RICHMOND HOUSING AUTHORITY
CONTRACT AMENDMENT
Department: Richmond Housing Authority Project Manager: Nannette Beacham Project Manager E-mail: [email protected] Project Manager Phone No. (510) 621-1300 P.R. Contract/P.O. No. 4581
Description of Services: Development Advisory and Financial Services for RHA:
Amendment No 3. modifies the:
* Term and Payment Limit O Payment Limit. • Term ... X Service Plan The parties to this Contract Amendment do mutually agree and promise as follows:
1. Parties. The parties to this Contract Amendment are the Housing Authority of the City of Richmond, California (Authority), and the following named Contractor:
Contractor Name: David Paul Rosen & Associates
Street Address: 3527 Mt. Diablo Blvd., #361
City, State, Zip Code: Lafayette, CA 94549
Contact Person: i=. David Paul Rosen
Telephone: 510-451-2552 Email: [email protected] Business License No: 40058084 /Expiration Date: 12/31/2023 A California [,] corporation, [ ]limited liability corporation [ ] general partnership, [ ] limited partnership, [ ] individual, I 1 non-profit corporation, 1 1 individual dba as [specify:]
[X] other [specify:] Sole Proprietor
2. Purpose: This Contract Amendment is being entered into to amend the Contract between Authority and Contractor which was approved by the Board of Commissioners of the Housing Authority of the City of Richmond or executed by the Authority's Executive Director with the effective date of December 18, 2018. Said contract shall hereinafter be referred to as the "Original Contract" and is incorporated herein by reference.
3. Original Contract Provisions. The parties hereto agree to continue to abide by those terms and conditions of the Original Contract, and any amendments thereto, which are unaffected by this Contract Amendment.
4. Amendment Provisions. This Contract Amendment is subject to the Amendment Provisions attached hereto, which are incorporated herein by reference, and which control over any conflicting provisions of the Original Contract, or any amendment thereto.
Contract Amendment between the Housing
Authority of the City of Richmond and
David Paul Rosen & Associates
Amendment No. 3 Contract No. - 4581
• 5.. City. of Richmond Business License Active Status Maintained. Pursuant to Municipal Code Section 7.04.030, the Contractor must maintain its City of Richmond business license before any provision of this Contract Amendment will be deemed to take effect.
Signatures. These signatures attest the parties' agreement hereto:
THE HOUSING AUTHORITY FOR THE Hele
CITY OF RICHMOND, CALIFORNIA
(*The Corporation Chairperson of the Board, President or Vice-President should sign on the line below.)
hannile Beachem
BY DAVID LOSER
Title: Executive Directo
(*The Corporation Chief Financial Officer, Secretary or Assistant Secretary should sign on the line below.)
By:
List of Attachments: Title:
1. Amendment Provisions (NOTE: Pursuant to California Corporations
2. Payment Limit Code Section 313, if Contractor is a
3. Service Plan corporation or nonprofit organization, this Contract (1) should be signed by the
Chairperson of the Board, President or
Vice-President and the Chief Financial
Officer, Secretary or Assistant Secretary; (2)
should have both signatures conform to
designated representative groups pursuant
to Corporations Code Section 313; and (3)
should be accompanied by completed
notary acknowledgment forms)
(Complete the notary acknowledgments
attached hereto)
c: Authority contract amendment formlEJ (6/17/2015)
Contract Amendment between the Housing
Authority of the City of Richmond and
David Paul Rosen & Associates
Amendment No. 3 Contract No. 4581
AMENDMENT PROVISIONS (PAYMENT LIMIT)
Paragraph 3 (Payment Limit) of the Original Contract is hereby amended to increase the payment limit by $ 366.000. Paragraph 3 of the Original Contract is amended to read as follows:
3. Payment Limit. Authority's total payments to Contractor under this Contract shall not exceed $ 1,003,740.
The Authority shall not pay for services that exceed the Contract Payment Limit without the prior written approval of the Authority's Executive Director if the total Contract amount does not exceed $10,000 or without the prior approval of the Board of Commissioners if the total Contract amount is over $10,000. c: Authority contract amendment formlEJ (6/17/2015) :... ...s..:
Contract Amendment between the Housing
Authority of the City of Richmond and
David Paul Rosen & Associates
Amendment No. 3 Contract No. 4581
AMENDMENT PROVISIONS (SERVICE PLAN)
(CONTRACTOR'S OBLIGATION' S)
The Service Plan (Exhibit A) of the Original Contract is hereby amended to include the following task and/or services:
See attached Project Work Tasks Hours and Cost Estimates "DRA Richmond Tasks, Hours and Cost Estimates January 1, 2023 Through FY 2024"! attached hereto and included herein.
c: Authority contract amendment form EJ (6/17/2015)
..: SPECIAL CONDITIONS
1. Contractor shall provide the services set forth in the document entitled "DRA Richmond Tasks, Hours and Cost Estimates January 1, 2023 Through FY 2024" and which are attached hereto and incorporated herein by this reference.
2. In addition to the General Conditions set forth herein, Contractor shall comply with the terms and conditions set forth in the documents entitled "General Conditions for Non- Construction Contracts Section I" (HUD-5370-C), "Certifications and Representations of Offerors" (HUD-5369-C), "Certification Regarding Debarment and Suspension" (HUD- 2992), and "Equal Employment Opportunity Certification" (HUD-92010) which is attached hereto and incorporated herein by this reference. If there are any conflicts between the terms and conditions set forth in the General Conditions set forth herein and the terms and conditions set forth in the attached document, the terms and conditions set forth in the attached document shall take precedence and shall prevail.
3. Contractor shall provide the insurance coverage set forth in the document entitled "City • of Richmond- Insurance Requirements- Type 2: "Professional Services" which is attached hereto and incorporated herein by this reference. Contractor shall maintain said coverage during the entire term of this contract. However, wherever the document refers to the "City of Richmond" or the "CITY", the Contractor shall substitute the words "Housing Authority of the City of Richmond" or "Authority".
DRA Richmond Tasks, Hours and Cost Estimates January 1, 2023 Through FY 2024 Requested Budget Extension
FY 2023 FY 2024
January 1, 2023
thru June 30, July 1, 2023 thru
2023 June 30, 2024
DRA Hours by Project and Task
Hacienda
Review tax credit 1099/close-out/other items 24
Hacienda extra parcel: review of proposals 24.
Subtotal 48
Subtotal Project Cost $18,960 $0
Richmond Village 1 and I1 RAD Appliction and Resyndication Weekly team calls 12 24
Review appraisers and appraisal
Review PCNA
Review pro forma and financing plan for RAD application 20 Review legal documents for resyndication 24
Review tax credit application/pro formas for resyndication 0 24 Review debt and equity RFPs/bids 24
Review bond, lender & investor documents for resynd. . O 50 Subtotal 52
Subtotal Project Cost $20,540
Nevin Road
Rehabilitation of Existing Building
Review tax credit 1099/close-out/other items 24
New Construction
Team calls, etc. 16
Review pro formas and funding applications 40
Review debt and equity RFPs/bids 50
Review bond, lender and investor documents/closing 100
Review ground lease 0
Review tax credit 1099/close-out/other items
Subtotal 274
Subtotal Project Cost $0 $108,230
Nystrom
Team calls, etc. 8
Review/negotiate MDA 30
Review/negotiate ground lease 20
Block A: Review pro formas/funding applications 20 40%
Block A: Review debt and equity RFPs/bids 0 50
Block A: Review bond, lender and investor documents 0 50 Block B: Review pro formas/funding applications 20
Block B: Review debt and equity REPs/bids 0
Block B: Review bond, lender and investor documents 0
Blocks C & D: Review homeownership pro formas 20 40
Blocks C & D: Review homeownership second mortgage docs 0 50 Subtotal 110 230
Subtotal Project Cost $43,450
Total DRA Hours 210 690
Labor Expense $82,950 $272,550
Administration and Reimbursable Expenses $3,500 $7,000
Total Contract Estimate $86,450 $279,550
Jan-June 2023 and FY 2024 Budget Extension Request 5366,000 General Conditions for Non-Construction U.S. Department of Housing and Urban Development
Contracts Office of Public and Indian. Housing.
Section I - (With or without Maintenance Work) Office of Labor Relations OMB Approval No. 2577-0157 (exp. 1/31/2017)
Public Reporting Burden for this collection of information is estimated to average 0.08 hours per response, including the time for reviewing Instructions, searching existing data sources, gathering and maintaining the data needed, and. completing and reviewing the collection of information: Send comments regarding this burden. estimate or any other aspect of. this. collection of information, including suggestions for reducing. this, burden, to the Reports Management Officer, Office of Information Policies and Systems, U.S. Department of Housing and Urban Development, Washington, D.C.:
20410-3600; and to the Office of Management and Budget, Paperwork Reduction Project (2577-0157), Washington, D.C: 20503. Do not send this completed form to elther of these addressees.
Applicability. This form HUD-5370-C has 2 Sections. These proposal submitted before final payment of the contract.
Sections must be inserted into non-construction contracts as (d) Failure to. agree to any adjustment shall be a dispute under described below: clause Disputes, herein. However, nothing in this clause shall excuse the Contractor from proceeding with the
1) : Non-construction contracts (without maintenance). contract as changed. : greaterthan $100,000 - use Section I; (e) No services for which an additional cost or fee will be 2) Maintenance contracts (including nonroutine charged by the Contractor shall be furnished without the maintenance as defined at 24 CFR 968.105) greater than prior written consent of the HA $2,000 but not more than $100,000 - ise Section: Il; and 3) Maintenance contracts (including nonroutine 3. Termination for Convenience and Default maintenance), greater than $100,000 - use Sections I
and ll. (a) The HA may terminate this contract in whole, or from time to time in part, for the HA's convenience or the failure. of the Section:| - Clauses for All. Non-Construction Contracts greater Contractor to fulfill the contract obligations (default). The than $100,000 HA shall terminate by delivering to the Contractor a written Notice of Termination specifying the nature, extent, and
1. Definitions... effective date of the termination. Upon. receipt of the notice, the Contractor shall: (i) immediately discontinue all services The following definitions are applicable to this contract: affected (unless the notice directs otherwise); and (i). (a) "Authority or Housing Authority (HA)" means the deliver to the hA all information, reports, papers, and other Housing Authorily: materials accumulated or generated in performing. (b) "Contract" means the contract entered into between the this contract; whether completed or in process.
Authority and the Contractor: It includes the contract form, (b) If the termination is for the convenience of. the HA, the HA the Certifications and Representations, these contract shall be liable only for payment for services rendered clauses, and the scope of work. It Includes all formal before the effective date of the termination. changes to any of those documents by addendum, Change (C) If the termination is due to the failure of the Contractor to Order, or other modification:- fulfill its obligations under. the contract (default), the HA may (c) "Contractor means the person or other entity entering into (i) require the Contractor to deliver to it, in the manner the contract with the Authority to perform alt of the work and to the extent directed by the HA, any work as • required under the contract. described in subparagraph (a)(il) above, and compensation (d) "Day" means calendar days, unless otherwise stated. be determined in accordance with the Changes clause, (e) "HUD" means the Secretary of Housing and Urban paragraph 2, above; (il) take over the work and prosecute development; his delegates, successors; and assigns, and the same to completion by contract or otherwise, and the the officers and employees of the United States. Contractor shall be liable for any additional cost incurred by Department of Housing and Urban Development acting for the HA: (i) withhold any payments to the. Contractor, for the and on behalf of the Secretary: purpose of off-set or partial payment, as the case may be, of amounts owed to the HA by the Contractor:
2. Changes (d) if, after termination for failure to fulfill contract obligations (default, it is determined that the Contractor had not failed, (a) The HA may at any time, by written order, and without the termination, shall be deemed to have been effected for notice to the sureties, if any, make changes within the the convenience of the HA, and the Contractor shall been general scope of this contract in the services to bei titled to payment as described in paragraph (b) above. performed or supplies to be delivered.:: (e) Any disputes with regard to this clause are expressly made (b) If any such change causes an Increase of decrease in the subject to the terms of clause titled Disputes herein:
hourly rate; the not-to-exceed amount of the contract, or the time required for performance of any part of the work 4. Examination and Retention of Contractor's Records under this contract; whether or not changed by the order, or otherwise affects the conditions of this contract, the HA (a). The HA, HUD, or Comptroller General of the United States, •shall make an equitable adjustment in the not-to-exceed or any of their duly authorized representatives shall, until 3 amount; the hourly rate, the delivery schedule, or other years after final payment under this contract, have access affected terms; and shall modify the contract accordingly. to and the right to examine any of the Contractor's directly (C) The Contractor must assert its right to an equitable pertinent books, documents, papers, or other records adjustment under this clause within 30 days from the date involving transactions related to this contract for the of receipt of the written order. However, if the HA decides purpose of making audit, examination, excerpts, and that the facts justify it, the HA may receive and act upon a transcriptions.
Section I - Page 1 of 6 fom HUD-5370-C (01/2014),
(b) The Contractor agrees to include in first-tier subcontracts under this contract a clause substantially the same as A breach of these Contract clauses may be grounds for paragraph (a) above. "Subcontract," as used in this clause, termination of the Contract and for debarment or denial of excludes purchase orders not exceeding $10,000: participation in HUD programs as a Contractor and a (c) The periods of access and examination in paragraphs (a) subcontractor as provided in 24 CFR Part 24. and (b) above for records relating to:
(i) appeals under the clause titled Disputes; 9. Assignment of Contract (i) litigation or settlement of claims arising from the performance of this contract; or, The Contractor shall not assign or transfer any interest in this (ill) costs and expenses of this contract to which the HA, contract; except that claims for monies due or to become due •HUD, or Comptroller General or any of their duly from the HA under the contract may be assigned to a bank, authorized representatives has taken exception shall trust company, or other financial institution. If the Contractor is continue until disposition of such appeals, litigation, a partnership, this contract shall inure to the benefit of the claims, or exceptions. surviving or remaining members) of such partnership approved by the HA.
5. Rights in Data (Ownership and Proprietary Interest)
10. Certificate and Release
The HA shall have exclusive ownership of, all proprietary interest in, and the right to full and exclusive possession of all Prior to final payment under this contract, or prior to settiement information, materials and documents discovered or produced upon termination of this contract, and as a condition precedent by Contractor pursuant to the terms of this Contract, including thereto, the Contractor shall execute and deliver to the HA a but not limited to reports, memoranda or letters concerning the certificate and release, in a form acceptable to the HA, of all research and reporting tasks of this Contract. claims against the HA by the Contractor under and by virtue of this contract, other than such claims, if any, as may be
6. Energy Efficiency specifically excepted by the Contractor in stated amounts set forth therein.
The contractor shall comply with all mandatory standards and policies relating to energy efficiency which are contained in the 11. Organizational Conflicts of Interest energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub.L. 94-163) for the State in (a) The Contractor warrants that to the best of its knowledge which the work under this contract is performed. and belief and except as otherwise disclosed, it does not • have any organizational conflict of interest which is defined
7. Disputes as a situation in which the nature of work under this contract and a contractor's organizational, financial,
(a) All disputes arising under or relating to this contract, except contractual or other interests are such that:
for disputes arising under clauses contained in Section IlI. (i) Award of the contract may result in an unfair Labor Standards Provisions, including any claims for competitive advantage; or damages for the alleged breach there of which are not (ii) The Contractor's objectivity in performing the contract disposed of by agreement, shall be resolved under this work may be impaired clause. (b) The Contractor agrees that if after award it discovers an (b) All claims by the Contractor shall be made in writing and organizational conflict of interest with respect to this contract submitted to the HA. A claim by the HA against the or any task/delivery order under the contract, he or she shall Contractor shall be subject to a written decision by the HA. make an immediate and full disclosure in writing to the (c) The HA shall, with reasonable promptness, but in no event Contracting Officer which shall include a description of the in no more than 60 days, render a decision concerning any action which the Contractor has taken or intends to take to claim hereunder. Unless the Contractor, within 30 days after eliminate or neutralize the conflict. The HA may, however, receipt of the HA's decision, shall notify the HA in writing terminate the contract or task/delivery order for the that it takes exception to such decision, the decision convenlence of the HA if it would be in the best interest shall be final and conclusive. of the HA.
