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HomeMy WebLinkAbout2002-01-22 City Council (2)City of Palo Alto City Manager’s Report TO: FROM: HONORABLE CITY COUNCIL CITY MANAGER DEPARTMENT: PLANNING AND COMMUNITY ENVIRONMENT DATE: SUBJECT: JANUARY 22, 2002 CMR: 116:02 APPROVAL OF AN AGREEMENT IN THE AMOUNT OF $65,000 WITH COMMUNITY HOUSING, INC. FOR FUNDS ALLOCATED DURING FISCAL YEAR 2000/01 UNDER THE COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM RECOMMENDATION Staff recommends that the City Council approve and authorize the City Manager or his designee to execute the attached agreement in the amount of $65,000 with Community Housing, Inc. (CHI) for the upgrading, modernization and repairs of an elevator at the Lytton Gardens I facility at 656 Lytton Avenue in Palo Alto. BACKGROUND Community Housing, Inc. owns and operates the Lytton Gardens I residential facility that provides 218 units of affordable rental housing for Palo Alto’s elderly population. CHI applied for fiscal year 2000/01 CDBG funding to assist in the upgrade, modernization and repairs of the three elevators in the Lytton Gardens I facility that serve approximately 270 low-income seniors and persons with disabilities. On May 8, 2000, the Palo Alto City Council approved allocating $65,000 in fiscal year 2000/01 CDBG funds toward the elevator repair project. CMR: 116:02 Page 1 of 3 DISCUSSION The 27-year-old elevators in the building are in need of comprehensive modernization to bring them into ADA compliance and to correct the deficiencies that lead to frequent service outages. Service outages are extremely difficult on the senior residents who must depend on the elevators to move about the three-story residential complex. When completed, the elevator repairs will provide the frail, elderly residents and their visitors with improved elevator safety, convenience, comfort and accessibility. RESOURCE IMPACT The $65,000 cost of the agreement will be funded with federal CDBG funds provided through the U.S. Department of Housing and Urban Development (HUD). Repayment of the loan will not be required unless the property is sold or the program terminated or changed to a use prior to July 1, 2007 that has not been approved by the City. POLICY IMPLICATIONS The recommendation in this staff report does not represent any change to City policies. ENVIRONMENTAL REVIEW HUD environmental regulations for the CDBG program are contained in 24 CFR 58 "Environmental Review Procedures for Title I Community Development Block Grant Programs." The Lytton elevator project meets the conditions specified for exemption under 24 CFR Part 58.34. Because the facility is located in a FEMA-identified Special Flood Hazard Zone, the National Environmental Policy Act (NEPA) regulations require that flood insurance be obtained and maintained for the economic life of the elevator project in the amount of the project cost. CHI will be required to submit evidence of flood insurance in accordance with this regulation. ATTACHMENTS Agreement Between the City of Palo Alto and Community Housing, Inc. for Rehabilitation of an Elevator at the Lytton Gardens I Senior Residential Facility at 656 Lytton Avenue in Palo Alto. CMR:116:02 Page 2 of 3 PREPARED B Y.~~YLEY CDBG Coordinator DEPARTMENT HEAD REVIEW: Interim Director of Planning and ,~ommunity Environment CITY MANAGER APPROVAL."~~ EMi~L-~Y HARRIS ON Assistant City Manager cc:Community Housing, Inc. CMR: 116:02 Page 3 of 3 AGREEMENT NO. BETWEEN THE CITY OF PALO ALTO AND COMMUNITY HOUSING, INC. FOR FUNDS ALLOCATED DURING FISCAL YEAR 2000/01 UNDER THE COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM This Agreement No. is entered into , 2002, by and between the CITY OF PALO ALTO, a chartered city and a municipal corporation of the State of California ("City"), and COMMUNITY HOUSING, INC., a corporation duly organized and existing under the Nonprofit Corporation Law of the State of California ("Borrower"). RECITALS : WHEREAS, the City has applied for and received funds ("Funds") from the Government of [he United States under Title I of the Housing and Community Development Act of 1974; .and WHEREAS, Borrower has requested funds to upgrade, repair and modernize an elevator at the senior residential facility known as Lytton Gardens I, (the "Facility") located at 656 Lytton Avenue, Palo Alto, California; and WHEREAS, Borrower is a.private non-profit organization that provides subsidized rental housing to low-income seniors and persons with disabilities. WHEREAS, City wishes to lend funds to Borrower, and forgive the !oan if certain conditions are met by Borrower, for the purposes set forth in this Agreement, and any exhibits thereto; and WHEREAS, City has approved and authorized the provision of up to Sixty-Five Thousand Dollars ($65,000) drawn from FY 2000/01 CDBG funds to Borrower for the purposesand under the terms contained herein; WHEREAS, the City neither warrants or makes any representations as to the quality, method or adequacy ofthe work products or services to be provided to Borrower underthe terms and conditions of this Agreement, except with respect to compliance with Federal Regulations; 020109 syn 0091002 NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions set forth in this Agreement, the parties agree: SECTION i.TERM i.i Time of Performance. This Agreement shall commence on the day above written and terminate one (i) year from. the date of this Agreement. The term of this agreement and the provisions herein shall be extended to cover any additional time period during which the Borrower ’remains in control of Funds or other assets including program income. SECTION 2.SCOPE OF SERVICE 2.1 Activities. Borrower shall upgrade, repair and modernize an elevator at the Facility ("Project"), as more fully described in Exhibit "A" which is incorporated herein by reference and made a part of this agreement. 2.2 Provision of Funds. The City will loan Borrower the sum of money not to exceed Sixty-Five Thousand Dollars ($65,000) drawn from its CDBG funds for upgrading, repairing and modernizing an elevator at the Facility. Payments shall be made to Borrower only for costs incurred on or after the effective date of this Agreement. City shall make funds available to Borrower on the following basis: (1)City has reviewed and approved the bidding process and the contract for the rehabilitation work; and (2)Borrower has provided City with a copy of the actual invoice(s) for work done and performed in accordance with this Agreement; (3)Project is in compliance with all Federal, State and City Rules and Regulations. 2.3 Performance Monitoring. The City will monitor the performance of the Borrower against goals and performance standards required herein. Substandard performance as determined by the City will constitute non-compliance with this Agreement. If action to correct such substandard performance, is not taken by the Borrower within a reasonable period of time after being notified by the City, contract suspension or termination procedures will be initiated. 