HomeMy WebLinkAbout5.818 Original Contract
5.8"/8
SUBRECIPIENT AGREEMENT
Between City of Port Angeles and The Housing Authority of the County of Clallam
CDBG Funding for Wildwood Terrace Apartments
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THIS AGREEMENT made and entered into by and between the City of Port Angeles (hereinafter
referred to as the "City") and the Housing Authority of the County of Clallam (hereinafter referred to as
the "Consultant") WITNESSES THAT:
WHEREAS, pursuant to Title I of the Housing and Community Development Act of 1974, as amended,
the Washington State Department of Community, Trade and Economic Development (CTED) is
authorized by the federal Department of Housing and Urban Development (HUD) to provide State
Community Development Block Grant Program funds (hereinafter referred to as CDBG funds) to units
ofloca1 government selected to undertake and carry out certain programs and projects under the
Washington State Community Development Block Grant Program in compliance with all applicable
local, state, and federal laws, regulations and policies, and
WHEREAS, the City, as part of its CDBG grant agreement with CTED, under contract number 06-
64006-028, has been awarded CDBG funds for the purposes set forth herein, and
WHEREAS, the Scope of Work included in this contract is authorized as part ofthe City's approved
CDBG project, and
WHEREAS, it would be beneficial to the City to utilize the Consultant as an independent entity to
accomplish the Scope of Work as set forth herein and such endeavor would tend to best accomplish the
objectives ofthe local CDBG project;
NOW, THEREFORE, in consideration of the mutual promises, covenants and provisions contained
herein, and the mutual benefits to be derived therefrom, the parties hereto agree as follows:
1. Services to be Provided bv the Parties:
a. The Consultant shall complete in a satisfactory and proper manner as determined by the City
the work activities described in the Scope of Work (Attachment #1 to the contract).
b. The City will provide compensation for services as set forth in Section 3 below.
2. Time of Performance:
The effective date of this contract shall be the date the parties sign and complete execution of the
contract.
3. Consideration:
The City shall reimburse the Consultant in accordance with the Payment Schedule described in
Attachment #2 of the contract for all allowable expenses agreed upon by the parties to complete
the Scope of Work. In no event shall the total amount to be reimbursed by the City exceed the sum
of$760,721. Reimbursement under this contract shall be based on billings, supported by
appropriate documentation of costs actually incurred. It is expressly understood that claims for
reimbursement shall not be submitted in excess of actual, immediate cash requirements necessary
to carry out the purposes of the agreement.
It is understood that this contract is funded in whole or in part with CDBG funds as administered
by the Washington State Community Development Block Grant Program and is subject to those
regulations and restrictions normally associated with federally-funded CDBG programs and any
other requirements that the state may prescribe.
4. Records:
The Consultant agrees to maintain such records and follow such procedures as may be required
under the state's CDBG Program and any such procedures as the City or CTED may prescribe. In
general, such records will include information pertaining to the contract, obligations and
unobligated balances, assets and liabilities, outlays, equal opportunity, labor standards (as
appropriate), and performance.
All such records and all other records pertinent to this contract and work undertaken under this
contract shall be retained by the Consultant for a period of three years after final audit ofthe City's
CDBG project, unless a longer period is required to resolve audit findings or litigation. In such
cases, the City shall request a longer period of record retention.
The City, the Washington State Department of Community, Trade and Economic Development,
and other authorized representatives of the state and federal government shall have access to any
books, documents, papers and records of the consultant which are directly pertinent to the contract
for the purpose of making audit, examination, excerpts, and transcriptions.
The City, CTED and duly authorized officials of the state and federal government shall have full access
and the right to examine any pertinent documents, papers, records and books of the Consultant involving
transactions related to this local program and contract.
5. Relationship:
The relationship of the Consultant to the City shall be that of an independent Consultant rendering
professional services. The Consultant shall have no authority to execute contracts or to make
commitments on behalf of the City, and nothing contained herein shall be deemed to create the
relationship of employer and employee or principal and agent between the City and the Consultant.
6. Suspension. Termination. and Close Out:
If the Consultant fails to comply with the terms and conditions of this contract, the City may
pursue such remedies as are legally available, including but not limited to, the suspension or
termination of this contract in the manner specified herein:
a. Suspension - If the Consultant fails to comply with the terms and conditions of this contract,
or whenever the Consultant is unable to substantiate full compliance with provisions of this
contract, the City may suspend the contract pending corrective actions or investigation,
effective not less than seven (7) days following written notification to the Consultant or its
authorized representative. The suspension will remain in full force and effect until the
Consultant has taken corrective action to the satisfaction of the City and is able to
substantiate its full compliance with the terms and conditions of this contract. No obligations
incurred by the Consultant or its authorized representative during the period of suspension
will be allowable under the contract except:
(1) Reasonable, proper and otherwise allowable costs which the Consultant could not avoid
during the period of suspension;
(2) If upon investigation, the Consultant is able to substantiate complete compliance with the
terms and conditions ofthis contract, otherwise allowable costs incurred during the
period of suspension will be allowed; and
(3) In the event all or any portion of the work prepared or partially prepared by the
Consultant is suspended, abandoned or otherwise terminated, the City shall pay the
Consultant for work performed to the satisfaction of the City, in accordance with the
percentage ofthe work completed.