(d) Provided the Contractor has (i) given the notice within the (c) In the event the Contractor was aware of an organizational time stated in paragraph (c) above, and (li) excepted its conflict of interest before the award of this contract and claim relating to such decision from the final release, and (iii) intentionally did not disclose the conflict to the Contracting brought suit against the HA not later than one year after Officer, the HA may terminate the contract for default. receipt of final payment, or if final payment has not been (d) The terms of this clause shall be included in all made, not later than one year after the Contractor has had a subcontracts and consulting agreements wherein the work reasonable time to respond to a written request by the HA to be performed is similar to the service provided by the that it submit a final voucher and release, whichever Is prime Contractor. The Contractor shall include in such earlier, then the HA's decision shall not be final or subcontracts and consulting agreements any necessary conclusive, but the dispute shall be determined on the provisions to eliminate or neutralize conflicts of interest. merits by a court of competent jurisdiction.
(e) The Contractor shall proceed diligently with performance of 12. Inspection and Acceptance this contract, pending final resolution of any request for rellef, claim, appeal, or action arising under the contract, (a) The HA has the right to review, require correction, if and comply with any decision of the HA. necessary, and accept the work products produced by the Contractor. Such review(s) shall be carried out within 30
8. Contract Termination; Debarment days so as to not impede the work of the Contractor. Any Section 1 - Page 2 of 6 form HUD-5370-C (01/2014)
product of work shall be deemed accepted as submitted if "Local government" means a unit of government in a State the HA does not issue written comments and/or required and, if chartered, established, or otherwise recognized by a • corrections within 30 days from the date of receipt of such -State for the performance of a governmental duty, including a • product from the Contractor: local public authority, a special district, an intrastate district; a (b) The Contractor shall make any required corrections council of goverments, à sponsor groúp representative promptly at no additiorial charge and return a revised copy organization, and any other instrumentality of a local of the product to the HA within 7 days of notification or a govemment. • later date if extended by the HA: • "Officer or employee of an agency" Includes the following (C) Failure by the Contractor to proceed with reasonable individuals who are employed by an agency:
*promptness to make necessary corrections shall be a (1) An individual who is appointed to a position in the default. If the Contractor's submission of corrected work Government under title 5, U.Ş.C. including a position remains unacceptable, the HA may terminate this contract • under a temporary appointment; : (or the task order involved) or reduce the contract price or (ii) A member of the uniformed sérvices as defined in cost to reflect the reduced value of services received. •section 202, title 18, U.S.C.; (iii) A special Government employee as defined in section
13. Interest of Members of Congress 202, title 18, U.S.C., and, (iv) An individual who is a member of a Federal advisory No member of or delegate to the Congress of the United States committee, as defined by the Federal Advisory of America or Resident Commissioner shall be admitted to any Committee Act, title 5; appendix 2:.:
share or part of this contract or to any benefit to arise there from, "Person" means an individual, corporation, company, but this provision shall not be construed to extend to this association, authority, firm, partnership; society, State, and local contract if made with a corporation for its general benefit. government, regardless of whether such entity is operated for •profit or not for proft. This term excludes an Indian tribe, tribal 14: Interest of Members; Officers, or Employees and Former organization, or other Indian organization with respect to • Members, Officers, or Employees expenditures specifically permitted by other Federal law. : "Recipient" includes all contractors, subcontractors at any No member, officer, or employee of the HA, no member of the tier, and subgrantees at any tier of the recipient of funds received governing body of the iocality in which the project is situated, no in connection with a Federal contract, grant; loan, or cooperative member of the govering body in which the HA was activated, agreemént. The term excludes an Indian tribe, tribal organization, and no other pubic official of such locality or localities who or any other indian organization with respect to exercises any functions or responsibilities with respect to the expenditures specifically permitted by other Federal law. project, shall, during his or her tenure, or for one year "Regularly employed means, with respect to an officer or thereafter, have any interest, direct or indirect, in this contract or emplöyee of a person requesting or receiving a Federal the proceeds thereof. contract, grant, loan, or cooperative agreement, an officer.or employee who is employed by such person for at least 130
15. Limitation on Payments to Influence Certain Federal working days within one year immediately preceding the date of Transactions
the submission that initiates agency consideration of such person for receipt of such contract, grant, loan, or cooperative (a) Definitions. As used in this clause: agreement. An officer or employee who is employed by such "Agency", as defined in 5 U.S.C. 552(f), includes Federal person for less than 130 working days within one year executive departments and agencies as well as independent immediately preceding the date of submission that initiates regulatory commissions and Government corporations, as agency consideration of such person shall be considered to be defined in 31 U.S.C. 9101(1).* regularly employed as soon as he or she is employed by such • "Covered Federal Action" means any of the following person for 130 working days.
Federal actions: : "State" means a State of the United States, the District of ()) The awarding of any Federal contract; Columbia, the Commonwealth of Puerto Rico, a territory or (ii): The making of any Federal grant; possession of the United States, an agency or instrumentality of (iii) The making of any Federal loan; : a State, and a multi-State, regional, or interstate entity having (iv) The entering into of any cooperative agreement; and, governmental duties and powers:
(v) The extension, continuation, renewal, amendment, or (b) Prohibition. • a modification of any Federal confract, grant, loän, or Section 1352 of title 31; U.S.C: provides in part that no 'cooperative agreement. " appropriated funds may be expended by the recipient Covered Federal action does not include receiving from an of a Federal contract, grant, loan, or cooperative agency a commitment providing for the United States to insure agreement to pay any person for influencing or • or guarantee a loan. attempting to influence an officer or employee of any "Indian tribe" and tribal organization" have the meaning agency, a Member of Congress, an officer or provided in section 4 of the Indian Self-Determination and employee of Congress, or an employee of a Member Education Assistance Act (25 U:S.C. 450B). Alaskan Natives of Congress in connection with any of the following are included under the definitions of Indian tribes in that Act. covered Federal actions: the awarding of any Federal "Influencing or attempting to influence" means making, with contract, the making of any Federal grant, the making the intent to influence, any communication to or áppearance of any Federal loan, the entering into of any before an officer or employee of any agency, a Member of cooperative agreement, and the extension, • Congress, an officer or employée of Congress; of an employee continuation, renewal, amendment, or modification of. of a Member of Congress in connection with any covered any Federal contract, grant, loan, or cooperative Federal action. agreemerit.
(lI) The prohibition does not apply as follows:
Section I - Page 3 of 6 form HUD-5370-C (01/2014)
(1) Agency and legislative liaison by Own person requesting or receiving a covered Federal action or an extension,
(a) The prohibition on the use of appropriated continuation, renewal, amendment, or funds, in paragraph (i) of this section, does not modification of a covered Federal action apply in the case of a payment of reasonable if the payment is for professional or compensation made to an officer or employee of technical services rendered directly in a person requesting or receiving a Federal the preparation, submission; or contract, grant, loan, or cooperative agreement, if negotiation of any bid, proposal, or the payment is for agency and legislative application for that Federal action or for activities not directly related to a covered Federal meeting requirements imposed by or acion: pursuant to law as a condition for
(b) For purposes of paragraph (b)()(1)(a) of receiving that Federal action. Persons this clause, providing any information specifically other than officers or employees of a requested by an agency or Congress is permitted person requesting or receiving a at any time covered Federal action include
(c) The following agency and legislative lialson consultants and trade associations. activities are permitted at any time only where (b) For purposes of subdivision (b)(il)(2)(a) of they are not related to a specific solicitation for clause, "professional and technical services" any covered Federal action: shall be limited to advice and analysis (1) Discussing with an agency (including directly applying any professional or individual demonstrations) the quallties and technical discipline. characteristics of the person's products or (c) Requirements Imposed by or pursuant to law services, conditions or terms of sale, and service as a condition for receiving a covered capabilities; and, Federal award include those required by law (2) Technical discussions and other or regulation, or reasonably expected to be activities regarding the application or adaptation required by law or regulation, and any other of the person's products or services for an requirements in the actual award agencys use. documents
(d) The following agency and legislative liaison (d) Only those services expressly authorized by activities are permitted where they are prior to subdivisions (b)(ii)(2)(a)(i) and (ii) of this formal solicitation of any covered Federal action: section are permitted under this clause. (1) Providing any information not (iii) Selling activities by independent sales specifically requested but necessary for an representatives. agency to make an informed decision about (c) The prohibition on the use of appropriated funds, in initiation of a covered Federal action; subparagraph (b)(i) of this clause, does not apply to the (2) Technical discussions regarding the following selling activities before an agency by independent preparation of an unsolicited proposal prior to its sales representatives, provided such activities are prior to official submission; and formal solicitation by an agency and are specifically limited (3) Capability presentations by persons to the merits of the matter:
seeking awards from an agency pursuant to the (i) Discussing with an agency (including individual provisions of the Small Business Act, as demonstration) the qualities and characteristics of the amended by Public Law 95-507 and other person's products or services, conditions or terms of subsequent amendments. sale, and service capabilities; and (e) Only those activities expressly authorized (i) Technical discussions and other activitles regarding by subdivision (b)(il) (1)(a) of this clause are the application or adaptation of the person's products permitted under this clause. or services for an agency's use. (2) Professional and technical services. (d) Agreement. In accepting any contract, grant, cooperative (a) The prohibition on the use of appropriated agreement, or loan resulting from this solicitation, the funds, in subparagraph (b)(i) of this clause, person submitting the offer agrees not to make any does not apply in the case of- payment prohibited by this clause. (1) A payment of reasonable compensation (e) Penalties. Any person who makes an expenditure made to an officer or employee of a prohibited under paragraph (b) of this clause shall be person requesting or receiving a subject to civil penalties as provided for by 31 U.S.C. 1352. covered Federal action or an extension, An imposition of a civil penalty does not prevent the continuation, renewal, amendment, or Government from seeking any other remedy that may be modification of a covered Federal applicable.
action, if payment is for professional or (f) Cost Allowability, Nothing in this clause is to be interpreted technical services rendered directly in to make allowable or reasonable any costs which would be the preparation, submission, or unallowable or unreasonable in accordance with Part 31 of negotiation of any bid, proposal, or the Federal Acquisition Regulation (FAR), or OMB application for that Federal action or for Circulars dealing with cost allowability for recipients of meeting requirements imposed by or assistance agreements. Conversely, costs made pursuant to law as a condition for specifically unallowable by the requirements in this clause receiving that Federal action. will not be made allowable under any of the provisions of (il) Any reasonable payment to a person, FAR Part 31 or the relevant OMB Circulars. other than an officer or employee of a
Section | - Page 4 of 6 form HUD-5370-C (01/2014)
16. Equal Employment Opportunity Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such During the performance of this contract, the Contractor agrees direction, the Contractor may request the United States to as follows: enter into the litigation to protect the interests of the United (a) The Contractor shall not discriminate against any employee States. or applicant for employment because of race, color,
religion, sex, or national origin. 17. Dissemination or Disclosure of Information (b) The Contractor shall take affirmative action to ensure that applicants are employed, and that employees are treated No information or material shall be disseminated or disclosed to during employment without regard to their race, color, the general public, the news media, or any person or religion, sex, or national origin. Such action shall include, organization. without prior express written approval by the HA. but not be limited to (1) employment; (2) upgrading; (3) demotion; (4) transfer; (5) recruitment or recruitment 18. Contractor's Status advertising; (6) layoff or termination; (7) rates of pay or other forms of compensation; and (8) selection for training, It is understood that the Contractor is an independent contractor including apprenticeship. and is not to be considered an employee of the HA, or assume (c) The Contractor shall post in conspicuous places avallable any right, privilege or duties of an employee, and shall save to employees and applicants for employment the notices to harmless the HA and its employees from claims suits, actions be provided by the Contracting Officer that explain this and costs of every description resulting from the Contractor's cause. activities on behalf of the HA in connection with this Agreement. (d) The Contractor shall, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, 19. Other Contractors state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, HA may undertake or award other contracts for additional work or national origin. at or near the site(s) of the work under this contract. The (e) The Contractor shall send, to each labor union or contractor shall fully cooperate with the other contractors and representative of workers with which it has a collective with HA and HUD employees and shall carefully adapt bargaining agreement or other contract or understanding, scheduling and performing the work under this contract to the notice to be provided by the Contracting Officer accommodate the additional work, heeding any direction that advising the labor union or workers' representative of the may be provided by the Contracting Officer. The contractor shall Contractor's commitments under this clause, and post not commit or permit any act that will interfere with the!**..:
copies of the notice in conspicuous places available to performance of work by any other contractor or HA employee. employees and applicants for employment.
(1) The Contractor shall comply with Executive Order 11246, 20. Liens as amended, and the rules, regulations, and orders of the Secretary of Labor. The Contractor is "prohibited from placing a lien on HA's (g) The Contractor shall furnish all information and reports property. This prohibition shall-apply to all subcontractors. required by Executive Order 11246, as amended and by
rules, regulations, and orders of the Secretary of Labor, or 21. Training and Employment Opportunities for Residents in pursuant thereto. The Contractor shall permit access to its the Project Area (Section 3, HUD Act öf 1968; 24 CFR 135) books, records, and accounts by the Secretary of Labor for purposes of investigation to ascertain compliance with such (a) The work to be performed under this contract is subject to the rules, regulations, and orders: requirements of section 3 of the Housing and Urban Development (h) In the event of a determination that the Contractor is not in Act of 1968; as amended, 12-U.S:C. 1701u (section 3). The compliance with this clause or any rule, regulation, or order purpose of section 3 is to ensure that employment and other of the Secretary of Labor, this contract may be canceled, ecohomic opportunities generated by HUD assistance ör HUD- terminated, or suspended In whole or in part, and the assisted projects covered by section 3, shall, to the greatest Contractor may be declared ineligible for further extent feasible; be directed to low and very low-income persons, Government contracts, or federally assisted construction particularly persons who are recipients of contracts under the procedures authorized in Executive HUD assistance for housing.
Order 11246, as amended. In addition, sanctions may be (b) The parties to this contract agree to comply with HUD's imposed and remedies invoked against the Contractor as regulations in 24 CFR Part 135, which implement section 3. As provided in Executive Order 11246, as amended, the rules, evidenced by their execution of this contract, the parties to this regulations, and orders of the Secretary of Labor, or as contract certify that they are under no contractual or other otherwise provided by law. impediment that would prevent them from complying with the The Contractor shall include the terms and conditions of Part 135 regulations. this clause in every subcontract or purchase order unless (c) The contractor agrees to send to each labor organization or exempted by the rules, regulations, or orders of the representative of workers with which the contractor has a Secretary of Labor issued under Executive Order 11246, collective bargaining agreement or other understanding, if any, a as amended, so that these terms and conditions will be notice advising the labor organization or workers' representative binding upon each subcontractor or vendor. The of the contractors commitments under this section 3 clause, and Contractor shall take such action with respect to any will post copies of the notice in conspicuous places at the work subcontractor or purchase order as the Secretary of site where both employees and applicants for training and Housing and Urban Development or the Secretary of Labor employment positions can see the notice. The notice shall may direct as a means of enforcing such provisions. describe the section 3 preference, shall set forth minimum . including sanctions for noncompliance; provided that if the number and job titles subject to hire, availability of Section I - Page 5 of 6 : form HUD-5370-C (01/2014)
apprenticeship and training positions, the qualifications for each; and the name and location of the person(s) taking applications for each of the positions; and the anticipated date the work shall begin.
(d) The contractor agrees to include this section 3 clause in every subcontract subject to compliance with regulations in 24 CFR Part 135, and agrees to take appropriate action, as provided in an applicable provision of the subcontract or in this section 3 clause, upon a finding that the subcontractor is. in violation of the regulations in 24 CFR Part 135. The contractor will not subcontract with any subcontractor where the contractor has notice or knowledge that the subcontractor has been found in violation of the regulations in 24 CFR Part 135.
