filed in my office.
IP
/ CI LE'• rr
i t 1�. :LL� Depu', s ' p ,l
By � l‘��NGT O N
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MEMORANDUM OF CLERICAL CORRECTION
To
AGREEMENT BETWEEN THE CITY OF YAKIMA
OFFICE OF NEIGHBORHOOD DEVELOPMENT SERVICES AND
OIC OF WASHINGTON
(Designated 221 E. "T" Street — Corrected to 222 E. "T" Street;
Correction of Resolution Number and Title)
THIS MEMORANDUM memorializes correction of a clerical error to the above - referenced
Agreement.
Pursuant to Resolution No. 2011 -140 adopted by the City Council on September 6, 2011, the
City of Yakima on October 18, 2011 executed the above - referenced Agreement with OIC of
Washington for the `construction of a single - family dwelling at "221 E. "T" Street," Yakima,
Washington. The City of Yakima was subsequently advised that the street address for such lot
had been incorrectly assigned, and that the correct street address is 222 E. "T" Street.
This Memorandum memorializes the clerical correction (by interlineation) to the street address
at page 1 of the Agreement and pages 16, 17 (Exhibit "B "). The Resolution number has also
been corrected from Resolution No. 2011 -146 to Resolution No. 2011 -140, and the title of the
Agreement corrected to state the proper parties.
Correction of the clerical error makes no substantive change to the terms and conditions of such
Agreement.
This Memorandum shall be attached to the above - referenced Agreement.
DATED this I day of January, 2012.
i , Aimw - -" /
Archie Matthews
ONDS Operations Manager
City of Yakima
APPROVED AS TO FORM:
Mark Kunkler, Senior Assistant City Attorney
City of Yakima