020109 syn 0091002 2 SECTION 3. TRANSFER OF FUNDS 3.1. City Loan. City shall pay to Borrower a’ sum of money in an amount not to exceed Sixty-Five Thousand Dollars ($65,000) for the purposes set forth in Section 2 and Exhibit "A". Payment of such sum shal! be evidenced by a promissory note ("Note"), in the form attached hereto as Exhibit "B" and incorporated herein by this reference. The entire sum transferred, and any part of it, shall, at the option of City, -become immediately due and payable upon the occurrence of any of the following conditions: (1)The failure by Borrower to commence and complete the Project services set forth in this Agreement within a period of one (I) year after the date of this Agreement; (2)The sale, transfer, or other disposition by Borrower of the Facility without the prior written consent of City prior to July i, 2007; (3)A use by Borrower of the Facility, prior to July I, 2007, which violates the applicable provisions of City’s Charter, ordinances, or regulations, or which is not an "eligible activity" under the Program of the Housing and Community Deve!opment Acts of 1974 and 1977, as amended, and the regulations issued pursuant thereto, by HUD or a successor agency; or (4)An uncured default under this Agreement or the Note. If, on July I, 2007, conditions (I), (2) and (3) have not occurred and there are no uncured defaults under this Agreement or the Note, the funds transferred to Borrower under this Agreement shal! be treated as grant from City to Borrower and no amount shall be due to City under the Note or this Agreement. This shall be a simple interest, noncompounding loan with interest at 6 percent (6%) per annum. It is agreed and understood that the loan shall be nonamortizing, and all payments of interest and principal shall be deferred until July I, 2007, as long as Borrower continues to comply with all terms and conditions of this Agreement. Both principal and accrued interest shall be forgiven by the City on July i, 2007 if Borrower has satisfactorily complied with all terms and 020109 syn 0091002 3 conditions of this Agreement. If at any time any of the above conditions are not met, City has the right to demand repayment of the.Sixty-Five Thousand Dollars ($65,000), plus all accrued interest and any other costs or amounts due. SECTION 4. NOTICES 4.1 Communications. All notices, corresponden’ce, and other communications concerning this Agreement shall be directed to the parties’ duly authorized representatives at the addresses set forth below or~ at any other addresses as may be noticed, in writing: CITY:City of Palo Alto Department of Planning & Community Environment Attn: CDBG Coordinator 250 Hamilton Avenue Palo Alto, CA 94301 BORROWER:Community Housing, Inc. Attn: Chief Executive Officer 437 Webster St. Palo Alto, CA 94301 SECTION 5.SPECIAL CONDITIONS 5.1 Compliance with Federal Regulations.The Borrower agrees to comply with the requirements of the Housing and Urban Development regulations concerning Community Development Block Grants (24 CFR Part 570) and all federal regulations and policies issued pursuant to these Regulations. The Borrower further agrees to utilize Funds available under this Agreement to supplement rather than supplant Funds otherwise available. 5.2. National Objectives. The Borrower certifies that the activities carried out with funds provided under this Agreement will meet the CDBG Program’s National Objective of benefiting low/moderate income persons as defined in 24 CFR, Part 570.208. 5.3 Borrower shall procure all subcontractors, consistent with Federal procurement requirements. All bid documents must be reviewed and approved by the City or its designee before being made available to the public. Borrower shall sign a written agreement(s) with selected 020109 sy~ 0091002 4 subcontractor(s), and shall direct, manage and reimburse all project subcontractors. SECTION 6. GENERAL CONDITIONS 6.1 General Compliance.The Borrower agrees to comply with all applicable federal, state, county, and municipal laws, ordinances, resolutions, rules, policies~ and regulations (~Laws") governing the Funds provided under this Agreement. 6.2 Independent Contractor. Nothing contained i~ this Agreement is intended to, or shall be construed in any manner, as creating or establishing the relationship of employer and employee between the parties. The Borrower shall at all times remain an independent contractor with respect to the services to be performed under this Agreement. The City shall be exempt from payment of al! unemployment compensation, FICA, retirement, life and/or medical insurance and workers’ compensation insurance as the Borrower is an independent contractor. 6.3 Hold Harmless. The Borrower shall hold harmless, defend and indemnify the City, its council members, officers and employees from any and all claims, actions, suits, charges and judgments whatsoever that arise out of the Borrower’s performance or nonperformance of the Services or subject matter called for in this Agreement. 6.4 Insurance and Bonding. The Borrower, at its sole cost and expense, shal! obtain and maintain during the term of this Agreement, insurance as more fully described in Exhibit "C" which is incorporated herein by reference and made a part of this Agreement. Borrower shall obtain and maintain Flood Insurance through the National Flood Insurance Program, for the economic life of the project in the amount of the total project cost. The Borrower shall comply with the bonding and insurance requirements of Attachment B of OMB Circular A-II0, Bonding and Insurance. 6.5 Funding Recognition. The Borrower shall ensure recognition of the role of the City in providing services through this Agreement. All activities, facilities and items utilized pursuant to this Agreement shall be prominently labeled as to funding source. In addition, the Borrower will include a reference to the support provided herein in all publications made possible with Funds made available under this Agreement. at any 6.6 Amendments. The parties may amend this Agreement time provided that such amendments make specific 020109 syn 009~002 reference to this Agreement, and are executed in writing, and signed by their duly authorized representatives. Such amendments shal! not invalidate this Agreement, nor relieve or release any party from its obligations under this Agreement. At any time during the term of this Agreement, the City, in its discretion, may amend this Agreement to conform with federal, state or local governmental guidelines, policies and available funding amounts, or for any other reasons. If such amendments result in a change in the funding, the scope of Services, or schedule of, the activities to be undertaken as part of this Agreement, such modifications will be incorporated only by written amendment signed by the parties. 6.7 Suspension or Termination. 