(e) The contractor will certify that any vacant employment positions, including training positions, that are filled (1) after the contractor is selected but before the contract is executed, and (2) with persons other than those to whom the regulations of 24 CFR Part 135 require employment opportunities to be directed, were not filled to circumvent the contractor's obligations under 24 CFR
Part 135.
(f) Noncompliance with HUD's regulations in 24 CFR Part 135 may result in sanctions, termination of this contract for default, and debarment or suspension from future HUD assisted contracts.
22. Procurement of Recovered Materials.
(a) In accordance with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act, the Contractor shall procure items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR Part 247 that contain the highest percentage of recovered materials
practicable, consistent with maintaining a satisfactory level of competition. The Contractor shall procure items designated in the EPA guidelines that contain the highest percentage of
recovered materials practicable unless the Contractor
determines that such items: (1) are not reasonably available in a reasonable period of time; (2) fail to meet reasonable
performance standards, which shall be determined on the basis of the guidelines of the National Institute of Standards and Technology, if applicable to the item; or (3) are only available at an unreasonable price.
(b) Paragraph (a) of this clause shall apply to items purchased under this contract where: (1) the Contractor purchases in excess of $10,000 of the item under this contract; or (2) during the preceding Federal fiscal year, the Contractor: (i) purchased any amount of the items for use under a contract that was funded with Federal appropriations and was with a Federal agency or a State agency or agency of a political subdivision of a State; and (i) purchased a total of in excess of $10,000 of the item both under and outside that contract..
Section | - Page 6 of 6 form HUD-5370-C (01/2014)
Certifications and U.S. Department of Housing OMB Approval No: 2577-0180 (exp. 7/30/96) -
› and Urban Development.
Representations Office of Public and indlan Housing
of Offerors
Non-Construction Contract
Public reporting burden for this collection of information la estimated to average 5 minutes per response, including the time for reviewing instructions; searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of information.
This form includes clauses required by OMB's common rule on bidding/offering procedures, implemented by HUD in 24 CFR 85.36, and those requirements setforth in Executive Order 11625 for small, minority, women-owned businesses, and certifications for independent price determination, and conflict of interest.
The form is required for nonconstruction contracts awarded by Housing Agencies (HAs). The form is used by bidders/offerors to certity to the HA's Contracting Officer for contract compliance. If the form were not used, HAs would be unable to enforce their contracts. Responses to the collection of information are required to obtain a benefit or to retain a benefit. The information requested does not lend itself to confidentiality:
1. Contingent Fee Representation and Agreement For the purpose of this definition, minority group members are:
(a) The bidder/offeror represents and certifies as part of its bid/ (Check the block applicable to you) offer that, except for full-time bona fide employees working I J Black Americans [.] Asian Pacific Americans solely for the bidder/offeror, the bidder/offeror:
[- 1. Hispanic Americans | 1 Asian Indian Americans
(1) I 1 has, [ J has not employed or retained any person or 1] Native Americans I ] Hasidic Jewish: Americans
company to solicit or obtain this contract; and
(2) [ ] has, [ J has not paid or agreed to pay to any person or company employed or retained to solicit or obtain this 3. Certificate of Independent Price Determination:
contract any commission, percentage, brokerage, or other (a) The bidder/offeror certifies that- fee contingent upon or resulting from the award of this (1) The prices in this bid/offer have been arrived at indepen- contract. dently, without, for the purpose of restricting competi- (b) If the answer to either (a)(1) or (a) (2) above is affirmative, tion, any consultation, communication, or agreement the bidder/offeror shall make an immediate and full written with any other bidder/offeror or competitor relating to (i) disclosure to the PHA Contracting Officer. those prices, (il) the intention to submit a bid/offer, or (c) Any misrepresentation by the bidder/offeror sball give the (ill) the methods or factors used to calculate the prices PHA the right to (1) terminate the resultant contract; (2) at its offered; discretion, to deduct from contract payments the amount of any (2) The prices in this bid/offer have not been and will not be commission, percentage, brokerage, or other contingent fee; or knowingly disclosed by the bidder/offeror, directly or - (3) take other remedy pursuant to the contract. indirectly, to any other bidder/offeror or competitor be- fore bid opening (in the case of a sealed bid solicitation) _
2. Small, Minority, Women-Owned Business Concern Rep- or contract award (in the case of a negotiated solicitation) resentation unless otherwise required by law, and
The bidder/offeror represents and certifies as part of its bid/ offer (3) No attempt has been made or will be made by the bidder/ offeror to induce any other concern to submit or not to. - that it:
submita bid/offer for the purpose of restricting competition. (a) [ ]is, [ ]is not a small business concern. "Small business concern," as used in this provision, means a concern, includ- (b) Each signature on the bid/offer is considered to be a certifi- ing its affiliates, that is independently owned and operated, cation by the signatory that the signatory:
not dominant in the field of operation in which it is bidding, (I) is the person in the bidder/offeror's organization respon- and qualified as a small business under the criteria and size sible for determining the prices being offered in this bid standards in 13 CFR 121. or proposal, and that the signatory has not participated and will not participate in any action contrary to subpara (b)[ ] is, [ ] is not a women-owned small business concern. "Women-owned, " as used in this provision, means a small graphs (a)(I) through (a)(3) above; or business that is at least 51 percent owned by a woman or (2) (1) Has been aüthorized, in writing, to act as agent for the women who are U.S. citizens and who also control and following principals in certifying that those principals operate the business. have not participated, and will not participate in any (c) [ ]is, [ ] is not a minority enterprise which, pursuant to action contrary to subparagraphs (a)(t) through (a)(3) Executive Order 11625, is defined as a business which is at above (insert full name of person(s) in the bidder/offeror's least 51 percent owned by one or more minority group organization responsible for determining the prices of- members or, in the case of a publicly owned business, at least fered in this bid or proposal, and the title of his or her 51 percent of its voting stock is owned by one or more position in the bidder/offeror's organization); minority group members, and whose management and daily (ii) As an authorized agent, does certify that the princi- operations are controlled by one or more such individuals. pals named in subdivision (b)(2)(i) above have not par- ticipated, and will not participate, in any action contrary to subparagraphs (a)(1) through (a)(3) above; and
Previous edition is obsolate form-HUD-5369-C (8/93)
page 1 of 2 ref. Handbook 7460.8
(it) As an agent, has not personally participated, and will 6. Conflict of Interest not participate in any action contrary to subparagraphs In the absence of any actual or apparent conflict, the offeror, by (a)(1) through (a)(3) above. submission of a proposal, hereby warrants that to the best of its (c) If the bidder/offeror deletes or modifies subparagrapli (a)2 knowledge and belief, no actual or apparent conflict of interest ...above, the bidder/offeror must furnish with its bid/offer a exists with regard to my possible performance of this procure- signed statement setting forth in detail the circumstances of ment, as described in the clause in this solicitation titled "Orga- the disclosure. nizational Conflict of Interest."
4. Organizational Conflicts of Interest Certification 7. Offeror's Signature (a) The Contractor warrants that to the best of its knowledge and The offeror hereby certifies that the information contained in belief and except as otherwise disclosed, it does not have any these certifications and representations is accurate, complete, organizational conflict of interest which is defined as a and current. situation in which the nature of work under a proposed
contract and a prospective contractor's organizational, fi- nancial, contractual or other interest are such that:
(i) Award of the contract may result in an unfair competi- tive advantage; Signature & Date:
(i) The Contractor's objectivity in performing the con- tract work may be impaired; or
(iii) That the Contractor has disclosed all relevant infor- mation and requested the HA to make a determination
with respect to this Contract.
Typed or Printed Name:
(b) The Contractor agrees that if after award he or she discovers an organizational conflict of interest with respect to this contract; he or she shall make an immediate and full disclo- sure in writing to the HA which shall include a description of Title:
the action which the Contractor has taken or intends to eliminate or neutralize the conflict. The HA may, however, terminate the Contract for the convenience of HA if it would be in the best interest of HA.
(c) In the event the Contractor was aware of an organizational conflict of interest before the award of this Contract and intentionally did not disclose the conflict to the HA, the HA may terminate the Contract for default.
(d) The Contractor shall require a disclosure or representation from subcontractors and consultants who may be in a position , to influence the advice or assistance rendered to the HA and shall include any necessary provisions to eliminate or neutralize conflicts of interest in consultant agreements or subcontracts involving performance or work under this Contract.
5. Authorized Negotiators (RFPs only)
The offeror represents that the following persons are authorized to negotiate on its behalf with the PHA in connection with this request for proposals: (list names, titles, and telephone numbers of the authorized negotiators):
form HUD-5369-C (8/93)
Previous edition is obsolete page 2 of 2 ref. Handbook 7460.8 Certification Regarding U.S. Department of Housing
and Urban Development
Debarment and Suspension
Certification A: Certification Regarding Debarment, Suspension, and Other Responsibility Matters - Primary Covered Transactions
1. The prospective primary participant certifies to the best of its knowl- 4. The prospective primary participant shall provide immediate writ- edge and belief that its principals; ten notice to the department or agency to whom this proposal is a. Are not presently debarred, suspended, proposed for debarment, submitted if at any time the prospective primary participant learns that declared ineligible, or voluntarily excluded from covered, transactions its certification was erroneous when submitted or has becore errone- by any Federal debarment or agency: ous by reason of changed circumstances. •b. Have not within a three-year period preceding this proposal, 5. The terms covered transaction, debarred, suspended, ineligible, been convicted of or had a civil judgment rendered against them for lower tier covered transaction, participant, person, primary cov- commission of fraud or a criminal offense in connection with obtain- ered transaction, principal, proposal, and voluntarily excluded, as ing, attempting to obtain, or performing a public (Federal, State, or used in this clause, have the meanings set out in the Definitions and local) transaction or contract under a public transaction; violation of Coverage sections of the rules implementing Executive Order 12549.
Federal or State antitrust statutes or commission of embezzlement, theft, You may contact the department or agency to which this proposal is forgery, bribery, falsification, or destruction of records, making false being submitted for assistance in obtaining a copy of these regulations. statements, or receiving stolen property; 6. The prospective primary participant agrees by submitting. this c. Are not presently indicted for or otherwise criminally or civilly proposal that, should the proposed covered transaction be entered into, charged by a governmental entity (Federal, State, or local) with it shall not knowingly enter into any lower tier covered transaction commission of any of the offenses enumerated in paragraph (1.)(b) of with a person who is debarred, suspended, declared ineligible, or this certification; and völuntarily excluded from participation in this covéred tränsaction, unless authorized by the department or agency entering into this d. Have not within a three-year period preceding this application/ transaction. proposal had one or more public transactions (Federal, State, or' local) terminated for cause or default. 7. The prospective primary participant further agrees by submitting this proposal that it will include the clause titled "Certification
2. Where the prospective primary participant is unable to certify to Regarding Debarment, Suspension; Ineligibility and' Voluntary Exclü- any of the statements in this certification, such prospective participant sion = Lower Tier Covered Transaction," provided by the department shall attach an explanation to this próposal. or agency entering into this covered transaction, without modification, Instructions for Certification (A) in all lower tier covered transactions and in all solicitations for lower tier covered transactions:
1. By signing and submitting this proposal, thé prospective primary participant is providing the certification set out below 8. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it
2. The inability of a person to provide the certification required below is not debarred, suspended, ineligible, or voluntarily excluded from the will not necessarily result in denial of participation in this covered covered transaction, unless it knows that the certification is erroneous. transaction. The prospective participant shall submit an explanation A participant may decide the method and frequency by which it of why it cannot provide the certification set out below. The certifi- determines this eligibility of its principals. Each participant may, but cation or explanation will be considered in connection with the is not required to, check the Nonprocurement List. department or agency's determination whether to enter into this transaction. However, failure of the prospective primary participant to 9. Nothing contained in the foregoing shall be construed to require furnish a certification or an explanation shall disqualify such person establishment of a system of records in order to render in good faith the from participation in this transaction. certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally
3. The certification in this clause is a material representation of fact possessed by a prudent person in the ordinary course of business upon which reliance was place when the department or agency deter- mined to enter into this transaction. If it is later determined that the prospective primary participant knowingly rendered an erroneous 10. Except for transactions authorized under paragraph (6) of these certification, in addition to other remedies available to the Federal instructions, if a participant in a covered transaction knowingly enters Government, the department or agency may terminate this transaction into a lower tier covered transaction with a person who is suspended, for cause of default. debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal • Government, the department or agency may terminate this transaction for cause of default.
Certification B: Certification Regarding Debarment, Suspension, Ineli- gibility and Voluntary Exclusion - Lower Tier Covered Transactions
1. The prospective lower tier participant certifies, by submission of 5. The prospective lower tier participant agrees by submitting this this proposal, that neither it nor its principals is presently debarred, proposal that, should the proposed covered transaction be entered into, suspended, proposed for debarment, declared ineligible, or voluntarily it shall not knowingly enter into any lower tier covered transaction excluded from participation in this transaction by any Federal depart- with a person who is debarred, suspended, declared ineligible, or ment or agency. voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this trans-
2. Where the prospective lower tier participant is unable to certify to action originated. any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. 6. The prospective lower tier participant further agrees by submitting this proposal that it will include this clause titled "Certification Instructions for Certification (B) Regarding Debarment, Suspension, Ineligibility and Voluntary Exclu-
1. By signing and submitting this proposal, the prospective lower tier sion - Lower Tier Covered Transaction," without modification, in all participant is providing the certification set out below. lower tier covered transactions and in all solicitations for lower tier covered transactions.
2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. 7. A participant in a covered transaction may rely upon a certification If it is later determined that the prospective lower tier participant of a prospective participant in a lower tier covered transaction that it knowingly rendered an erroneous certification, in addition to other is not debarred, suspended, ineligible, or voluntarily excluded from the remedies available to the Federal Government, the department or covered transaction, unless it knows that the certification is erroneous. agency with which this transaction originated may pursue available A participant may decide the method and frequency by which it remedies, including suspension and/or debarment. determines the eligibility of its principals. Each participant may, but is not required to, check the Nonprocurement List.
3. The prospective lower tier participant shall provide immediate written notice to the person to which this proposal is submitted if at any 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information changed circumstances, of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business
4. The terms covered transaction, debarred, suspended, ineligible, dealings. lower tier covered transaction, participant, person, primary coy- ered transaction, principal, proposal, and voluntarily excluded, as 9. Except for transactions authorized under paragraph (5) of these used in this clause, have the meanings set out in the Definitions and instructions, if a participant in a lower covered transaction knowingly Coverage sections of rules implementing Executive Order 12549. You enters into a lower tier covered transaction with a person who is may contact the person to which this proposal is submitted for assis- suspended, debarred, ineligible, or voluntarily excluded from partici- tance in obtaining a copy of these regulations. pation in this transaction, in addition to other remedies available to the Federal Government, the department or agency with which this trans- action originated may pursue available remedies including suspension and/or debarment.