b. Termination for Cause - If the Consultant fails to comply with the terms and conditions of
this contract and any ofthe following conditions exists:
(1) The lack of compliance with the provisions of this contract were of such scope and
nature that the City deems continuation of the contract to be substantially detrimental
to the interests of the City;
(2) The Consultant has failed to take satisfactory action as directed by the City or its
authorized representative within the time period specified by same;
(3) The Consultant has failed within the time specified by the City or its authorized
representative to satisfactorily substantiate its compliance with the terms and
conditions ofthis contract; then,
The City may terminate this contract in whole or in part, and thereupon shall notify the
Consultant of termination, the reasons therefore, and the effective date, provided such
effective date shall not be prior to notification ofthe Consultant. After this effective date, no
charges incurred under any terminated portions of the Scope of Work are allowable.
c. Termination for Other Grounds - This contract may also be terminated in whole or in part:
(1) By the City, with the consent of the Consultant, or by the Consultant with the consent
of the City, in which case the two parties shall devise by mutual agreement, the
conditions of termination, including effective date and in case oftermination in part,
that portion to be terminated;
(2) If the funds allocated by the City via this contract are from anticipated sources of
revenue, and ifthe anticipated sources of revenue do not become available for use in
purchasing said services;
(3) In the event the City fails to pay the Consultant promptly or within sixty (60) days after
invoices are rendered, the City agrees that the Consultant shall have the right to
consider said default a breach of this agreement and the duties of the Consultant under
this agreement terminated. In such event, the City shall then promptly pay the
Consultant for all services performed and all allowable expenses incurred; and
(4) The City may terminate this contract at any time giving at least ten (10) days notice in
writing to the Consultant. If the contract is terminated for convenience of the City as
provided herein, the Consultant will be paid for time provided and expenses incurred
up to the termination date.
7. Changes. Amendments. Modifications:
The City may, from time to time, require changes or modifications in the Scope of Work to be
performed. Such changes, including any decrease or increase in the amount of compensation,
which are mutually agreed upon by the City and the Consultant shall be incorporated in written
amendments to this contract.
8. Personnel:
The Consultant represents that it has, or will secure at its own expense, all personnel required in
order to perform under this contract. Such personnel shall not be employees of, or have any
contractual relationship to, the City.
All services required hereunder will be performed by the Consultant or under its supervision and
all personnel engaged in the work shall be fully qualified and shall be authorized or permitted
under state or local law to perform such services.
None of the work or services covered by this contract shall be subcontracted without prior written
approval of the City. Any work or services subcontracted hereunder shall be specified in written
contract or agreement and shall be subject to each provision of this contract.
9. Assignability:
The Consultant shall not assign any interest on this contract, and shall not transfer any interest on
this contract (whether by assignment or notation), without prior written consent ofthe City thereto;
provided, however, that claims for money by the Consultant from the City under this contract may
be assigned to a bank, trust company, or other financial institution without such approval. Written
notice of any such assignment or transfer shall be furnished promptly to the City by the Consultant.
10. Reports and Information:
The Consultant, at such times and in sl,lch forms as the City may require, ~hall furnish the City
such periodic reports as it may request pertaining to the work or services undertaken pursuant to
this contract, the costs and obligations incurred or to be incurred in connection therewith, and any
other matters covered by this contract.
11. Copyright:
No report, maps or other documents produced in whole or in part under this contract shall be
subject of an application for copyright by or on behalf of the Consultant.
12. Compliance with Local Laws:
The Consultant shall comply with all applicable laws, ordinances and codes of the state and local
government and the Consultant shall save the City harmless with respect to any damages arising
from any tort done in performing any of the work embraced by this contract.
13. Title VI of the Civil Rights Act of 1964:
Under Title VI of the Civil Rights Act of 1964, no person shall, on the grounds of race, color,
creed, religion, sex or national origin, be excluded from participation in, be denied the benefits of,
or be subjected to discrimination under any program or activity receiving federal financial
assistance.
14. Section 109 ofthe Housing and Community Development Act of 1974:
No person in the United States shall on the grounds of race, color, creed, religion, sex or national
origin be excluded from participation in, be denied benefits of, or be subjected to discrimination
under any program or activity funded in whole or in part with funds made available under this title.