6.7.1 Either party may terminate this Agreement at any time by giving written notice to the other party of such termination and specifying the effective date thereof at least 30 days before the effective date of such termination. If Borrower terminates the Agreement, all sums transferred to Borrower pursuant to this Agreement and the Note. shall become immediatelydue and payable to City. Partial termination of the scope of Services described in Exhibit ~’~’ may only be undertaken with the prior approval of the CITY. 6.7.2 The CITY may also suspend or terminate this Agreement, in whole or in part, if the BORROWER materially fails to comply with any covenant, term, condition, or provision of this Agreement, or with any of the rules, regulations or provision referred to herein;and the CITY may declare the BORROWER ineligible for any further participation in CITY contracts, in addition to otherremedies as provided by Law. In the event there is probable cause to believe the BORROWER is in noncompliance with any applicable rules or regulations, the CITY may withhold up to fifteen percent (15%) of the Funds until such time as the BORROWER is found to be in compliance by the City, or is otherwise adjudicated to be in compliance. SECTION 7.ADMINISTRATIVE REQUIREMENTS 7.1 Financial Management. 7.1.1 Accounting Standards. The Borrower agrees to comply with Attachment F of OMB Circular A-II0 and agrees to adhere to the accounting principles and procedures required therein, utilize adequate internal controls andmaintain necessary source documentation for all costs incurred. 020109 syn 0091002 7.1.2 Cost Principles. The Borrower shall administer its program in conformance with OMB Circulars A-122,"Cost Principles for Non-Profit Organizations," or A-21,~’Cost Principles for Educational Institutions," as applicable.These principles shall be applied for all costs incurred whether charged on a direct or indirect basis. 7.2 Documentation and Record-Keeping. 7.2.1 Records to be Maintained. The Borrower shall maintain all records required by the federal regulations specified in 24 CFR Section 570.506, and-that are pertinent, to the activities to be funded under this Agreement. Such records shall include, but not limited to: So Records providing a full description of each activity undertaken; b°Records demonstrating that each activity undertaken meets a National Objective of the CDBG ~rogram; Co Records required to eligibility of activities; determine the Records required to document the acquisition, improvement, use or disposition of real property acquired or improved with CDBG assistance; Records documenting compliance with the fair housing and equal opportunity component of the CDBG Program; Financial records as required by 24 CFR Section 570.502, and OMB Circular A-II0; and g o Other records necessary to document compliance with Subpart K of 24 CFR Part 570. 7.2.2 Retention. The Borrower shall retain all records pertinent to expenditures incurred under this Agreement for a period of three (3) years after the termination of all activities funded under this Agreement, or after the resolution of all federal audit findings, whichever occurs later. Records for non-expendable property acquired with Funds under this Agreement shall be retained for three (3) years after final 020109 sy. 0091002 disposition of such property. Records for any displaced person must be kept for three (3) years after he or she has received final payment. Notwithstanding the above, if there is litigation, claims, audits, negotiations or other actions that involve any of the records cited and that have started before the expiration of the three-year period, then such records must be retained until completion of the actions and resolution of all issues, or the expiration of the three-year period, whichever occurs later. 7.2.3 Client Data. The Borrower shall maintain confidential records of client data demonstrating client eligibility for housing. Such data shall include, but not be limited to, client name, address, income level or other basis for determining eligibility, and ethnicity. Such information shall be made available to the City’s monitors or their designees for review upon request in order to determine compliance with the Agreement. 7.2.4 Disclosure. The Borrower understands that client information collected under this Agreement is private and the use or disclosure of such information, when notdirectly connected with the administration of the City’s or the Borrower’s responsibilities with respect to Servicesprovided under this Agreement, is prohibited by the laws of theState of California, unless written consent is obtained from such person receiving the service and, in the case of a minor, that of a responsible parent or guardian. 7.2.5 Property Records. The Borrower shall maintain real property inventory records which clearly identify properties purchased, improved or sold. Properties retained shall continue to meet eligibility criteria and shal! conform with the ’~changes in use" restrictions specified in 24 CFR Section 570.503(b) (8), as applicable. 7.2.6 National Objectives. The Borrower agrees to maintain documentation that demonstrates that the activities carried out with Funds provided under this Agreement meet the CDBG Program’s national objective of benefiting low and moderate income persons, as defined in 24 CFR Section 570.208. 7.2.7 Close-Outs. The Borrower’s obligation to the City shall not end until all close-out requirements are completed.Activities during this close-out period shall include, but are not limited to, making final payments, disposing of CDBG Program assets (including the return of all unused materials, equipment, unspent cash advances, program 020109 syn 0091002 income balances, and receivable accounts determining the custodianship of records. to the City), and 7.2.8 Audits and Inspections. All of the Borrower’s records with respect to any matters covered by this Agreement shall be made available to the City, grantor agency, their designees or the Government of the United States, at any time’ during norma! business hours, as often as the City or grantor agency deems necessary, to audit, examine, and make excerpts or transcripts of all relevant data. Any deficiencies noted in audit reports must be fully cleared by the Borrower within 30 days after receipt by the Borrower. Failure of the Borrower to comply with the above audit requirements will constitute, a violation of this Agreement and may result in the withholding of future payments.The Borrower agrees to have an annual agency audit conducted in accordance with current City policy concerning the Borrower’s audits, and as applicable, OMB Circular A-133. 7.3 Procedures Concerning Reporting and Payments. 7.3.1 Budgets. The Borrower ’shall submit a detailed budget of a form and content prescribed by the City for its approval. The parties may agree to revise the budget from time to time in accordance with existing City policies. 