Applicant Date
Signature of Authorized Certifying Official Title
Equal Employment U.S. Department of Housing Department of Veterans Affairs and Urban Development
Opportunity Certification Office of Housing OMB Control No: 2502-0029 Excerpt From 41 CFR §60-1.4(b) Federal Housing Commissioner (exp. 9/30/2016) The applicant hereby agrees that it will incorporate or cause to be (6) In the event of the contractor's noncompliance with the incorporated into any contract for construction work, or modifi- nondiscrimination clauses of this contract or with any of the cation thereof, as defined in the regulations of the Secretary of said rules, regulations, or orders, this contract may be can- Labor at 41 CFR Chapter 60, which is paid for in whole or in part celed, terminated, or suspended in whole or in part and the with funds obtained from the Federal Government or borrowed contractor may be declared ineligible for further Govern- on the credit of the Federal Government pursuant to a grant, ment contracts or federally assisted construction contracts in contract, loan insurance, or guarantee, or undertaken pursuant to accordance with procedures authorized in Executive Order any Federal program involving such grant, contract, loan, insur- 11246 of September 24, 1965, and such other sanctions may ance, or guarantee, the following. equal opportunity clause: be imposed and remedies invoked as provided in Executive During the performance of this contract, the contractor agrees as Order 11.246 of September 24, 1965, or by rule, regulation, or follows: order of the Secretary of Labor, or as otherwise provided by law. (7) The contractor will include the portion of the sentence imme- (1) The contractor will not discriminate against any employee or applicant for employment because of race, color; religion, diately preceding paragraph (1) and the provisions of para- sex, or national origin, The contractor will take affirmative graphs (I) through (7) in every subcontract or purchase order action to ensure that applicants are employed, and that em- unless exempted by rules, regulations, or orders of the Sec- retary of Labor issued pursuant to section 204 of Executive ployees are treated during employment without regard to Order 11246 of September 24, 1965; so that such provisions their race, color, religion, sex, or national origin, such action - shall include, but not be limited to the following: Employ- will be binding upon each subcontractor or vendor. The ment, upgrading, demotion, or transfer; recruitment or re- contractor will take such action with respect to any subcon- tract or purchase order as the administering agency may cruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, That in including apprenticeship. The contractor agrees to post in the event a contractor becomes involved in, or is threatened conspicuous places, available to employees and applicants with; litigation with a subcontractor or vendor as a result of for employment, notices to be provided setting. forth the such direction by the administering agency the contractor provisions of this nondiscrimination clause.: may request the United States to enter into such litigation to (2) The contractor will; in all solicitations or advertisements for protect the interests of the United States. employees placed by or on behalf of the contractor, state that The applicant further agrees that it will be bound by the above equal all qualified applicants will receive considerations for em- ployment: without regard to race, color, religion, sex, or opportunity clause with respect to its own employment practices national origin. when it participates in federally assisted construction work:
Provided, That if the applicant so participating is a State or local (3) The contractor will send to each labor union or representative of workers with which it has a collective bargaining agree- government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government ment or other contract or understanding, a notice to be which does not participate in work on or under the contract. provided advising the said labor union or workers' represen- tatives of the contractor's commitments under this section, The applicant agrees that it will assist and cooperate actively with and shall post copies of the notice in "conspicuous places the administering agency and the Secretary of Labor in obtaining available to employees and applicants for employment. the compliance of contractors and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders (4) The contractor will comply with all provisions of Executive of the Secretary of Labor, that it will furnish the administering Order 11246 of September 24, 1965, and of the rules, regu- agency and the Secretary of Labor such information as they may lations and relevant orders of the Secretary of Labor. require for the supervision of such compliance, and that it will (5). The contractor will furnish all information and reports re- otherwise assist the administering agency in the discharge of the agency's primary responsibility for securing compliance. quired by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or The applicant further agrees that it will refrain from entering into pursuant thereto, and will permit access to its books, records, any contract or contract modification subject to Executive Order and accounts by the administering agency and the Secretary 11246 of September 24, 1965, with a contractor debarred from, or of Labor for purposes of investigation to ascertain compli- who has not demonstrated eligibility for, Government contracts ance with such rules, regulations, and orders. and Federally-assisted construction contracts pursuant to the Executive order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed Firm Name and Address By
Title
form HUD-92010 (3/2006)
VA form 26-421
upon contractors and subcontractors by the administering agency (5) The contractor will furnish all information and reports or the Secretary of Labor pursuant to Part II, Subpart D of the required by Executive Order 10925 of March 6, 1961, as Executive order. In addition, the applicant agrees that if it fails or amended, and by the regulations, and orders of the said refuses to comply with these undertakings, the administering Committee, or pursuant thereto, and will permit access to his agency may take any or all of the following actions: Cancel, books, records, and accounts by HUD and the Committee for terminate, or suspend in whole or in part this grant (contract, loan, purposes of investigation to ascertain compliance with such insurance, guarantee); refrain from extending any further assis- regulations, and orders. tance to the applicant under the program with respect to which the (6) In the event of the contractor's non-compliance with failure or refund occurred until satisfactory assurance of future the nondiscrimination clause of this contract or with any of compliance has been received from such applicant; and refer the case the said regulations, or orders, this contract may be can- to the Department of Justice for appropriate legal proceedings. celled, terminated or suspended in whole or in part and the Excerpt from HUD Regulations contractor may be declared ineligible for further Govern- ment contracts or Federally-assisted construction contracts 200.410Definition of term "applicant". in accordance with procedures authorized in Executive Order • (a) In multifamily housing transactions where controls over the 10925 of March 6, 1961, as amende, and such other sanctions mortgagor are exercised by the Commissioner either through may be imposed and remedies invoke s provided in the said the ownership of corporate stock or under the provisions of Executive Order or by regulations, or order of the President's a regulatory agreement, the term "applicant" as used in this Committee on Equal Employment Opportunity, or as other- subpart shall mean the mortgagor. wise provided by law. (7) The contractor will include the provisions of Para- (b) In transactions other than those specified in paragraph(a) of graphs(1) through (7) in every subcontract or purchase order this section, the term "applicant" as used in this subpart shall unless exempted by regulations, or orders of the President's mean the builder, dealer or contractor performing the con- Committee on Equal Employment Opportunity issued pursu- struction, repair or rehabilitation work for the mortgagor or ant to Section 303 of Executive Order 10925 of March 6, other borrower. 1961, as amended, so that such provisions will be binding 200.420Equal Opportunity Clause to be included in contracts and upon each subcontractor or vender. The contractor will take subcontracts. such action with respect to any subcontract or purchase orders as HUD may direct as a means of enforcing such
(a) The following equal opportunity clause shall be included in provisions, including sanctions for noncompliance: Provided, . each contract and subcontract which is not exempt: however, that in the event the contractor becomes involved During the performance of this contract, the contractor agrees in, or is threatened with, litigation with a subcontractor or vender as a result of such direction by HUD, the contractor (1) The contractor will not discriminate against any em- may request the United States to enter into such litigation to ployee or applicant for employment because of race, creed, protect the interests of the United States. color, or national origin. The contractor will take affirmative (b) Except in subcontracts for the performance of construction action to ensured that applicants are employed, and that work at the site of construction, the clause is not required to employees are treated during employment without regard to be inserted in subcontracts below the second tier. Subcontracts their race, creed, color, or national origin. Such action shall may incorporate by referenced to the equal opportunity clause. include, but not be limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment 200.425Modification in and exemptions from the regulations in advertising; layoff or termination; rates of pay or other forms this subpart. of compensation; and selection for training, including ap- (a) The following transactions and contracts are exempt from the prenticeship. The contractor agrees to post in conspicuous regulations in this subpart:
places, available to employees and applicants for employ- ment, notices to be provided setting forth the provisions of (1) Loans, mortgages, contracts and subcontracts not ex- the nondiscrimination clause. ceeding $10,000.
(2) The contractor will in all solicitations or advertisements for (2) Contract and subcontracts not exceeding $100,000 for employees placed by or on behalf of the contractor, state that all standard commercial supplies or raw material; qualified applicants will receive consideration for employment (3)Contracts and subcontracts under which work is to be or has without regard race, creed, color, or national origin. been performed outside the United States and where no recruit- (3) The contractor will send to each labor union or repre- ment of workers within the United States in involved. To the sentative of workers with which he has a collective bargain- extent that work pursuant to such contracts is done within the ing agreement or other contract or understanding, a notice, to Untied States, the equal opportunity clause shall be applicable; be provided, advising the said labor union or workers' repre- (4) Contracts for the sale of Government property where sentative of the contractor's commitments under this section, no appreciable amount of work is involved; and and shall post copies of the notices in conspicuous places (5) Contracts and subcontracts for an indefinite quantity available to employees and applicants for employment. which are not to extend for ore than one year if the purchaser (4) The contractor will comply with all provisions of Ex- determines that the amounts to be ordered under any such ecutive Order 10925 of March 6 1961, as amended, and of the contract or subcontract are not reasonably expected to exceed regulations, and relevant orders of the President's Commit- $100,000 in the case of contracts or subcontracts for standard tee on Equal Employment Opportunity created thereby. commercial supplies and raw materials, or $10,000 in the case of all other contracts and subcontracts.
form HUD-92010 (3/06)
VA form 26-421
- Exhibit F
_ Section 8
City of Richmond: - Insurance Requirements - Type 2:
Professional Services
In all instances where CONTRACTOR or its representatives will provide professional services (architects, engineers; . construction management, counselors, medical professionals, hospitals, clinics, attorneys; consultants, accountants, etc.) to the City of Richmond (City), the City requires the following MINIMUM insurance requirements and limits.
CONTRACTOR, shall procure and maintain for the duration of the contract, agreement, or other order for work, services or supplies, insurance against claims for injuries to persons or damages to property which may arise from. or in connection with the performance of the work hereunder and the results of that work by the CONTRACTOR, Its agents, representatives, employees or subcontractors. Maintenance of proper insurance coverage is a material element of the contract. Failure to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of contract.
CONTRACTOR agrees that in the event of loss due to any of the perils for which it has agreed to provide Commercial General Liability insurance, CONTRACTOR shall look solely to Its insurance for recovery. . CONTRACTOR hereby grants to CITY, on behalf of. any insurer providing Commercial General Liability insurance to either CONTRACTOR or CITY with respect to the services of CONSULTANT. herein, a waiver, of any right to subrogation which any such insurer of said CONTRACTOR may acquire against the CiTY by virtue of the payment of any loss under such insurance.
Original, signed certificates and original, separate policy endorsements, naming the City as an additional insured for: general liability coverage, as well as a waiver of subrogation for Workers' Compensation insurance, shall be received and approved by the City before any work may begin. However, failure to do so shall not operate as a waiver of these insurance requirements:
City reserves the right to modify or require additional coverages for specific risk exposures depending on scope of CONTRACTORS work.
Minimum coverage is detailed below:.. The policy limits of coverage shall be made available to the full limits of the policy: The minimum limits stated herein shalt not serve to reduce the policy limits of coverage of CONTRACTOR.
Minimum Scope of Insurance. - the following forms shall be provided and coverage shall be at least as broad as the following:
1... Insurance Services Office Commercial General Liability: coverage (ISO Occurrence Form CG 0001), and including coverage for bodily, and personal injury, property damage, and products and completed operations (if applicable).
2. Insurance Services Office Automobile Liability coverage (ISO Form CA 0001, Code 1, Any Auto),
3.. Original and Separate Additional Insured Endorsement for General Liability (ISO Form CG 20:10:11/85 or its equivalent) with primary and non-contributory language,
4.. Workers' Compensation Insurance as required by the State of California including Employer's Liability coverage.
5. Original and Separate Waiver of Subrogation for. Workers' Compensation insurance:
6. Professional Liability or Errors & Omissions Liability Insurance appropriate to the CONTRACTOR's :
profession (if required.)*
... "
Required Coverage Minimum Limits
Workers' Compensation and Statutory limits as required by the State of Californla including $1 million Employers' Liability Employers' Liability per accident, per employee for bodily injury or disease, If CONTRACTOR is self-insured, provide a certificate of Permission to Self- Insure, signed by the California. Department of Industrial. Relations and Self- Insurance. If contractor is a sole proprietor (has no employees) than contractor must sign "Contractor Release of Liability found at:
http://www.ci.richmond.ca.us/index.aspx?nid=61.
General Liability $2,000,000 per occurrence for bodily injury, personal injury and property (primary and excess limits damage. If the policy includes a general aggregate, either the general. combined) aggregate shall apply separately to this project, service or location or the:
minimum required aggregate limit shall be twice the per occurrence limit ($4 million aggregate limit).
Policy shall be endorsed to name the City of Richmond as an additional insured per the conditions detailed below.
Type 2 - Page 1 of 3
Revised: September 2011
Exhibit F
Sectlon 8
City of Richmond - Insurance Requirements - Type 2:
Professional Services
Automobile Liability $1,000,000 per occurrence for bodily injury and property damage.
Professional Liability or Errors & PROJECT COST REQUIRED LIMXT Omissions Liabllity - $1 million_p/o
$1 million - $5 million $2 million_p/o
Required for all professionals Over $5 million. $5 million_e/o including architects, engineers,
consultants, construction
management, counselors, medical
professionals, hospitals, clinics,
attorneys and accountants, & other
consultants as may be required by
the City.
Required Policy Conditions
Additional Insured Endorsement Applicable to General Liability coverage.
The City of Richmond, its officers, officials, employees, agents and volunteers are to be named as additional insureds for all liability arising oul of the operations by or on behalf of the named insured including bodil! jury, deaths and property damage or destruction arising in any respe rectly or indirectly in the performance of this contra
ISO form CG 20 10 (11/85) or its equivalent is required. If the Contractor is supplying their product or providing a service then the endorsement must not exclude products and completed operations verage. If it does, then CG 20 37 (10/01) is also require MPLE Endorsements can be found a
http://www.ci.richmond.ca.us/index.aspx?nid=61.
Primary and Noncontributory The contractor's insurance coverage must be primary coverage as it pertains to the City, its officers, officials, employees, agents and volunteers. Any Insurance or self insurance maintained by the City is wholly separate from the insurance of the contractor and in no way relleves the contractor from its responsibility to provide insurance.
Waiver of Subrogation Contractor's insurer will provide a Waiver of Subrogation in favor of the City Endorsement Form for Workers' Compensation Insurance during the life of this contract.
SAMPLE Endorsements can be found at
http://www.ci.richmond.ca.us/index.aspx?nid=61.
Deductibles and Self-Insured Any-deductible or self-insured retention must be declared to and approved Retentions
Contractor is responsible for.satisfaction of the deductible and/or self-insured retention for each loss.
A. M. Best Rating :VIl or Better. If the A.M. Best Rating falls below the required ratin ONTRACTOR must replace coverage immediately and provide notice to City Umbrella/Excess Liability Policies
for underlying coverages and over hose insured in the undering piecoverage shall be as broad as specied.
Type 2 - Page 2 of 3
Revised: September 2011
- Exhibit F
_Section &
City of Richmond - Insurance Requirements - Type 2:
Professional Services
Claims-Made Policies
years after compietion of contract work.
Subcontractors
CONTRACTOR shall include all subcontractors as insured under its policies or shall furnish to the City for review and approval, separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein.
CONTRACTOR agrees to defend and indemnify the City of Richmond for any damage resulting to it from failure of either CONTRACTOR or any subcontractor to take out or maintain the required insurance policies. The fact that insurance is obtained by CONTRACTOR, and/or CONTRACTOR's subcontractors, will not be deemed to release or diminish the liability of CONTRACTOR, including, without limitation, liability under the Indemnity provisions of this contract. Damages recoverable by CITY from CONTRACTOR or any third party will not be limited by the amount of the required insurance coverage.
Verification of Coverage
All original certificates and endorsements shall be received and approved by the City before work may begin.
The City of Richmond reserves the right to require complete, certified copies of all required insurance policies including endorsements affecting the coverage at any time.
Original insurance certificates and required policy endorsements shall be mailed or delivered to the Designated Project Manager for the City of Richmond.
Insurance certificates and endorsements may be faxed to the Designated Project Manger. However, CONTRACTOR must mail the original certificates and endorsements to Designated Project Manager once faxed.
Continuous Coverage
CONTRACTOR shall maintain the required insurance for the life of the contract. Should the CONTRACTOR cease to have insurance as required during this time, all work by the CONTRACTOR pursuant to this agreement shall cease until insurance acceptable to the City is provided. In the event that CONTRACTOR fails to comply with the City's insurance requirements, the City may take such action as it deems necessary to protect the City's interests. Such action may include but is not limited to termination of the contract, withholding of payments, or other actions as the City deems appropriate.