16. Age Discrimination Act of 1975. as Amended
No person shall be excluded from participation, denied program benefits, or subjected to
discrimination on the basis of age under any program or activity receiving federal funding
assistance. (42 U.S,C. 610 et. seq.)
17. Section 504 of the Rehabilitation Act of 1973. as Amended
No otherwise qualified individual shall, solely by reason or his or her disability, be excluded from
participation (including employment), denied program benefits, or subjected to discrimination
under any program or activity receiving Federal funds. (29 V.S.C. 794)
18. Public Law 101-336. Americans with Disabilities Act of 1990
Subject to the provisions ofthis title, no qualified individual with a disability shall, by reason of
such disability, be excluded from participation in or be denied the benefits of the services,
programs, or activities of a public entity, or be subjected to discrimination by any such entity.
19. Section 3 of the Housing and Community Development Act of 1968 Compliance in the Provision
of Training. Employment. and Business Opportunities:
a. The work to be performed under this contract is on a project assisted under a program
providing direct federal financial assistance from HUD and is subject to the requirements of
Section 3 ofthe Housing and Vrban Development Act of 1968, as amended, 12 V.S.C.
1701u. Section 3 requires that to the greatest extent feasible opportunities for training and
employment be given lower-income residents ofthe project area; and contracts for work in
connection with the project be awarded to business concerns which are located in, or owned
in substantial part, by persons residing in the area of the project.
b. The parties to this contract will comply with the provisions of said Section 3 and the
regulations issued pursuant thereto by the Secretary ofHUD set forth in 24 CFR 135, and all
applicable rules and orders ofHUD and CTED issued thereunder prior to the execution of
this contract. The parties to this contract certify and agree that they are under no contractual
or other disability that would prevent them from complying with these provisions.
c. The Consultant will send to each labor organization or representative of workers with which
he has a collective bargaining agreement or other contract or understanding, if any, a notice
advising the said labor organization or workers' representative of its commitments under this
Section 3 clause and shall post copies of the notice in conspicuous places available to
employees and applicants for employment or training.
d. The Consultant will include this Section 3 clause in every subcontract for work in connection
with the project and will, at the direction ofthe applicant, or recipient of federal financial
assistance, take appropriate action pursuant to the subcontract upon a finding that the
subcontractor is in violation of regulations issued by the Secretary ofHUD, 24 CFR Part 135.
The Consultant will not subcontract with any subcontractor where it has notice or knowledge
that the latter has been found in violation of regulations under 24 CFR Part 135 and will not
let any subcontract, unless the subcontractor has first provided it with a preliminary statement
of ability to comply with the requirements of these regulations.
e. Compliance with the provisions of Section 3, the regulations set forth in 24 CFR Part 135,
and all applicable rules and orders ofHUD and CTED issued hereunder prior to the
execution of the contract, shall be a condition of the federal financial assistance provided to
the project, binding upon the applicant or recipient for such assistance, its successors, and
assigns. Failure to fulfill these requirements shall subject the applicant, or recipient, its
consultants and subcontractors, its successors and assigned to those sanctions specified by
the grant or loan agreement or contract through which federal assistance is provided, and to
such sanctions as are specified by 24 CFR Part 135.
20. Interest of Members of a City:
No member of the governing body ofthe City and no other officer, employee, or agent ofthe City
who exercises any functions or responsibilities in connection with the planning or carrying out of
the project, shall have any personal financial interest, direct, or indirect, in this contract; and the
Consultant shall also take appropriate steps to assure compliance.
21. Interest of Other Public Officials:
No member of the governing body of the locality and no other public official of such locality, who
exercises any functions or responsibilities in connection with the planning or carrying out of the
project, shall have any personal financial interest, direct or indirect, in this contract; and the
Consultant shall take appropriate steps to assure compliance.
22. Interest of Consultant and Emplovees:
The Consultant covenants that it presently has no interest and shall not acquire interest, direct or
indirect, in the project or any other interest which would conflict in any manner or degree with the
performance of its services hereunder. The Consultant further covenants that in the performance
of this contract, no person having such interest shall be employed.
23. Audits and Inspections:
The City, CTED, the State Auditor, and HUD or their delegates shall have the right to review and
monitor the financial and other components ofthe work and services provided and undertaken as
part of the CDBG project and this contract, by whatever legal and reasonable means are deemed
expedient by the City, CTED, the State Auditor and HUD.
24. Hold Harmless:
The Consultant agrees to indemnify and hold harmless the City, its appointed and elective officers
and employees, from and against all loss and expense, including attorney's fees and costs by
reason of any and all claims and demands upon the City, its elected and appointed officers and
employees from damages sustained by any person or persons, arising out of or in consequence of
the Consultant's and its agents' negligent performance of work associated with this agreement.