7.3.2 Program Income. The Borrower shall report on a monthly basis all program income, as defined at 24 CFR Section 570.500(a), generated by activities carried out with the Funds made available under this Agreement. The use of program income by the Borrower shall comply with the requirements set forth at 24 CFR Section 570.504. By way of further limitations, the Borrower may use such program income during the term of this Agreement for activities permitted under this Agreement and shall reduce requests for additional Funds by the amount of any such program income balances on hand. All unused program income shall be returned to the City at the "end of the term of this Agreement. Any interest earned on cash advances from the United States Treasury is not Program Income and shall be remitted promptly to the City. 7.3.3 Indirect Costs. If indirect costs are charged, the Borrower shall develop an indirect cost allocation plan for determining the appropriate City share of administrative costs and shall submit such plan to the City for approval, in a form specified by the City. 020109 syn 0091002 7.3.4 Payment Procedures. The City will pay to the Borrower Funds available under this Agreement based upon information submitted by the Borrower and consistent with any approved budget and City policy eoncerning payments. With the exception of certain advances, payments will be made for eligible expenses actually incurred by the Borrower, and not to exceed actual cash requirements. Payments will be adjusted by the City in accordanee with advance fund and program income balances available in the Borrower accounts. In addition, the City reserves the right to liquidate Funds available under this Agreement for costs incurred by the City on behalf of the Borrower. ~ 7.3.5 Progress Reports.The Borrower shall be responsible for filing periodic reports, including but not limited to monthly activity reports and weekly certified .wage payment reports which evaluate the manner in which the project is achieving its goals and objectives according to standards established by City. The report shall be on forms approved by City and shall be filed within five (5) days of the request by the City. 7.4 Procurement. 7.4.1 Compliance. The Borrower shall comply with current City policy concerning the purchase of equipment and shall maintain inventory records of all non-expendable personal property as defined by such policy as may be procured with Funds provided herein. All program assets, including, without limitation, unexpended program income, property, and equipment, shall revert to the City upon termination of this Agreement. 7.4.2 OMB Standards. The Borrower shall procuri materials in accordance with the requirements of Attachment O of OMB Circular A-II0, Procurement Standards, and shall subsequently follow Attachment N of OMB Circular A-II0, Property Management Standards, as modified by 24 CFR 470.502(b) (6) covering utilization and disposal of property. 7.4.3 Travel. The Borrower shall obtain written approval from the City for any travel outside the metropolitan area with Funds provided under this Agreement. 7.4.4 Relocation. The Borrower agrees to comply with (a) the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended (URA), and implementing regulations at 49 CFR Part 24 and 24 CFR 570.606(b); (b) the requirements of 24 CFR 570.606(c) governing 020109 syn 0091002 10 the Residential Antidisplacement and Relocation Assistance Plan under section 104(d) of the HCD Act; and (c) the requirements in CFR 570.606(d) governing optional relocation policies. The Borrower shall provide relocation assistance to persons (families, individuals, businesses, nonprofit organizations and farms) that are displaced as a direct result of acquisition, rehabilitation, demolition or conversion for a CDBG-assisted project. The Borrower also agrees to comply with applicable City ordinances, resolutions and polieies concerning the displacement of persons from their residences. SECTION 8. PERSONNEL AND PARTICIPANT CONDITIONS 8.1 Civil Rights. 8.1.1 Compliance. The Borrower agrees to comply with all federal, ’state, and local laws, including, without limitation, Title VI of the Civil Rights Act of 1964, as amended, Title VIII of the Civil Rights Act of 1968, as amended, Section 104(b) and Section 109 of Title I of the Housing and Community Development Act of 1974, as amended, Section 504 of the Rehabilitation Act of 1973, the Americans with Disabilities Act of 1990, the Age Discrimination Act of 1975, Executive Order 11063, and Executive Order 11246, as amended by Executive Orders 11375 and 12086. 8.1.2 Nondiscrimination.The Borrower will not discriminate against any employee or applicant for employment because ’of race, color, creed, religion, ancestry, national origin, sex, disability, age, marital status, family status, Status with regard to public assistance or sexual preference. The Borrower will take affirmative action to ensure that all employment practices are free from such discrimination and in compliance with all Federal, State and local directives and executive orders regarding nondiscrimination in employment. Such employment practices include, but are not limited to the following: hiring, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The Borrower agrees to .post in conspicuous places, available to employees and applicants for employment, notices to- be provided by the contracting agency setting forth the provision of this nondiscrimination clause. 8.1.3 Land Covenants. This Agreement is subject to the requirements of Title VI of the Civil Rights Act of 1964, as amended, and 24 CFR Part 570.601 and 602. In regard to the sale, lease, or other transfer of land acquired, cleared or 020109 syn 0091002 11 improved with assistance provided under this Agreement, the Borrower shall cause or require a covenant running with the land to be inserted in the deed or lea~e for such transfer, prohibiting discrimination as herein defined, in the sale, lease or rental, or in the use or occupancy of such land, or in any improvements erected or to be erected thereon, providing that the City and the United States are beneficiaries of and entitled to enforce Such covenants. The Borrower, in undertak.ing its obligation to carry out the CDBG Program assisted hereunder, agrees to take such measures as are necessary to enforce such covenant, and will not itself so discriminate. 8.1.4 Section 504.The Borrower agrees to comply with any federal regulations issued pursuant to and in compliance with Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 706), as amended,which prohibits discrimination against the disabled .in any federally assisted program. The City shall provide the Borrower with any guidelines necessary for compliance with that portion of the regulations in force during the term of this Agreement. 8.2 Affirmative Action. 