If services or the scope of work extend beyond the expiration dates of the required insurance policies initially approved by the City, CONTRACTOR must provide updated certificates and endorsements indicating that the equired coverage, terms and conditions are still in place. Renewal certificates and updated endorsement hall be mailed to the Designated Project Manager
Cancellation
ONTRACTOR shall ensure that coverage shall not be cancelled, reduced or otherwise materially changed excep iter thirty (30) days' prior written notice has been given to the Cit Reporting Requirements
Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall no affect coverage provided to the City, Its officers, officials, employees or volunteers.
Consistent with Public Policy
The insuring provisions, insofar as they may be judged to be against public policy shall be void and unenforceable nly to the minlmum extent necessary so that the remaining terms and provisions herein may be consistent witt public policy and thus. enforceable.
Type 2 - Page 3 of 3
Revised: September 2011
DocuSign Envelope ID: 5C0FBBC7-8904-4DF4-8DFF-0952F45CE930
RICHMOND HOUSING AUTHORITY
CONTRACT AMENDMENT
Department: Richmond Housing Authority Project Manager: Nannette Beachum Project Manager E-mail: [email protected] Project Manager Phone No. (510) 621-1300 Contract/P.O. No. 4581
P.R.
Description of Services: Development Advisory and Financial Services for RHA Amendment No 2 modifies the:
X Term and Payment Limit • Payment Limit • Term X Service Plan The parties to this Contract Amendment do mutually agree and promise as follows:
1. Parties. The parties to this Contract Amendment are the Housing Authority of the City of Richmond, California (Authority), and the following named Contractor:
Contractor Name: David Paul Rosen & Associates
Street Address: 3527 Mt. Diablo Blvd., #361
City, State, Zip Code: Lafayette, CA 94549
Contact Person: David Paul Rosen
Telephone: 510-451-2552 Email: [email protected] Business License No: 40058084 / Expiration Date: 02/19/2022 A California [ ] corporation, [ ] limited liability corporation [ ] general partnership, [ ] limited partnership, [ ] individual, [ 1 non-profit corporation, [ ] individual dba as [specify:]
[X Jother [specify:] sole proprietor
2. Purpose. This Contract Amendment is being entered into to amend the Contract between Authority and Contractor which was approved by the Board of Commissioners of the Housing Authority of the City of Richmond or executed by the Authority's Executive Director on January 1, 2019. Said contract shall hereinafter be referred to as the "Original Contract" and is incorporated herein by reference.
3. Original Contract Provisions. The parties hereto agree to continue to abide by those terms and conditions of the Original Contract, and any amendments thereto, which are unaffected by this Contract Amendment.
4. Amendment Provisions. This Contract Amendment is subject to the Amendment Provisions attached hereto, which are incorporated herein by reference, and which control over any conflicting provisions of the Original Contract, or any amendment thereto.
DocuSign Envelope ID: 5C0FBBC7-8904-4DF4-8DFF-0952F45CE930 Contract Amendment between the Housing Authority of the City of Richmond and
David Paul Rosen & Associates
Amendment No. 2 Contract No. 4581
5. City of Richmond Business License Active Status Maintained. Pursuant to Municipal Code Section 7.04.030, the Contractor must maintain its City of Richmond business license before any provision of this Contract Amendment will be deemed to take effect.
Signatures. These signatures attest the parties' agreement hereto:
CONTRACTOR:
THE HOUSING AUTHORITY FOR THE
CITY OF RICHMOND, CALIFORNIA
Docusigned by: (*The Corporation Chairperson of the Board, President or Vice-President should sign on the line below.)
Nannette & Beacham
By
-49F9CD42219A417.. By_
Title: Executive Director
Title: PRINCIPAL
5/28/2021
(*The Corporation Chief Financial Officer, Secretary or Assistant Secretary should sign on the line below.)
By: N/A
List of Attachments: Title: N/A
1. Amendment Provisions
(NOTE: Pursuant to California Corporations
Code Section 313, if Contractor is a
corporation or nonprofit organization, this
Contract (1) should be signed by the
Chairperson of the Board, President or
Vice-President and the Chief Financial
Officer, Secretary or Assistant Secretary; (2)
should have both signatures conform to
lesignated representative groups pursuan
to Corporations Code Section 313; and (3)
should be accompanied by completed
notary acknowledgment forms)
(Complete the notary acknowledgments
attached hereto)
c: Authority contract amendment formlEJ (6/17/2015)
DocuSign Envelope ID: 5C0FBBC7-8904-4DF4-8DFF-0952F45CE930 Contract Amendment between the Housing Authority of
the City of Richmond and
David Paul Rosen & Associates
Amendment No. 2 Contract No. 4581
AMENDMENT PROVISIONS (TERM AND PAYMENT LIMIT)
Paragraph 2 (Term) of the Original Contract is hereby amended to extend the Contract term. Paragraph 2 of the Original Contract is amended to read as follows:
"2. Term. The effective date of this Contract is January 1, 2019 and it terminates June 30, 2024 unless sooner terminated as provided herein."
2. Paragraph 3 (Payment Limit) of the Original Contract is hereby amended to increase the payment limit by $ 244,140. Paragraph 3 of the Original Contract is amended to read as follows:
3. Payment Limit. Authority's total payments to Contractor under this Contract shall not exceed $637,740."
The Authority shall not pay for services that exceed the Contract Payment Limit without the prior written approval of the Authority's Executive Director if the total Contract amount does not exceed $10,000 or without the prior approval of the Board of Commissioners if the total Contract amount is over $10,000. c: /Authority contract amendment formlEJ (6/17/2015)
DocuSign Envelope ID: 5C0FBBC7-8904-4DF4-8DFF-0952F45CE930 Contract Amendment between the Housing Authority of
the City of Richmond and
David Paul Rosen & Associates
Amendment No. 2 Contract No. 4581
AMENDMENT PROVISIONS (SERVICE PLAN)
(CONTRACTOR'S OBLIGATION'S)
The Service Plan (Exhibit A) of the Original Contract is hereby amended to include the following task and/or services:
See attached
• DRA Richmond Tasks, Hours and Cost Estimates Remainder of FY 2021 and FY 2022-FY 2024
• DRA Project Work Tasks and Schedule FY 2022 through FY 2024 c: Authority contract amendment form\EJ (6/17/2015)
DocuSign Envelope ID: 5C0FBBC7-8904-4DF4-8DFF-952F45CE930 DRA Richmond Tasks, Hours and Cost Estimates Remainder of FY 2021 and FY 2022-FY 2024 Existing Budget Requested Budget Extension Estimates
FY 2021 FY 2023 FY 2024
Feb. 1, 2020
thru June 30, July 1, 2021 thru July 1, 2022 thru July 1, 2023 thru 2020 June 30, 2022 June 30,2023 lune 30, 2024
DRA Hours by Project and Task
Hacienda 18 0
Closing teleconferences/preparation/follow up
Review Bond, Lender and Investor Documents 50
0 Revlew final pro formas 18
Review settlement statement/monitor payments to RHA. at closing 10 2 24
I Subtor construction toan draws 98 24
Richmond Village I and I!
Weekly team calls
Review appraisers and appraisal 00000 ...
Review PCNA
Review pro forma and financing plan
Advise on negotiations with investor
Review/negotiate RHA/MBS proposa/agreement
Review legal documents for restructuring
Review lax credit application/pro formas for resyndication Review debt and equity RFPs/bids
Review bond, lender & investor documents for resynd.
Monitor construction loan draws
Subtotal
Nevin Road
Rehabilitation of Existing Building
Team calls, etc.
Review pro formas and funding applications.
Review debt and equity RFPs/bids MOONDO
Revlew bond, lender and investor documents
Review ground lease
Monitor construction loan draws
New Construction
Team calls, etc.
Review pro formas and funding applications
Review debt and egulty RFPs/bids 80000°
Review bond, lender and Investor documents 500
Review ground lease •
Subtotal
Nystrom
Prepare lerm sheet
Prepare RHA Board recommendation/staff report ... ...
Review/segoliate ERNA
Review/negotiate DDA 20
Revlew/negotiate ground lease 16
Block A: Review pro formas/funding applications 50
24 Block A: Review debt and equity RFPs/bids 50 0 0
Block A: Review bond, lender and investor documents 40
Block B: Revlew pro formas/funding applications 20
Block B: Review debt and equity RFPs/olds 40
Block B: Revlew bond, lender and Investor documents 40
Blocks C & D: Review homeownership pro formas 40
Blocks C & D: Revlew homeownership second morigage docs 80 100 G0 174
Subtotal
484 138 256
Total DRA Hours 294
$108,780 $179,080 $51,060 $94,720
Labor Expense $7,000 $7,000 $7,000
Administration and Reimbursable Expenses $3,000
$171,780 $186,080 $58,060 $101,720
Total Contract Estimate
5244,140
FY 2022 and FY 2023 Total
DRA Project Work Tasks and Schedule
FY 2022 through FY 2024
FY 2027 FY 2022. FY 2023
Jan-Mar 21 Apr-june 21 Juk-Sept21 Oct-Dec21 Jan-Mar 22 Apr-)une 22 Jut-Sept 22 Oa-Dec 22 fan-Mar23 Apr-june 23 Hacienda
Weekly closing teleconferences
Review bond, lender and investor Documents
Review closing pro forma
Review sealement statement prits to RHA
Close construction loan
Monitor construction loan draws DocuSign Envelope ID: 5C0FBBC7-8904-4DF4-8DFF-0952F45CE930 Disposition of extra parcel
Richmond Village
Weekly team calls
Review appraisers and appraisal
Review PCNA
Review pro forma and financing plan
Advise on negotiations with investor
Review/negotiate RHAMBS proposal/agreement
Review legal documents for restructuring
Review resyndication pro formas/funding applications
Review debt and equity RFPs/bids
Review bond, lender & investor dacuments far resynd.
Monitor construction loan draws
Norin Road
Rehabilitation of Existing Building
Review pro formas and funding applications.
Review debt and equity RFPs/oids
Review bond, lender and investor documents
Review ground lease
Close construction loan
Monitor construction laan draws
New Construction
Review pro formas and funding applications
Review debt and equity RFPs/bids.
Review bond, lender and investor documents
Review ground lease
Close construction loan
Nystrom
Prepare term sheet
Prepare RHA Board recommendation/staff report
Review/negotiate ERNA
Reviewmegotiate DDA
Review/negotiate ground lease
Black A: Review pro formastfunding applications
Block A: Review debtand eguity RFPs/pids
Block At Review bond, lender and investor documents
Block A: Close construction loan
Block A: Monitor construction loan draws
Block A: Construction complete
Block 8: Review pro formas/unding applications
Block B: Review debt and equity RFPs/bids
Block B: Review bond, lender and investor documents
Block B: Ciose construction loan
Blocks C & D. Review homeownershia pro formas
Blocks C & D: Review second monage documents
RICHMOND HOUSING AUTHORITY
CONTRACT AMENDMENT
Department: Richmond Housing Authority Project Manager: Nannette Beacham Project Manager E-mail: [email protected] Project Manager Phone No. (510) 621-1300 Contract/P.O. No. 4581
Description of Services: Development Advisory and Financial Services for RHA Amendment No. modifles the:
X Term and Payment Limit • Payment Limit D Term X Service Plan The parties to this Contract Amendment do mutually agree and promise as follows; Parties. The parties to this Contract Amendment are the Housing Authority of the City of Richmond, California (Authority), and the following named Contractor:
Contractor Name: David Paul Rosen & Associates
Street Address: 3527 Mt. Diablo Bivd., #361
City, State, Zip Code: Lafayette, CA 94549
Contact Person: David Paul Rosen
Telephone: 510-451-2552 Email: [email protected] Business License No: 40058084 / Expiration Date: 1/30/2021 A California [ ] corporation, [ 1 limited liability corporation [ 1 general partnership, [1 limited partnership, [ ] individual, [ ] non-profit corporation, [ ] individual dba as [specify:)
¡X] other [specify:) sole propietor™
2. Purpose. This Contract Amendment is being entered into to amend the Contract between Authority and Contractor which was approved by the Board of Commissioners of the Housing Authority of the City of Richmond or executed by the Authority's Executive Director on DATE, Said contract shall hereinafter be referred to as the "Original Contract" and is incorporated herein by reference.
Original Contract Provisions. The parties hereto agree to continue to abide by those terms and conditions of the Original Contract, and any amendments thereto, which are unaffected by this Contract Amendment.
4. Amendment Provisions. This Contract Amendment is subject to the Amendment Provisions attached hereto, which are incorporated herein by reference, and which control over any conflicting provisions of the Original Contract, or any amendment thereto.
Contract Amendment between the Housing Authority of the City of Richmond and
Amendment No. 1 Contract No. 4581
5. City of Richmond Business License Active Status Maintained. Pursuant to Municipal Code Section 7.04.030, the Contractor must maintain its City of Richmond business license before any provision of this Contract Amendment will be deemed to take effect.
Signatures. These signatures attest the parties' agreement hereto:
CONTRACTOR:
THE HOUSING AUTHORITY FOR THE
CITY OF/RICHMOND, CALIFORNIA
(The Corporation Chaimerson of the Board, President or
vice-President should sign on the line below.
handle/Beachan
rile: Executive Director
Title: FANCIATE
(*The Corporation Chief Financial Officer, Secretary or Assistant Secretary should sign on the line below.)
By:_
List of Attachments: Title:
1. Amendment Provisions
(NOTE: Pursuant to California Corporations
Code Section 313, if Contractor is a
corporation or nonprofit organization, this
Contract (1) should be signed by the
Chairperson of the Board, President or
Vice-President and the Chief Financial
Officer, Secretary or Assistant Secretary; (2)
should have both signatures conform to
designated representative groups pursuant
to Corporations Code Section 313; and (3)
should be accompanled by completed
notary acknowledgment forms)
(Complete the notary acknowledgments
attached hereto)
c: Authority contract amendment formlEJ (6/17/2015)
Contract Amendment between the Housing Authority of
the City of Richmond and
Amendment No. 1 Contract No. 4581
AMENDMENT PROVISIONS (TERM AND PAYMENT LIMIT)
Contraparam. Paragram) of the Original Contract amende to dead as foln. Paragraph 2 (Term) of the Original Contract is hereby amended to extend the "2. Term. The effective date of this Contract is 1/1/2019 and It terminates 6/30/2021 unless sooner terminated as provided herein." Paragraph 3 (Payment Limit) of the Original Contract is hereby amended to increase the payment limit by $243,600. Paragraph 3 of the Original Contract is amended to read as follows:
3. Payment Limit. Authority's total payments to Contractor under this Contract shall not exceed $393,600."
The Authority shall not pay for services that exceed the Contract Payment Limit without the prior written approval of the Authority's Executive Director If the total Contract amount does not exceed $10,000 or without the prior approval of the Board of Commissioners if the total Contract amount is over $10,000. :
c: Authority contract amendment form\EJ (6/17/2015)
:
Contract Amendment between the Housing Authority of
the City of Richmond and
Amendment No. 1 Contract No. 4581
AMENDMENT PROVISIONS (SERVICE PLAN)
(CONTRACTOR'S OBLIGATION'S)
The Service Plan (Exhibit A) of the Original Contract is hereby amended to include the following task and/or services:
Estimate of DRA Richmond HUD Repositioning Tasks; Hours and Cost Elimates Remainder of FY 2020 and FY 2021 July 1, 2020
hru june 30
2021
DRA Hours by Project and Task
Hacienda
• Bidding deht and equily review
• Review kan agreements and LPA
• Closing (teleconferences)
• Monitoring payments to RHA at closing
Subtotal
Nevin
• Attend council meeting for developer selection
• Review revised devekoper financing plan/pro formas (after selection) * Review/Negotiation of ENA
•> Review/Negotiation ofDDA
" Bidding debt and equity review
• Review kan agreements and LPA
Nystrom
n Preparation of Master Developer RFO/RFP 0
• Review of developer submittals
* Review project financial statements/operating costs
* Developer financial capacity/mento
• Review financing plans and pro formas/mento
* Attend council session
• Review/Negotiation of'ENA
• Review/Negotiation of DDA
• Review Pro Formas/Financing Applications
• Bidding debt and equity review
• Review loan agreensents and LPA
Subtotal
Richmond Village land
® Attend Council mgeting, option agreement (same meering as for Nevin above) • Preparation of Developer RFO/FP
• Review of developer submittals
* Review project financial statements/operating costs
* Developer financial capacity/memo
* Review REP Financing plans and pro fornias/memo
* Attend Council meeting, developer selection
• Review/Negotiation Of ENA 15
• Review/Negotiation of DDA 25
i Review. Pro Fornyas/Financing Applications 20
n Bldding debt and equity review 16
• Review loan agreements and LPA 30
Subtotal 18 202
Total DRA Hours 240
390
Labor Expense $B8,800 $144,300
Administration and Reimbursable Expenses $3,500 $7,000
Total Contract Estimale $92,300 $151,300
C:/Authority contract amendment form\EJ (6/17/2015)
-
•
•
RICHMOND HOUSING AUTHORITY
PURCHASE OF SERVICES CONTRACT
Gabino Arredondo 620-6512
Project Mgr: Project Migr Phone No:
Project Description: FINANCIAL AND DEVELOPMENT ADVISORY SERVICES FOR THE RHA The parties to this Purchase of Services Contract (Contract) do mutually agree and promise as follows:
Parties. The parties to this Contract are the Housing Authority of the City of Richmond, California, (Authority) and the following named Contractor:
David Paul Rosen & Associates
(NAME)
3527 Mt. Diablo Blvd., #361
(Street Address)
Lafayette, CA 94549
(City, State, Zip Code)
(Taxpayer ID No.)_ 94-2981037
(Vendor No.) 13759
(Richmond Business License No.). _(Expiration Date)
An California korporation, partership private individual, nonprofit corporation, religious institution, role proprietor, other (Please check appropriate box)
Term. The effective date of this Contract is 1/1/2019 and it terminates 12/31/2020 unless terminated as provided herein.