This agreement contains all terms and conditions agreed to by the City and the Consultant. The
attachments to this agreement are identified as follows:
Attachment #1, Scope of Work
Attachment #2, Payment Schedule
IN WITNESS WHEREOF, the City and the Consultant have executed this contract agreement as ofthe
date and year last written below.
City of Port Angeles
BY:-=zt{~~.~
Title: G;~A.(Q~tl.
Dale: --1f'rJO'l
Ap~o'tAs To Leg~
'V~,
City Attorney ~ ,
uthority of the Cou ty of Clallam
By:
Attachment #1 - DRAFT SCOPE OF WORK
The City and Consultant recognize that this Scope of Work is a draft. Both parties agree that a final
Scope of Work will be attached to replace it.
Wildwood Terrace Apartments - Port Angeles, Washington
PRELIMINARY REHAB PLAN
Identification and prioritization of all immediate and long-term repair and rehabilitation needs.
Wildwood Terrace is in overall good condition, however there are a number oflife safety and site
improvements that are needed to bring this property up to a standard that will preserve affordable
housing in Clallam County in perpetuity. The Housing Authority of Clallam County has used a
Comprehensive Needs Assessment that was done for Wildwood Terrace as the basis for rehabilitation
needs and costs. Also included is a recommended action to upgrade three dwelling units to full
compliance of ADA. This plan is preliminary and contingent upon a final scope of work to be
developed by the Housing Authority and approved by USDA Rural Development. It cannot be finalized
until the Housing Authoritv closes on the TJurchase of the proTJertv.
The architect for the project will be selected through a Request for Qualifications process. George
Whittier of Azon Design International performed the preliminary Capital Needs Assessment, which was
used to determine this rehab plan. The contractor for the project has not been selected. The time line for
construction is scheduled to start after closing in December 2006 or January 2007 after full funding is
under contract and the sale has closed. It is anticipated that final rehabilitation will be completed by
December of 2007.
Based upon commitments to fully cover the cost of rehabilitation and updated estimates for the work,
the final scope and extent of the rehabilitation will vary. If for some reason bids for work come in
higher than expected or final funding is less than expected, the work will be completed according to the
prioritization list included.
Prioritization of Projects:
1. Life Safety
Smoke Detectors
GFI Outlets (Kitchen)
GFI Outlets (Bathroom)
2. Obsolete baseboard electric heater replacements
39 Dwelling units ($859 ea)
3. ADA Dwelling Units
3 - ADA Units
Site Work/Safety ADA related
4. Dwelling Unit Renovation
56 unit maintenance/ upkeep
36 Bathroom renovations
5. Asbestos Removal/Encapsulation
50 Units
6. Building Water Leaks
Domestic Water Unit Repair
7. Site Work
Parking Lot! Road Asphalt
Curbs
Water Line
8. Landscaping
Fence
9. Refuse Disposal
Containment Structure
10. Exterior Paint
Entry Paint
Preventative Maintenance (10 years)
Attachment #2 - PAYMENT SCHEDULE
The City and Consultant recognize that this Payment Schedule is a draft. Both parties agree that a final
Payment Schedule will be attached to replace it.
For the items listed below, the Consultant will submit detailed invoices and will be reimbursed as
charges accrue. Costs will include direct labor costs, overhead costs, and direct (expense) costs. The
amount reimbursed to the Consultant will not exceed $760,721.00 without this agreement being
formally amended in writing.
1. Life Safety
Smoke Detectors ......................... ...... ...... ............................ $7,200
GFI Outlets (Kitchen) ......................... ....................... ......... $5,600
GFI Outlets (Bathroom) ................................. ..................... $2,800
2. Obsolete baseboard electric heater replacements
39 Dwelling units ($859 ea).............................. ..$33, 150
3. ADA Dwelling Units
3 - ADA Units .................................................................. $99,000
SIte Work/Safety ADA related ......................................... $15,000
4. Dwelling Unit Renovation
56 unit maintenance/ upkeep .......................................... $201,255
36 Bathroom renovations (3K ea)................... ..... $108,000
5. Asbestos Removal/Encapsulation
50 Units....................................................... $35,500
6. Building Water Leaks
Domestic Water Umt Repair.......................... .... $116,800
7. Site Work
Parking Lot! Road Asphalt .......................... ............... .$32,536
Curbs................................................................................... $2,500
Water Line .......................... ...... .... ...... .............................. $54,000
8. Landscaping
Fence................................................................................... $2,000
9. Refuse Disposal
Containment Structure....................................... $10,500
10. Exterior Paint
Entry Pamt $8,400
PreventatIve Maintenance (10 years)...................... $73,920
11. Other Development Expenses
Relocation
$28,000
$53,300
12. Construction Contingency
MAXIMUM REIMBURSABLE AMOUNT
$760,721