8.2.1 Compliance With California Constitution. Article I, Section 31 of the California Constitution, adopted by the People of the State of Californiaas Proposition 209 in 1996, prohibits the City from discrimination or the grant of preferential treatment on the ’basis of race, sex,color, ethnicity or national origin in public employment,public education, and public contracting. Article I, Section31 (e) provides that nothing in Section 31 shall be interpreted as prohibiting actions which must be taken to establish or maintain eligibility for any federal program where ineligibility would result in a loss of federal funds to the City. The provisions of this Section 8.2 are those necessary to establish and maintain eligibility for federal funds. At such time as any provision of this Section 8.2 is not required to establish and maintain such eligibility, that provision shall be waived by City. If Borrower believes any provision of this Section 8.2 should be waived under this Section- 8.2.1, Borrower shall provide notice to City in writing, identifying the provision for which a waiver is sought and the legal basis for the waiver. City shall respond to the request for waiver within thirty days after notice is received. 8.2.2 Approved Plan. The Borrower agrees that it shall be committed to carry out pursuant to the City’s specifications an affirmative action program in keeping with the 020109 syn 0091002 12 principles as provided in Executive Order 11246 September 24, 1965). The City. shall provide affirmative action guidelines to the Borrower to assist in the formulation of such program. The Borrower shall submit a plan for an affirmative action program for approval prior to the award of Funds. 8.2.3 Women and Minority Business Enterprises. The Borrower will use its best efforts to afford minority and women- owned business enterprises the maximum practicable opportunity participate in the performance of this Agreement. As used in this Agreement, the term "minority and female business enterprise" means a bmsiness at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are Afro-Americans, Spanish-speaking, Spanish surname or Spanish- heritage Americans, Asian-Americans, and American Indians. The Borrower may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. 8.2.4 Access to Records. The Borrower shall furnish and cause each of its contractors or subcontractors to furnish all information and reports required hereunder and will permit access to its books, records and accounts by the City, HUD or its agent, or other authorized federal officials for purposes of investigation to ascertain compliance with rules, regulations and provisions stated herein. 8.2.5 Notifications. The Borrower will send to each labor union or representative of workers with which it may have a collective bargaining agreement or other contract or understanding, a notice, to be provided by the agency contracting officer, advising the labor union or worker’s representative of the Borrower’s commitments hereunder, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 8.2.6 EEO/AA Statement. The Borrower will, in all solicitations or advertisements for employees placed by or on behalf of the Borrower, state that it is an Equal Opportunity or Affirmative Action Employer. 8.2.7 Subcontract Provisions. The Borrower will include the provisions of Sections 8.1 and 8.2 in every subcontract or purchase order, specifically or by reference, so that such provisions will be binding upon each contractor or subcontractor or vendor. 020 ! 09 syn 0091002 13 8.3 Employment Restrictions. 8.3.1 Prohibited Activity. The Borrower is prohibited from using Funds provided herein or personnel employed in the administration of the CDBG Program for political activities, sectarian or religious activities, or lobbying, political patronage, and nepotism activities. 8.3.2 Labor Standards. The Borrower agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act, as amended, the provisions of Contract Work Hours, the Safety Standards Act, the Copeland ~Anti- KickbacW’ Act (40 U.S.C. 276a-276a-5; 40 U.S.C. 327 and 40 U.S.C. 276c and all other applicable Laws pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The Borrower shall maintain documentation which demonstrates compliance with the hour and age requirements of this part. Such documentation shall be made available to the City for review upon request. The Borrower agrees that, except with respect to the rehabilitation or construction of residential property containing less than eight (8) units, all contractors engaged under contracts in excess of $2,000 for construction, renovation or repair of any building or work financed, in whole or in part, with assistance provided under this Agreement, shall comply with the federal requirements adopted by the City pertaining to such contracts and with the applicable requirements of the regulations of the Department of Labor, under 29 CFR Parts i, 3,5 and 7 governing the payment of wages and ratio of apprentices and trainees to journeymen; provided,_ thatif wage rates higher than those required under the regulations are imposed by state or local laws, nothing hereunder is intended to relieve the Borrower of its obligation, if any, to require payment of the higher wage. The Borrower shall cause or require to be inserted in full, in all such contracts subject to such regulations, provisions meeting the requirements of this paragraph. 8.3.3 "Section 3" Clause. 020109 syn 0091002 So Compliance with the provisions of "Section 3" regulations set forth in 24 CFR Part 135, and all applicable rules and orders issued hereunder prior to the execution of this Agreement, shal! be a condition of the federal financial assistance provided under this Agreement and binding upon the City, 14 the Borrower and any contractor or subcontractor.Failure to fulfill these requirements shall subject the City, the Borrower and any contractor or subcontractor, their successors and assigns, to those sanctions specified by the agreement through which federal assistance is provided. The Borrower certifies and agrees that no contractual or other disability exists which would prevent compliance with these requirements. The Borrower further agrees to comply with these "Section 3" requirements and to include the following language in all subcontracts executed under this Agreement: "The work to be performed under this agreement is a project assisted under a program providing direct federal financial assistance from HUD and is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701. "Section 3" requires that to the greatest extent feasible opportunities for training and employment be given to low and very low income residents of the project area and contracts for work in connection w~th the project be awarded to business concerns that provide economic opportunities for low and very low income persons residing in the metropolitan area in which the project is located." The Borrower further agrees to ensure that opportunities for