3. Payment Limit. Authority's total payments to Contractor under this Contract shall not exceed $ 150,000 _ The Authority shall not pay for services that exceed the Contract Payment Limit without the prior written approval of the Authoritv's Executive - Director if the total contract amount does not exceed $10,000 or without the prior approval of the Board of Commissioners if the total contract amount is over $10,000.
4. Contractor's Obligations. Contractor shall provide those services and carry out that work described in the Service Plan which is attached hereto and, is incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein.
Authority's Obligations, Authority shall make to the Contractor those payments described in the Payment Provisions attached hereto which are incorporated herein by reference, subject to all the terms and couditions contained or incorporated herein.
General and Special Conditions, This Contract is subject to the General Conditions and Special Conditions (if any), which are attached hereto and are incorporated herein by • reference, subječt to all the terms and conditions contained or incorporated herein.
Signatures. These signatures attest the parties' agreement hereto:
HOUSING AUTHORITY OF CONTRACTOR
THE CITY OF RICHMOND -
•
Adi Calito
By BY DAUIA LOSEN
Title Acting RHA ExcePir. Title PRINCEPAL
Date Signed 1/30/19 Date Sigued 1.30.19
LIST OF ATTACHMENTS: (The Corporation Chief Financlal OBloer, Socrotary or Assetent Socratesy abould riga belon.)
Service Plan
By _ N/A
Payment Provisions
Insurance Provisions Title N/A
General Conditions
Special Conditions Date Signed_ N/A
(NOTB: Pursuant to California Corporations
Code Section 313, if Contractor is a
corporation or nonprofit corporation, this
Contract (1) must be signed by (a) the
Chairperson of the Board, President or Vice
President and (b) the Secretary, any Assistant
Secretary, the Chief Financial Officer or any
Assistant Treasurer
SERVICE PLAN
See the Special Conditions page.
PAYMENT PROVISIONS
SHALL NOT PAY FOR SERVICES THAT EXCEED THE CONTRACT PAYMENT LIMIT (PLEASE NOTE THAT THE HOUSING AUTHORITY OF THE CITY OF RICHMOND
WITHOUT THE PRIOR WRITTEN APPROVAL OF THE ADMINISTRATOR IF THE THE PRIOR APPROVAL OF THE AGENCY BOARD IF THE TOTAL EXCESS CONTRACT TOTAL EXCESS CONTRACT AMOUNT DOES NOT EXCEED $10,000.00 OR WITHOUT AMOUNT IS OVER $10,000.00.)
I. Provided Contractor is not in default under this Contract, Contractor shall be compensated as provided below.
2. Any and all payments made pursuant to this Contract shall be subject to the Contract Payment Limit. The Payment Limit includes expenses (phones, photo copying, meals and travel, etc). Invoices, shall be adequately detailed, based on accurate records, and be in a forn reasonably satisfactory to the Authority.
Contractor may be required to provide back-up material upon request.
3. Contractor shall submit timely invoices to the following address:
Attention: Accounts Payable, Finance
Department Project Manager: Gabino Arredondo
P. O. Box 4046
Richmond, CA 94804-0046
4. All invoices that are submitted by Contractor shall be subject to the approval of the Authority's Project Manager, Gabino Arredondo before payments shall be authorized.
5. The Authority shall pay invoice(s) within 45 days after completion of services to the Authority's satisfaction. Authority shall not pay late fees or interest.
7. All insurance coverage required by this Contract shall be provided by the the insurance coverage must be kept current during the term of this Contract Contractor before, any payment under this Contract shall be authorized and for payments to continue to be authorized.
GENERAL CONDITIONS
1 Compliance with Law, CONTRACTOR shall be subject to and comply with all Federal, State and local laws and regulations applicable with respect to its performance under this Contract, including but not limited to, licensing, employment and purchasing practices; and wages, hours, and conditions of employment.
2. Inspection, CONTRACTOR's performance, place of business and records pertaining to this Contract are subject to monitoring inspection, review and audit by authorized representatives of the AUTHORITY, the State of Califoria, and the United States Government.
Records.
3.1 CONTRACTOR shall keep and make available for inspection and copying by authorized representatives of the AUTHORITY, thé State of Califomia, and the United States Government, the CONTRACTOR's regular business, records and such additional records pertaining to this Contract as may be required by the AUTHORITY.
3.2 ' CONTRACTOR shall retain all documents pertaining to this Contract for a period of five years after this Contract's termination (or for any further period that is : required by law) and until all Federal or State audits are complete and exceptions resolved for this contract's funding period. Upon request, CONTRACTOR shall make these records available to authorized representatives of the AUTHORITY, the State of California, and the United States Government.
4. Roporting Requirements, CONTRACTOR shall include in all documents or written reports completed and submitted to AUTHORITY in accordance with this Contract a separate section listing the numbers and dollar amounts of all contracts and subcontracts relating to the preparation of each such document or written report.
5. Termination,
5.1 Written Notice, This Contract may be terminated by either party, at their sole discretion, upon thirty-day (30) advance written notice thereof to the other, and may be canceled inmediately by written mutual consent.
5.2 Failure to Perform.
5.2.1 The AUTHORITY upon written notice to CONTRACTOR, may immediately terminate this Contract should the CONTRACTOR fail to • perform properly any of its obligations hereunder. In the event of suck termination, the AUTHORITY may proceed with the work in any reasonable manner it chooses.
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32 To lie CONTRACtio, the Al, THe ory has the to At to Hit payment to. writing to the CONTRACTOR,
5.22.1 The CONTRACTOR'S performance, in whole or in part, either has not been carried out or is insufficiently
documented;
5.2.22 The CONTRACTOR has neglected, failed, or refused to furnish information or to cooperate with any inspection, review, or audit of its program, work, or records; or
5.2.23 The CONTRACTOR has failed to sufficiently itemize or document its demand(s) for payment.
5.3 Cessation of Funding. Notwithstanding Paragraph 5.1 above, in the event that Federal, State, or other non-AUTHORITY funding for this Contract ceases, this Contract may be terminated immediately by AUTHORITY upon written notice.
Entire Agreement, This Contract contains all the terms and conditions agreed upon by the parties. Except as expressly provided herein, no other understandings, oral or otherwise, regarding the subject matter of this Contract shall be deemed to exist or to bind any of the parties hereto.
Further Specifications for Operating Procedures. Detailed specifications of operating procedures and budgets required by this Contract, including but not limited to, monitoring, auditing, billing, or regulatory changes, may be developed and set forth in written Information Agreements between the CONTRACTOR and the AUTHORITY. Such Information Agreements shall be designated as such and shall not be amendments to this Contract except to the extent that they further detail or clarify that which is already required hereunder. Such Information Agreements may not enlarge in any manner the scope of this Contract, tacluding any sums of money to be paid the CONTRACTOR as provided herein.
8. Modifications and Amendments,
8.1 General Amendments. This Contract may be modified or amended by a written document executed by this CONTRACTOR and the AUTHORITY'S Board of Commissioners or, after Board approval, by its designee, subject to any required GENERAL CONDITIONS® Page 3
8.2 Administrative Amendments. Subject to the Payment Limit, the Payment ovisions and the Service Plan may be amended by a written administrati nendment executed by the CONTRACTOR and AUTHORITY's Executiv Director subject to any required State or Federal approval, provided that such administrative amendments may not materially change the Payment Provisions o the Service Plan.
2. Disputes. Disagreements between the AUTHORITY and CONTRACTOR concerning the meaning, requirements, or performance of this Contract shall be subject to final determination, in writing, in accordance with the applicable procedures (if any) required by the State or Federal Goverment.
10. Choice of Law and Jurisdiction.
10.1 This Contract is made in Contra Costa County and shall be governed and construed in accordance with laws of the State of California.
10.2 Any action relating to this Contract shall be instituted and prosecuted in the courts of Contra Costa County, State of California.
11 Conformation with Federal and State Regulations, Should Federal or State regulations touching upon the subject of this Contract be adopted or revised during the term hereof, this Contract may be amended to assure conformance with such Federal or State requirements.
12, No Waiver by Authority. Subject to Paragraph 9 (Disputes) of these General Conditions, inspections or approvals, or statements by any officer, agent or employee of the AUTHORITY relating to the CONTRACTOR's performance, or payments therefor, or any combination of these acts, shall not relieve the CONTRACTOR'S obligation to fulfill this Contract as prescribed; nor shall the AUTHORITY be thereby stopped from bringing any action for damages or enforcement arising from any failure to comply with any of the terms and conditions of this Contract.
13. Subcontract and Assignment, This Contract binds the heirs, successors, assigns and representatives of CONTRACTOR. The CONTRACTOR shall not enter into subcontracts for any work contemplated under this Contract and shall not assign this Contract, nor any portion hereof or monies due or to become due, without the prior written consent of the AUTHORITY's Board of Commissioners or its designes, subject to any required State or Federal approval.
14, Independent Contract Status. This Contract is by and between two independent CONTRACTORS and is not intended to and shall not be construed to create the GENERAL CONDITIONS Page 4
relationship of agent, servant, employee, partnership, joint venture or association.
15. Conflicts of Laterest CONTRACTOR promises and attests that the CONTRACTOR and ny members of its governing body shall avoid any actual or potential conflicts o terest. If CONTRACTOR is a corporation, CONTRACTOR agrees to furnish to th AUTHORITY upon demand a valid copy of its most recently adopted bylaws and also & omplete and accurate list of its governing body (Board of Directors or Trustees) and t timely update said bylaws or the list of its governing body as changes in such governance occur.
16. Confidentiality.
16.1 CONTRACTOR agrees to comply with, and to require its employees, agents and reportio confinil a pies so or else or of plations
served under this Contract, their records, or services provided them, and assures that:
16.1.1 All applications and records concerning any individual made or kept by CONTRACTOR or any public officer or agency in connection with the administration of or relating to services provided under this Contract will be confidential, and will not be open to examination for any purposes not directly connected with the administration of such service.
16.1.2 No person will publish or disclose or permit or cause to be published or isclosed, any list of persons receiving services, except as may be required:
le administration of such servic
16.2 CONTRACTOR agrees to inform all employees, agents and partners of the above provisions, and that any person knowingly and intentionally disclosing such information other than as authorized by law may be guilty of a misdemeanor.
17. Nondiscrimination - CONTRACTOR, CONTRACTOR agrees to observe the provisions of Section 2.28.030 of the Municipal Code of the City of Richmond, obligating every CONTRACTOR under a Contract with the CITY for public work or for goods or for services to refrain from discriminatory employment or subcontracting practices on the basis of race, color, sex, sexual orientation, religious creed, national origin or ancestry of any employees, any applicant for employment for any potential subcontractor. Said Sectior
18. Indemnification. The CONTRACTOR shall defend, save harmless and indemnify the AUTHORITY and its officers, agents and employees from any and all claims, costs and GENERAL CONDITIONS Page 5
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liability for any damages, sickness, death or injury to persons or property arising from, or CONTRACTOR shall reimburse the AUTHORITY for any expenditures, including reasonable attorney's fees, incurred by the AUTHORITY in pursuit or defense of matters hat are the subject of this indemnification. If requested by the AUTHORITY, the CONTRACTOR shall defend any claims or litigation to which this indemnification provision applies at the sole cost and expense of the CONTRACTOR:
19. Notices. All notices provided for by this Contract shall be in writing and may be delivered by deposit in the United States mail, postage prepaid. Notices to the AUTHORITY shall be addressed to the AUTHORITY's Executive Director. Notices to receipt by the AUTHORITY's Executive Director.
20. Primacy of General Conditions, Except for Special Conditions which expressly supersede General Conditions, the Special Conditions (if any) and Service Plan do not limit any ter of the General Conditions.
Nourenewal, CONTRACTOR understands and agrees that there is no representation, implication, or understanding that the services provided by CONTRACTOR under this Contract will be purchased or renewed by the AUTHORITY under a new contract following expiration or termination of this Contract, and waives all rights or claims to notice or hearing respecting any failure by AUTHORITY to continue the purchase of all or any failure to continue purchase of all or any such services from CONTRACTOR.
22. Possessory Interest, If this Contract results in the CONTRACTOR having possession of, claim to or right to the possession of land or improvements, but does not vest ownership f the land or improvements in the same person, or if this Contract results in the placement of taxable improvements on tax exempt land (Revenue and Taxation Code 107), such interest or improvements may represent a possessory interest subject to property tax, and CÓNTRACTOR may be subject to the payment of property taxes
23. No Third-Party Beneficiaries. Notwithstanding mutual recognition that services under this Contract may provide some aid or assistance to members of the AUTHORITY's population, it is not the intention of either the AUTHORITY or CONTRACTOR that obligations assumed by either party to this Contract. such individuals occupy the position of intended third-party beneficiaries of the
GENERAL CONDITIONS
"
24. Copyrights and Rights in Data. CONTRACTOR shall not publish or transfer any materials produced or resulting from activities supported by this Contract without the express prior written consent of the AUTHORITY's Executive Director. If any material is subject to copyright, the AUTHORITY reserves the right to copyright such, and the CONTRACTOR agrees not to copyright such material. If the material is copyrighted by CONTRACTOR, the AUTHORITY reserves a royalty-free, nonexclusive, and irrevocable license to reproduce, publish, and use such materials, in whole or in part, and to authorize others to do so.
25. Changes and Extra Work,
25.1 When Changes in the Services Plan are required by AUTHORITY or requested by CONTRACTOR, CONTRACTOR shall promptly estimate their effect on the cost of the services, and on its time schedule, and so notify AUTHORITY in writing.
25.2 No Change shall be implemented by CONTRACTOR unless it is approved by AUTHORITY in writing. Unless otherwise agroed to in writing, all provisions of this Contract shall apply to all Changes in the Service Plan.
25.3 If AUTHORITY determines that a Change materially affects the total value or time of performance of this Contract, CONTRACTOR and AUTHORITY will mutually agree in writing to an equitable adjustment.
25.4 Within the limits of the Contract Payment Limit of this Contract, AUTHORITY may request Extra Work to be performed by CONTRACTOR. Extra Work is defined as work which was not authorized in the original Contract, and is, subsequent to the execution of this Contract by all parties hereto, determined by the AUTHORITY to be necessary for the Project. Upon receipt of an Extra Work authorization from AUTHORITY's Authorized Representative, CONTRACTOR shall continue performance of the services as revised by the authorization.