training and employment arising in connection with a housing rehabilitation (including reduction and abatement of lead-based paint hazards), housing construction, or other public construction project are given to low and very low income persons residing within the metropolitan area in which the CDBG-funded project is located; where feasible, priority should be given to low and very low income persons within the service area of the project or the neighborhood in which the project is located, and to low and very low 020109 syn 0091002 15 b o C ¯ income participants in other HUD programs; and award contracts for work undertaken in connection with a housing rehabilitation (including reduction and abatement of lead- based paint hazards), housing construction, or other publi~ construction project are given to business concerns that provide economic opportunities for low and very !ow income persons residing within the metropolitan area in which the CDBG-funded project islocated; where feasible priority should be given to business concerns which provide economic opportunities to low and very low income residents within the service area of the neighborhood in which the project is located, and to low and very low income participants in other HUD programs. The Borrower certifies and agrees that no contractual or other legal incapacity exists which would prevent compliance with these requirements. The Borrower agrees to send to each labor organization or representative of workers with which it has a collective Agreement or other contract or understanding< if any, a notice advising the labor organization or worker’s representative of its commitments under this "Section3’’ clause and shall post copies of the notice in conspicuous places available employees and applicants for employment or training. The Borrower will include this "Section 3" clause in every subcontract and will take appropriate action pursuant to the subcontract upon a finding that the contractor or subcontractor is in violation of regulations issued by the grantor agency. The Borrower will not subcontract with any contractor or 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 contractor or subcontractor has first provided it with a 020109 syn 0091002 16 preliminary statement of ability to comply with the requirements of these regulations. 8.4 Conduct. 8.4.1 Assignability. The Borrower shall not assign or transfer any interest in this Agreement without the prior written consent of the City; provided, however, that claims for money due or to become due to the Borrower from the City under this Agreement may be assigned to a bank, trust company, or other financial institution without such approval. Notice .of any such assignment or transfer shall be furnished promptly to the City. 8.4.2 Hatch Act. The Borrower agrees that no Funds provided, nor personnel employed under this Agreement, shall be in any way or to any extent engaged in the conduct of political activities in violation of Chapter 15 of Title 5 of the United States Code. 8.4.3 Conflict of Interest. The Borrower agrees to abide by the provisions of 24 CFR Section 570.611 with respect to conflicts of interest, and covenants that it presently has no financial interest and shall not acquire any financial interest, direct or indirect, which would conflict in any manner or degree with the performance of Services required under this Agreement. The Borrower further covenants that in the performance of this Agreement, no person having such a financial interest shall be employed or retained by the Borrower hereunder. These conflict of interest provisions apply to any person who is an employee, agent, consultant, officer, or elected official or appointed official of the City, or of any designated public agencies or Borrowers which are receiving Funds under the CDBG Program. 8.4.4 Subcontracts. The Borrower shall not enter into any subcontracts with any agency or individual in the performance of this Agreement without the written consent of the City prior to the execution of such subcontracts. b o The Borrower will monitor all subcontract services on a regular basis to assure contract compliance. Results of monitoring efforts shall be summarized in written reports and supported with documented 020109 syl~ 009 ! 002 17 020109 syn 0091002 C o 8.4.5 b o evidence of follow-up actions taken to Correct areas of noncompliance. The Borrower shall cause all of the provisions of this Agreement in its entirety to be included in and made a part of any subcontract executed in the performance of this Agreement. The Borrower shall undertake to ensure that all subcontracts let in the performance of this Agreement shall be awarded on a fair and open competition basis. Executed copies of al! subcontracts shall be forwarded to the City along with documentation concerning the selection process. Lobbying. The. Borrower hereby, certifies that: No Federal appropriated funds have been paid or will be paid, by or on behalf of it, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the aw@rding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement; If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, it will complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions; 18 C ¯It will require that the . language of paragraph (d) of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all Borrowers shall certify and disclose accordingly; and d.Lobbying Certification - Paragraph d This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $I0,000 and not more than $I00,000 for each such failure. 8.4.6 Copyrights. If this Agreement results in any copyrightable material, the City or grantor agency, or both, reserves the right to royalty-free, non-exclusive and irrevocable license to. reproduce, publish or otherwise use and to authorize others to use, the work for government .purposes. 8.4.7 Religious Organizations. The Borrower agrees that Funds provided under this Agreement will not be utilized for religious activities, to promote religious interests, or for the benefit of a religious organization in accordance with the federal regulations specified in 24 CFR Section 570.200(j). SECTION 9. ENVIRONMENTAL CONDITIONS- 9.1 Air and Water. The Borrower agrees to comply. with the following regulations insofar as they apply to the performance of this Agreement: Clean Air Act, 42 U.S.C. 7401, et seq.; Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251, et seq., as amended, 1318 relating to inszec~o~,monitoring, entry, reports, and information, as well as ~t’h~ requirements specified in said Section 114 and Section 308, and all regulations and guidelines issued thereunder; U.S. Environmental Protection Agency regulations pursuant to 40 CFR Part 50, as amended. 