25.5 If AUTHORITY determines that revisions to the Contract Payment Limit, Service Plan, Payment Provisions, or other parts of the Contract are necessary, the revisions shall be mutually agreed upon and incorporated herein through the execution of written amendments to this Contract.
26. Survival.
The rights and obligations of the parties which by their nature survive termination or completion of the services covered by this Contract, shall remain in full force and effect after termination or completion.
GENERAL CONDITIONS Page 7
Performance and Final Acceptance.
27.1 CONTRACTOR represents that it is experienced, qualified, registered, licensed, equipped, organized and financed to perform the services under this Contract.
27.2 CONTRACTOR shall perform the services under this Contract with that degree of AUTHORITY may have, CONTRACTOR shall, at its own expense, correct any services which fail to meet the above standard.
27.3 AUTHORITY shall provide CONTRACTOR an opportunity to cure errors and omission which may be disclosed during the review of submittals, with no increase in the authorized Contract Payment Limit. Should CONTRACTOR fail to make necessary corrections in a timely manner, such corrections shall be made by the AUTHORITY and the cost thereof shall be charged to CONTRACTOR.
27.4 If warranted, AUTHORITY shall determine, and CONTRACTOR may request such determination, that CONTRACTOR has satisfactorily completed performance of this Contract Upon such determination, AUTHORITY shall issue to CONTRACTOR a written Notice of Final Acceptance; after which CONTRACTOR shall not incur further costs under this Contract.
CONTRACTOR shall respond to such Notice of Final Acceptance by executing and submitting to AUTHORITY a Release and Cortificate of Final Payment.
28. Force Majeure.
Neither party hereto shall be considered it default in the performance of its obligations hereunder to the extent that the performance of such an obligation is prevented or delayed by any cause, existing or future, which is beyond the reasonable control of such party.
29. Severability.
In the event that any of the provisions or portions or applications thereof of this Contract are held to be unenforceable or invalid by any court of competent jurisdiction, AUTHORITY and CONTRACTOR shall negotiate an equitable adjustment in the provisions of the Contract with a view toward effecting the purpose of this Contract, and the validity and enforceability of the remaining provisions or portions or applications GENERAL CONDITIONS Page 8
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thereof, shall not be affected thereby.
30. Authorized Representatives and Notices.
30.1 AUTHORITY and CONTRACTOR sball each desigaato, below, an Authorized Representative who has authority to act on its behalf in the administration of this • Contract.
302 Wite nois of ion the oried Reprobal be provided, i advance, of changes is name
30.3 Notices provided for under this Contract shall be in writing, and shall be served on the to ed retire cal a rice ad personally or as the pany.
30.4 AUTHORITY hereby designates as its Authorized Representative the Project Manager whose name and address are as follows:
Gabino Arredondo
Richmond Housing Authority
330 24th St
Richmond CA 94804
30.5 CONTRACTOR hereby designates as its Authorized Representative the Project Manager whose name and address are as follows:
David Rosen, Principal
David Paul Rosen & Associates
3527 Mt. Diablo Blvd., #361
Lafayette, CA 94549
31. Pursuant to Richmond Municipal Code Section 7.04.030, the Contractor must have, or must obtain, a City of Richmond business license before any provision of this Contract will be deemed to take effect.
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GENERAL CONDITIONS Page 9
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SPECIAL CONDITIONS
1. Contractor shall provide the services set forth in the document entitled "Scope of Services", which is attached hereto and incorporated herein by this reference.
2. In addition to the General Conditions set forth herein, Contractor shall comply with the terms and conditions set forth in the documents entitled "General Conditions for Non- Construction Contracts Sections I" (HUD-5370-C), "Certifications and Representations of Offerors" (HUD-5369 C), and "Certification Regarding Debarment and Suspension" (HUD-2992) which are attached hereto and incorporated herein by this reference. If there are any conflicts between the terms and conditions set forth in the General Conditions set forth herein and the terms and conditions set forth in the attached documents, the terms and conditions set forth in the attached documents shall take precedence and shall prevail.
3. Contractor shall provide the insurance coverage set forth in the document entitled "City of Richmond - Insurance Requirements - Type 2: "Professional Services" which is attached hereto and incorporated herein by this reference. Contractor shall maintain said coverage during the entire term of this contract.
However, wherevér the document refers to the "City of Richmond" or the "CITY", the Contractor shall substitute the words "Housing Authority of the City of Richmond" or "Authority".
SCOPE OF SERVICES
Specific tasks that are requested of DRA as part of this scope of work may include but not be limited to:
• Providing RHA with a range of financial advisory services for assessment of, and strategic, business and financial planning for RHA to manage its portfolio of public housing, Low Income Housing Tax Credit (LIHT) housing and special needs housing, to assure its appropriate, reinvestment, rehabilitation and if appropriate its redevelopment.
• Analyzing project financial, economic and development feasibility, and compliance with the requirements and competitive criteria of leverage sources of funding, both public (HUD and other) and private sector, of developer proposals for financial assistance from RHA.
• Providing market real estate and demographic analysis for RHA as required for affordable housing and mixed income/mixed use development and/or financing supported by RHA.
• Establishing a master plan strategy for revitalization of RHA's public housing properties (Nevin Plaza, Nystrom, Richmond Village I, II and II, Hacienda, others) that may include rehabilitation or demolition and new development on some sites and disposition of others based on an assessment of market land values and disposition opportunities, site development and leveraged financing opportunities and constraints, carrying costs, community issues, and other relevant factors determined in conjunction with RHA staff
• Determining RHA's development role and RHA ownership entity (e.g., general partner, co-general partner, guarantor, lender and others) for each public housing redevelopment project, and its component parts based on the ongoing assessment of RHA's staff and financial capacity, and the City's interests. • Reviewing existing loan agreement or other documentation regarding the City of Richmond's investment into RHA's affordable housing assets. • Preparing a Five-Year Capital Plan to include financial strategies and funding gap estimates for projects anticipated over the next five years. The Capital Plan will serve as a rolling projection of income, expenses, net development revenues, City/RHA fund balances and time frames for revitalization of RHA public housing assets, and for development of other affordable housing projects as opportunities and financing allow.
• Prepare estimates of project gap financing requirements for, and proceeds from, the rehabilitation, redevelopment and/or sale of Nevin Plaza, Nystrom, Richmond Village (I, Il and/or Ill) option and Hacienda properties. • Coordinate with HUD, City, RHA, and other Technical Assistance providers on asset repositioning.
• Additional tasks as outlined in the Scope of Services for Calendar Years 2019 - 2020 dated November 29, 2018 attached hereto and incorporated herein by this reference.
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REIMBURSEMENT SCHEDULE
Position
Principal I Houry Reimbursement 370
Principal II
Senior Associate $320
Associate $285
Research Associate I
$255
Research Associate iI $250
Data Entry, Word Processing, Administrative Assistance $120 and Accounting.
The following costs are reimbursable expenses with supporting receipts:
• Mileage at the equivalent of the then current federal mileage reimbursement rate; tolls
• Round-trip coach airfare, as mutually agreed by client and consultant • Ground expenses: rental cars, parking, cabs and other • Meals and lodging
• Long-distance telephone charges, facsimile charges and expedited courier service • Copying and production charges
• Data service charges
• Supplies, as required for deliverables
DRA may increase its Professional Fees on January 1, 2021, and will notify its clients in writing of this change.
General Conditions for Non-Construction U.S. Department of Housing and Urban • Development
Contracts Office of Public and Indian Housing
Section I - (With or without Maintenance Work) Office of Labor Relations OMB Approvel No. 2577-0157 (exp. 131/2017)
Pubite Reporting Burden for thia collaction of Information is eatlmated to average 0.08 hours per reaponse, friduding the time for reviering fatructions, Bearching exeting data sources, gathering and maintaining the data neaded, and completing and revlawing the collection of Information. Send comments regarding this burden estimate or any other aspect of this collection of Information, induding suggestions for reducing this burden, to the Reports Management Officer, Office or intonaton Forces and Systems, U.s. Department of Housing and Urban Devalopment, Washington, D.C. 20410-3600; and to the Office of Management and Budget, Paperwork Rextuction Project (2577-0157), Washington, D.C. 20503. Do not send thia completed form to either of thase addresses.
Appilcability. This form HUD 5370-C has 2 Sectons, Those proposal submitted before final payment of the contract.
Sections must be inserted Into non-conatruction contracts as (d) Fallure to agree to any adjustment shall be a dispute under described below: clause Disputes, herein. However, nothing in this clause shall excuse the Contractor from proceeding with the
1) Non-construction contracte (without maintenance) condract as changed. greater than $100,000 - use Section I; (e) No services för which an additional cost or fee will be * 2) Malntenance contracts (Including nonrouine charged by the Contractor shall be fumished without the maintenance as defined at 24 CFR 968.105) greator than prior written consent of the HA. $2,000 but not more than $100,000 - use Section Il; and 3) Maintenance contracts (Including nonroutne 3. Termination for Convenience and Default maintenance), greater thail $100,000 - Usa Sections I
(a) The HA may tarminate this contract in whole, or from time to time in part, for the HA's convenlance or the fallure of the Section I - Clauses for All Nor-Construction Contracts greater Contractor to fulfill the contract obligations (default). The than $100,000 HA shall terminate by delivering to the Contractor a written Notice of Termination specilying the nature, extent, and
1. Delinitions effective date of the termination. Upon receipt of the notice, the Contractor shall: (i) immediately discontinue all services The following definitions are applicable to this contract affected (unlass the notica diracts otherwise); and (!) (a) "Authority or Housing Authority (HA)" means the deliver to the HA all information, reports, papers, and other Housing Authortty: matertals accumulated or generated in perfoiming (b) "Contract" means the contract entered into between the this contract, whether completed or in process.
Authoity and the Contractor. It Includes the contract form, (b) If the termination is for the convenience of the HA, the HA the Certifications and Representations, these contract shall be llable only for payment for services rendered clauses, and the scope of work It includes all formal before the effactive date of the termination. changes to airy of those documents by addendum, Change (c) If the termination is due to the failure of the Contractor to Order, or other modification. tulill its obligations under the contract (default, the HA may (c) "Contractor" means the person or other entity entering into () require the Contractor to deliver to it, in the manner the contract with the Authority to perform all of the work and to the extent directed by the HA, any work as required under the contract. described hi subperagraph (a)(i) above, and compensation (d) "Day" means calendar days, unless otherwise stated. be determined in accordance with the Changes clause, (e) "HUD" means the Secretary of Housirig and Urban paragraph 2, above; (I) take over the work and prosecute development, his delegatas, auccessors, and assigne, and the same to complation by contract or otherwise, and the the officers and employees of the United States Contractor shall be leble for any additional cost incurred by Department of Housing and Urban Development acting for the HA; (In) withhold atry payments to the Contractor, for the and on behalf of the Secretary. purpose of off-wet or partial payment, as the case may be, of amounts owed to the HA by the Contractor.
2. Changes (d) If, after termination for fallure to futfil contract obligations (default), it is determined that the Contractor had not failed, (a) The HA may at any time, by written order, and without the termination shall be deemed to have bean effected for riotice to the sureties, if any, make changes within the the convenlence of the HA, and the Contractor shall been general scopo of this contract in the services to be titled to payment as described in paragraph (b) above. perforined or supplies to be delivered. (o) Any disputes with regard to this clause are expressly made (b) If any such change caúses an increase or decrease in the subjact to the terms of clause titted Disputes herein. hourty rate, the not-to-exceed amount of the contract, or the time required for performance of any part of the work 4. Examination and Retention of Contractor's Records under this contract, whether or not changed by the ordar, or otherwise affects the condittons of this contract, the HA (a) The HA, HUD, or Comptroller General of the United States, shall make an equitable adjustment in the not-to-exceed or any of their duly authortzed representatives shall, unti 3 amount, the hourty rate, the delivery schadula, or other years after final payment under this contract, have access affected terms, and shall modity the contract accordingly. to and the right to examine any of the Contractor's directly (c) The Contractor must assert its right to an equitable pertinent books, documents, papers, or other records adjustment under this clause within 30 days from the date involving transactions related to this contract for the of receipt of the written order. However, If the HA decides purpose of making audit, examination, excerpts, and that the facts justily it, the HA may receive and act upon a transcriptions.
Section I - Page 1 0f6 form HUD 5370-C (01/2014)
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(b) The Contractor agrees to Include in first-tier subcontracte under this contract a clause substantially the same as
paragraph (a) above. "Subcontract," as used in this clause, A breach of these Contract clauses may be grounds for excludes purchase orders not exceeding $10,000. termination of the Contract and for debarment or denial of (c) The periods of access and examination in paragraphs (a) participation in HUD programs as a Contractor and a and (b) above for recorde relating to: subcontractor as provided in 24 CFR Part 24. (i) appeals under the clause titled Disputes; 9. Asslgnment of Contract (i) ligation or settlement of claime arleing from the
performance of this contract; or, The Contractor shall not assign or transfer any Interest in this (il) costs and expenses of this contract to which the HA, contract, except that clalme for monies due or to become due HUD, or Comptroller General or any of their duty from the HA under the contract may be assigned to a bank, authortzed representatives has taken exception shall
continue until disposition of such appeals, Iltigation, trust company, or other financial Institution. If the Contractor Is claims, or exceptions. a partnership, this contract shall inure to the benefit of the surviving or remaining member(s) of such partnership approved
6. Rights In Data (Ownership and Proprfetary Interest) by the HA.
The HA shall have exclusive ownership of, all proprietary 10. Certificate and Release Interest in, and the right to full and excluaive posaess/on of all Prior to final payment ünder this contract, or prior to settlement Information, matertals and documents discovered or produced upon termination of this contract, and as a condition precedent by Contractor pursuant to the terms of this Contract, Including thereto, the Contractor shall execute and deliver to the HA a but not limited to reports, memoranda or letters concerning the certificate and release, in a form acceptable to the HA, of all research and reporting tasks of this Contract.
• claims against the HA by the Contractor under and by virtue of
6. Energy Efficlency this contract, other than such claims, if any, as may be specifically excepted by the Contractor in stated amounts set The contractor shall comply with all mandatory standards and forth therein. policies relating to energy efficiency which are contalned in the 11. Organtzational Conflicts of Interest energy conservation plan issued in compilance with the Energy Policy and Conservation Act (Pub.L, 84-163) for the State in (a) The Contractor warrants that to the best of Its knowledge which the work under this contract la performed. and bellef and except as otherwise disclosed, It does not
7. Disputes have any organizational conflict of Interest which Is defined as a situation in which the nature of work under this
(a) All disputes arising under or relating to this contract, axcept contract and a contractor's organizational, financial, for disputes arising under clauses contated in Section Ill. contractual or other interests are such that Labor Standers Provisions, Including any clalme for ) Award of the contract may result In an unfalr damages for the alleged breach there of which are not compelitive advantage; or disposed of by agreemant, shall be resolved under this (il) The Contractor's objectivity in performing the contract work may be impaired.
cause.
(b) All claims by the Contractor shall be made in writing and (b) The Contractor agrees that if after award It discovers an submitted to the HA. A clalm by the HA against the organizational conflict of interest with respect to this contract Contractor shall be subject to a written decision by the HA. or any task/delivery order under the contract, he or she shall (c) The HA shall, with reasonable promptness, but In no event make an immediate and full disclosure in writing to the In no more than 60 days, render a decision concerning any Contracting Officer which shall include a description of the clalm hereunder. Unlese the Contractor, within 30 days after action which the Contractor has taken or intends to take to receipt of the HA's decialon, shall notify the HA In witting eliminate or neutralize the conffict. The HA may, however, that it takes excoption to such decision, the decision terminate the contract or task/dellvery order for the shall be final and conclusive. convenience of the HA if it would be in the beat Interest of the HA.