020109 syn 0091002 19 9.2 Flood Disaster Protection. In accordance with the requirements of the Flood Disaster Protection Act of 1973 (42 USC 4001), the Borrower shall assure that for activi{ies located in an area identified by FEMA as having special flood hazards, flood insurance under the National Flood Insurance Program is obtained and maintained as a condition of financial assistance for acquisition or construction purposes (including rehabilitation). 9.3 Lead-Based Paint. The Borrower agrees that any construction or rehabilitation of residential structures with assistance provided under this Agreement shall be subject to HUD Lead-Based Paint Regulations at 24 CFR Section 570.608, and 24 CFR Part 35. Such regulations pertain to all HUD-assisted housing and require that all owners, prospective owners, and tenants or properties constructed prior to 1978 be properly noticed that such properties may include lead-based paint. Such notification shall point out the hazards of lead-based paint and explain the symptoms, treatment and precautions that should be taken when dealing with lead-based paint poisoning and the advisability and availability of blood level screening for children under seven. The notice should also point out that if lead-based paint is found on the property, abatement measures may be undertaken. 9.4 Historic Preservation. The Borrower agrees to comply with the historic preservation requirements set forth in the National Historic Preservation Act of 1966, as amended (16 U.S.C. 470) And the procedures set forth in 36 CFR Part 800, Advisory Council on Historic Preservation Procedures for Protection of Historic Properties, insofar as they apply to the performance of this Agreement. In general, this requires concurrence from the State Historic Preservation Officer for all rehabilitation and demolition of historic properties that are fifty years old or older or that are included on a federal, state, or local historic property, list. SECTION i0. SEVERABILITY If any provision of this Agreement is held invalid, the remainder of the Agreement shall not be affected thereby and all other parts of this Agreement shall nevertheless be in full force and effect. /I II 020109 syn 0091002 2O IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Contract on the date first above written. ATTEST:CITY OF PALO ALTO City Clerk Mayor APPROVED AS TO FORM: Senior Asst. City Attorney APPROVED: Assistant City Manager Director of Administrative Services Interim Director of Planning and Community Environment COMMUNITY HOUSING, INC. By: Name Name: Title: Taxpayer Identification No. Fed. I.D. #94-2264235 Risk Manager Attachments: EXHIBIT "A": EXHIBIT "B": EXHIBIT "C": (Compliance with Corp. Code § 313 is required if the entity on whose behalf this contract is signed is a corporation.In the alternative, a certified corporate resolution attesting to the signatory authority of the individuals signing in their respective capacities is acceptable) SCOPE OF SERVICES & TIME SCHEDULE PROMISSORY NOTE INSURANCE REQUIREMENTS 020109 syn 0091002 21 CERTIFICATE OF ACKNOWLEDGMENT (Civil Code ~ 1189 STATE OF CALIFORNIA ) ) COUNTY OF SANTA CLARA) _On //~C~/~I~ ~0()~ , before me, the undersigned, a notary public in ~nd"for said County, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s), is/are subscribed to the within instrument, and acknowledged to me that he/she/they executed the same in his/ her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. 020 ! 09 syn 009 ! 002 23 CERTIFICATE OF ACKNOWLEDGMENT (Civil Code § 1189) STATE OF CALIFORNIA ) ) COUNTY OF SANTA CLARA) On .~)~&/~ /~ 200~, before me, the underslgned, a notary pzblic in~and for said County, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument, and acknowledged to me that he/she/they executed the same in his/ her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behaif of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. 020109 syn 0091002 22 EXHIBIT ~A" COMMUNITY HOUSING, INC. LYTTON GARDENS I ELEVATOR REHABILITATION SCOPE OF SERVICES Community Housing, Inc, (CHI) sponsors a~d provides housing and associated services for Lytton Gardens, a residential and health care facility that serves low income senior adults. The facility, located at 656 Lytton Avenue in Palo Alto, consists of 218 units of studio and one-bedroom apartments, providing affordable housing for approximately 270 senior residents. The project consists of the rehabilitation and modernization of an elevator in the !obby of the Lytton I complex. Comprehensive modernization and repairs could include, but are not limited to, new automatic sliding entrance doors, new elevator car doors, new power units, new hydraulic cylinders, new wells for the hydraulic cylinders, new door operators, ADA compliant elevator control panels, fixtures, indicators, signs, and accessories, a new fire alarm system, and other repairs and replacements as necessary. Competitive Bid Process All contracts and subcontracts shall be awarded through a fair and open competitive bidding process. The process shall be reviewed and approved by City. CHI will use its best efforts to afford minority and women-owned business enterprises the maximum practicable opportunity to participate in the contracts let in the performance of this project. Executed copies of all contracts shall be supplied to City along with documentation concerning the selection process. Prevailing Wage and Federal LabQr Standards CHI, its contract~ors and subcontractors shall comply with the Federal Davis-Bacon Act Prevailing Wage requirements including inserting the applicable wage decision into the bid documents, and all contracts awarded under this Agreement. CHI, the selected contractor and any subcontractors will participate in a p£e-constructi0n conference with City to review Davis Bacon compliance requirements, including reporting and monitoring. 020109 syn 0091002 EXHIBIT "B" PROMISSORY NOTE $65,000.00 Date: Palo Alto, California FOR VALUE RECEIVED, COMMUNITY HOUSING, INC., a corporation organized under the Nonprofit Public Benefit Corporation Law of the State of California ("BORROWER"), promises to pay to the order of the City of Palo Alto, a charter city and a municipal corporation ("CITY"), the principal sum of Sixty-Five Dollars ($65,000) at the office of Revenue Collections of the City of Palo Alto, 250 Hamilton Avenue, P.O. Box 10250, Palo Alto, CA 94303, or at such other place as CITY may from time to time designate, with interest from the date of this PROMISSORY NOTE ("Note"), until paid, at the rate of six percent (6%) per year on the unpaid principal balance. This Note is made in connection with an agreement entitled "AGREEMENT BETWEEN THE CITY OF PALO ALTO AND COMMUNITY HOUSING, INC. FOR FUNDS ALLOCATED DURING FISCAL YEAR 2000/01 UNDER THE COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM" ("Agreement"). The Agreement provides that BORROWER is the recipient of certain Community Development Block Grant ("CDBG") funds designated for certain renovation costs at the LYTTON GARDENS SENIOR RESIDENTIAL facility located at 656 Lytton Avenue, Palo Alto, California. Any amounts advanced under this Note shall, at the option of CITY, become immediately due andpayable upon the occurrence of any of the following:(a) the failure by BORROWER to commence and complete the projectof services or to complete the scope of services set forth in the Agreement within a period of one (I) year after the date of this Agreement; (b) the sale, transfer, or other disposition by BORROWER of the Facility without the prior written consent of CITY prior to July I, 2007; (c) a use by BORROWER of the Facility, .prior to July I, 2007, which violates the applicable provisions of CITY’s Charter, ordinances, or regulations, or which is not an "eligible activity" under the CDBG Program of the Housing and Community Development Acts of 1974 and 1977, as amended, and the regulations issued pursuant thereto by the United States Department of Housing and Urban Development, or successor 020109 ~yn 0091002 agency; and (d) an uncured default under the Agreement and this Note. Subject to the terms of the Agreement, the entire ~rincipal balance shall be considered paid in full if, on July I, 2007, the contingencies set forth in subparagraphs (a), (b), (c) and (d) above have not occurred. BORROWER, any endorser of this Note, and any others who may become liable for all or any part of the obligations evidenced by this Note may prepay all or any portion of the principal sum of this Note, without penalty. Any and all payments made hereunder shall be credited, first, on the interest then due and, the remainder, on the principal balance, and interest on the principal balance so credited shall thereupon cease. Unless CITY shall expressly agree otherwise, in writing, any Encumbrance affecting the Facility shall provide that, in the event of any default or breach by BORROWER under any Encumbrance entitling any party thereunder to accelerate the indebtedness secured thereby and foreclose upon the Facility, (i) CITY shall have the right, but not the obligation, to cure the default prior to the completion of any foreclosure and reinstate the ’Encumbrance; or (2) pay the total unpaid indebtedness secured by such Encumbrance, in which event, such Encumbrance shall be released, canceled, or otherwise reconveyed. If any default is made hereunder, BORROWER further promises to pay reasonable attorneys’ fees and costs and expenses incurred by CITY in connection with any such default or any other action or other proceeding brought to enforce any of the provisions of this Note. CITY’s right to such fees shall not be limited to or by its representation by staff attorneys of CITY’s Office of the City Attorney, and such representation shall be valued at the customary and reasonable rates for private sector legal services. The relationship of CITY and BORROWER evidenced by this Note shall be deemed to be one of creditor and debtor and not of partnership or joint venture. This Note may not be modified or amended except by an instrument in writing which expresses such intention of the parties sought to be bound thereby, and such writing shall be firmly attached to this Note and made a part thereof. Any failure of CITY or other holder to exercise any rights under this Note shall not constitute a waiver of such rights or of any other rights under this Note. 020109 syn 0091002 2 This Note shall be governed by and construed in accordance with the laws of the State of California. To the extent assignment of this Note is permitted by CITY, the terms of this Note shall apply to, inure to the benefit of, and bind all of the parties thereto, their heirs, successors and assigns. EXECUTED BY BORROWER on the date first above written. COMMUNITY HOUSING, INC. By: Name: Title: tOp~ By: Name: /~{~D~ Title: Taxpayer Identification No. Fed. I.D. #94-2264235 (Compliance with Corp. Code § 313 is required if the entity on whose behalf this contract is signed is a corporation. In the alternative, a certified corporate resolution attesting to the signatory authority of the individuals signing in their respective capacities is acceptable) 020109 syn 0091002 EXHIBIT "C" INSURANCE REQUIREMENTS The policy or policies of insurance maintained by Subrecipient shall provide the following limits and coverages: POLICY ¯Worker’s Compensation Statutory ¯Comprehensive Automobile Liability (including owned, hired, and non- owned automobiles) $I,000,000 Bodily Injury each person $i,000,000 Bodily Injury each occurrence $1,000,000 Property Damage each occurrence Comprehensive General Liability (including products and completed operations, broad form contractual, and personal injury) $i,000,000 Bodily Injury each person $I,000,000 Bodily Injury each occurrence $i,000,000 Bodily Injury Aggregate $1,000,000~Property Damage each occurrence ¯Flood Insurance Total Project cost (to be determined) Any deductibles of self-insurance retentions must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self- insured retentions as respects the City, its officers, officials, employees and volunteers; or the ’Subrecipient shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Insurance shall be in full force and effect commencing on the first day of the term of this Agreement. Each insurance policy required by this Agreement shall contain the following clauses: "This insurance shall not be suspended, voided, cancelled, reduced in coverage or in limits except after thirty (30) days written notice has been given to the City by Certified Mail, Return Requested." "All rights of subrogation are hereby waived against the City and the members of the City Council and elective or appointive officers or employees, when acting within the scope of their employment or appointment." 020109 syn 009t002 o "The City, its officers, employees, agents and volunteers are to be covered as insureds as respects:liability arising out of activities performed by or on behalf of the Subrecipient, products and completed operations of the Subrecipient; premises owned, occupied or used by the Subrecipient; or automobiles owned, leased, hired or borrowed by the Subrecipient. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents or volunteers." °"It is agreed that any insurance maintained by the City of Palo Alto will apply in excess of, and no contribute to,insurance provided by the Subrecipient." °"Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees agents or volunteers." °"Insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability." All insurance coverage required under this Agreement shall be provided through carriers with a Best’s Key Rating guide rating of A:X or higher that are admitted to do business in the State of California.The certifidate(s) of insurance evidencing such coverage shall be completed and executed by an authorized representative of the Company providing insurance, and shall be filed with and approved by the City. Subrecipient shall include a~l subcontractors as insured’s under its policies, or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated above. 020109 syn 0091002