(d) Provided the Contractor has (i) given the notice within the (c) in the event the Contractor was aware of an organizational time stated in paragraph (c) above, and (il) excepted Its conflict of interest before the award of this contract and claim relating to such decislon from the final release, and (i) Intentionally did not disclose the conffict to the Contracting brought sult against the HA not later than one year after Officer, the HA may tarminate the contract for default. receipt of final payment, or if final payment has not been (d) The terms of this clause shall be Included in all made, not later than one year after the Contractor has had a subcontracts and consulting agreements wherein the work reasonable time to respond to a written request by the HA to be performed is similar to the service provided by the that it submit a final voucher and release, whichever is prime Contractor. The Contractor shall Include In such earler, then the HA's decislon shall not be final or subcontracts and consulting agreements any necessary conclusive, but the dispute shall be determined on the provisions to eliminate or neutralize confiicts of Interest. merite by a court of competent jurisdiction.
(e) The Contractor shall proceed diligently with performance of 12. Inspection and Acceptance , this contract, pending final resolution of any request for rellaf, clalm, appeal, or action arising under the contract, (a) The HA has the right to review, require correction, If and comply with any decision of the HA necessary, and accept the work products produced by the
8. Contract Termination; Debarment Contractor. Such review(s) shall be carried out within 30 days so as to not impede the work of the Contractor. Any Section 1- Page 2 ofe form HUD-6370-C (01/2014)
product of work shail be deemed accapted as submitted if "Local government" means a unit of goverment in a State the HA does not issue written comments and/or required and, if chartered, established, or otherwise recognized by a corrections within 30 daya from the date of receipt of such State for the performance of a govemmental duty, including a product from the Contractor. local public authority, a spacial district, an intrastate district, a (b) The Contractor shall make any required corections council of govemments, a sponsor group representative prompty at no addittonal charge and retum a revised copy organization, and any ofher instrumentallty of a local of the product to the HA within 7 days of notification or a govemment later date if extended by the HA. "Officer or employee of an agency" includes the following (c) Fallure by the Contractor to proceed with reasonable individuals who are employed by an agency:
promptness to make necessary corrections shall be a (1) An individual who is appointed to a poattion in the default. if the Contractor's submission of corrected work Govemment under title 5, U.S.C., Induding a position remains unacceptable, the HA may terminate this contract under a tamporary appointment; (or the task order involved) or reduce the contract price or (i) A member of the uniformed services as defined in cost to reflect the reduced value of services recalved. section 202, title 18, U.S.C.;
13. Interest of Members of Congress (i) A special Govemment employee as deffned in section 202, title 18, U.S.C.; and,
(tv) An Individual who Is a member of a Federal advisory No member of or delegate to the Congress of the United States committee, as defined by the Federal Actsory of America or Resident Commissioner shall be admitted to any Committee Act, tite 5, append 2 share or part of this contract or to any benefft to arise there from, "Person" means an Individual, corporation, company, but this provision shail not be construed to extend to this Besociation, authority, firm, partnership, society, State, and local contract if made with a corporation for its general benefit. goverment, regardless of whether such entity is operated for profit or not for profft. This term excludes an Indian tribe, tribal
14. Interest of Members, Officers, or Employees and Former organization, or other indian organization with respect to Members, Officers, or Employees expenditures specifcally permitted by other Federal law. "Recipient" Includes all contractors, subcontractors at any No member, officer, or employee of the HA, no member of the ter, and subgrantees at any tier of the reciplent of funds recalved governing body of the locality in which the project is situated, no in connection with a Federal contract, grant, loan, or cooperative member of the governing body in which the HA was activated, agreement. The term excludes an Indlan tribe, tribal organization, and no other puble official of such locality or localities who or any other Indian organization with respect to exercises any functions or rasponsibilities with respect to the expenditures specifically permitted by other Federal law. project, shai, during his or her tenure, or for one year "Regularly employed means, with respect to an officer or thereafter, have any intereat, direct or Indirect, in this contract or employee of a person requesting or recelving a Federal the proceeds thereof. contract, grant, loan, or cooperative agreement, an officer or employee who is employed by such person for at least 130
15. Limitation on Payments to influence Certain Federal working days within one year immediately preceding the date of Transactions the submission that initiatas agency consideration of such (8) Definittons. As used in this cause: person for recept of such contract, grant, loan, or cooperative agreement. An officer or employeg who is employed by such "Agency", as defined In 5 U.S.C. 552(f), Includes Federal person for less than 130 working days within one year executive departments and agendles as well as independent Immediately preceding the date of submission that initiates regulatory commissions and Goverment corporations, as agency consideration of such peraon shall be considered to be defined in 31 U.S.C. 8101(1). regulary employed as soon as he or she employed by such "Covered Federal Action" means any of the following person for 130 working days.
Federal actions: "State" means a State of the United States, the District of (2) The awarding of any Federal contract Columbla, the Commomwealth of Puerto Rico, a territory or (I) The making of any Federal grant; possesslon of the United States, an agency or instrumentallty of (itt) The making of any Federal loan; a State, and a mult-State, regional, or interstate entity having (Iv) The entering into of any cooperative agreement, and, govemmental dutles and powers. (v) The extenslon, continuation, renewal, amendment, or (b) Prohibition. modification of any Federal contract, grant, loan, or (1) Section 1352 of title 31, U.S.C. provides in part that no cooperative agreement. appropriated funds may be expended by the recipient Covered Federal action does not include receiving from art of a Federal contract, grant, loan, or cooperative agency a commitmant providing for the United States to Insure agreement to pay any peraon for influencing or or guarantue a loan. attempting to influence an officer or employee of any "Indian tribe" and "tribal organization" have the meaning agency, a Member of Congress, an officer or provided in section 4 of the Indian Self-Determination and employes of Congress, or an employee of a Member Education Assistance Act (25 U.S.C. 450B). Alaskan Nattves of Congress in connection with any of the following are Included under the definitions of Indian tribes in that Act. covered Federal actions: the awarding of any Federal "Influencing or attempting to influence" means making, with contract, the making of any Federai grant, the making the Intent to influence, any communication to or appearanca of any Federal loan, the entering Into of any before an afficer or employee of any agency, a Member of cooperative agreement, and the extension, Congress, an officer or employee of Congress, or an employee continuation, renewai, amendment, or modification of of a Member of Congress in connection with any covered any Federal contract, grant, loan, or cooperative Federal action. agreement.
(II) The prohibition does not apply as follows:
Section I - Page 3 of6 fom HUD 5370°C (01/2014)
(1) Agency and legislative lialson by Own person requesting or receiving a Етрікував.
(a) The prohibition on the use of appropriated covered Federal action or an extension, funds, in paragraph (i) of this section, does not continuation, renewal, amendment, or apply in the case of a payment of reasonable modification of a covared Federal action compensation made to an officer or employee of If the payment is for profossional or a person requesting or receiving a Federal technical services rendered directly In contract, grant, loan, or cooperative agreement, if the preparation, submission, or the payment is for agency and legislative negotiation of any bid, proposal, or activites not directy related to a covered Federal application for that Federal action or for acion. meeting requirements imposed by or
(b) For purposes of paragraph (bXIX1Xa) of pursuant to law as a condition for this clause, providing any information specifically receiving that Federal action. Parsons requested by an agency or Congress is permitted other than officers or employees of a at any time. person requesting or receiving a
(c) The following agency and legislative laison • covered Federal action Include acivibes are permitted at any time only where consurants and trade assoclations. they, are not refated to a specific sollcitation for (b) For purposes of aubdivision (b)(i)(2)(a) of any covered Federal action: cause, "professional and technical services" (1) Discuasing with an agency (Including shall be limited to advice and analyals individual demonstrations) the qualities and directly applying any professlonal or characteristice of the person's products or tachnical discipline. services, conditions or terms of sale, and sarvice (c) Requirements Imposed by or pursuant to law capablities; and, as a condition for recelving a covered (2) Technical discussions and other Federal award Include those required by law activities regarding the application or adaptation or regulation, or reasonably expected to be of the person's products or services for an required by law or regulation, and any other agency's use. requirements in the actual award
documents.
(d) The following agency and legislative (laison (d) Only those services expressly authorized by activities are permitted where they are prior to
formal solicitation of any covered Federal action: subdivisions (b)(I)(2)(e)(i) and (il) of this (1) Providing any Information not section are permitted under this cause. specifically requested but necessary for an (I) Selling activites by Independent sales represenfatives.
agency to make an Informed decision about
initiation of a covered Federal action; (c) The prohibition on the use of appropriated funds, in (2) Technical discussions regarding the subparagraph (bX) of this clause, does not apply to the preparation of an unsolloited proposal prior to Its following selling activities before an agency by independent official submission; and sales representatives, provided such activities are prior to (3) Capability presentations by persons formal solicitation by an agency and are spactically limited to the merts of the matter:
seeing awards from an agency pursuant to the (1) Discussing with an agency (Including Individual provisions of the Small Business Act, as demonstration) the qualities and characteristics of the amended by Public Law 95-507 and other
subsequent amendments. person's products or servicas, conditions or terms of (e) Only those activitles expressly authortzed sale, and service capablittes; and by subdivision (b)(I)(1)(a) of this clause are (Il) Technical discussions and other activites regarding permitted under this clause. the appllcation or adaptation of the person's products or services for an agency's use.
(2) Professlonal and technical services. (d) Agreement. In accepting any contract, grant, cooperative (a) The prohibition on the use of appropriated agresment, or loan resulting from this sollottation, the funds, in subparagraph (bI) of this clause, person submiting the offer agrees not to make any does not apply in the case of. payment prohibited by this clause.
A payment t reasonable compensation (e) Penalties. Any person who makes an expenditure made to an officer or employee of a prohibited under paragraph (b) of this clause shall be person requesting or receiving a subject to civil penalties as provided for by 31 U.S.C. 1352. covered Federal action or an extension, An imposition of a civil penalty does not prevent the continuation, renewal, amendment, or Govemment from seeking any other remedy that may be modification of a covered Federal appicable.
action, if payment is for professional or Cost Allowability. Nothing in this clause is to be interpreted technical services rendered directly in to make allowable or reasonable any costs which would be the preparation, submission, or unallowable or unreasonable in accordance with Part 31 of negotiation of any bid, proposal, or the Federal Acquisition Regulation (FAR), or OMB application for that Federal action or for Circulars dealing with cost allowability for reciplents of meeting requirements Imposed by or assistance agreements. Conversely, costs made pureuant to law as a condition for
specifically unallowable by the raquirements in this clause receiving that Federal action. will not be made allowable under any of the provisions of # Any reasonable payment to a person, FAR Part 31 or the relevant OMB Circulars. other than an officer or employee of a
Section i - Pega 4of6 form HUD-8370-C (01/2014)
18. Equel Employment Opportunity Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a reault of such During the performance of this contract, the Contractor agrees direction, the Contractor may request the United States to as follows: enter into the litigation to protect the interests of the United (a) The Contractor shail not discriminate against arry employee States. or applicant for employment because of race, color,
religion, sax, or national origin. 17. Dissemination or Disclosure of Information (b) The Contractor shall take affumative action to ensure that applicants are employed, and that employees are treated No Information or materlal shall be disseminated or disclosed to during employment without regard to their race, color, the general public, the rewa medla, or any person or religion, sex, or national origin. Such action shall Include, organization without prior express written approval by the HA. but not be limited to (1) employment: (2) upgrading; (3) demotion; (4) transfer, (5) recrultment or recruitment 18. Contractor'e Status advertising: (6) layoff or termination; (7) rates of pay or other forms of compensation; and (8) selection for training, it la understood that the Contractor is an independent contractor Including apprenticeship. and is not to be considered an employee of the HA, or assume (c) The Contractor shall post in conspicuous places available any right, privilege or dutles of an employee, and shall save to employees and applicants for employment the notices to harmless the HA and its employees from claims sults, actions be provided by the Contracting Officer that explain this and costs of every description resulting from the Contractor's свибе. activities on behalf of the HA In connection with this Agreement. (d) The Contractor shall, in all sollcitations or advertisemente for employees placed by or on behalf of the Contractor, 19. Other Contractors state that all qualified applicants will receive consideration for employment without regard to raca, color, religion, sex, HA may undertake or award other contracts for additionel work or natlonal origin. at or near the site (s) of the work under this contract. The (e) The Contractor shall send, to each labor union or contractor shall fully cooperate with the other contractors and representative of workers with which it has a collective with HA and HUD employees and shall carefully adapt bargaining agreement or other contract or understanding, scheduling and performing the work under this contract to the notice to be provided by the Contracting Officer accommodate the additional work, heeding any direction that edvising the labor union or workers' representative of the may be provided by the Contracting Officer. The contractor shall Contractor's commitments under this clause, and post not commit or permit any act that will Interfere with the coples of the notice in consplcuous places avallabla to performance of work by any other contractor or HA employee. employees and applicants for employment
(f) The Contractor shail comply with Executive Order 11248, 20. Liens as amended, and the rules, regulations, and orders of the Secretary of Labor. The Contractor Is prohibited from placing a. Ten on HA's (9) The Contractor shall fumish all information and reports property. This prohibition shall apply to all subcontractors. required by Executive Order 11248, as amended and by
rules, regulations, and orders of the Secretary of Labor, or 21. Training and Employment Opportunitles for Residenta in pursuant thereto. The Contractor shall permit access to Its the Project Area (Section 3, HUD Act of 1888; 24 CFR 135) books, records, and accounts by the Secretary of Labor for purposes of investigation to ascertain compliance with such (a) The work to be performed under this contract is subject to the rulas, regulations, and orders. requirements of section 3 of the Housing and Urban Development (h) In the event of a determination that the Contractor is not in Act of 1988, as amended, 12 U.S.C. 1701u (section 3). The compilance with this clause or any rule, regulation, or order purpose of section 3 is to ensure that employment and other of the Secretary of Labor, this contract may be carceled, economic opportunities generated by HUD assistance or HUD terminalad, or suspended in whole or in part, and the assisted projects covered by saction 3, shall, to the greatest Contractor may ba declared nellgible for further extent feasible, be directed to low-and very low-income persons, Govemment contracts, or federally assisted construction particularty persons who are recipients of contracts under the procedures authorized in Executive HUD assistance for housing.
Order 11246, as amended. In addition, sanctions may be (b) The parties to this contract agree to comply with HUD's Imposed and remedies invoked against the Contractor as regulations In 24 CFR Part 135, which Implement section 3. As provided in Exacutive Order 11248, as amended, the rules, evidenced by their execution of this contract, the partles to this regulations, and orders of the Secretary of Labor, or as contract certify that they are under no contractual or other otherwise provided by law. Impediment that would prevent them from complying with the (1) The Contractor shall Include the terms and conditions of Part 135 regulations. this clause In every subcontract or purchase order unless (c) The contractor agrees to send to each labor organization or exempted by the rules, regulations, or orders of the representative of workers with which the contractor has a Secretary of Labor Issued under Executive Order 11246, collective bargaining agreement or other undarstanding, If any, a as amended, so that these terms and conditions will be notice adviaing the labor organization or workers' representative binding upon each subcontractor or vendor. The of the contractor's commitments under this section 3 clause, and Contractor shall take such action with respect to any will post coples of the notice in conspicuous places at the work subcontractor or purchase order as the Secretary of site where both employees and applicants for training and Housing and Urban Development or the Secretary of Labor employment positions can see the notice. The notice shall may direct as a means of enforcing such provisions, describe the section 3 preference, shall set forth minimum Including sanctions for noncompliance; provided that if the number and job titles sublect to hire, availablilty of Section I - Page 5 of 8 form HUD-8370C (01/2014)
apprenticeship and training postiona, the qualifications for each; and the name and location of the person(e) taking applications for each of the posttions; and the anticipated date the work shall begin.
(a) The contractor agreea to include this sectton 3 clause in every subcontract subject to compliance with regulations in 24 CFR Part 135, and agrees to take appropriate action, as provided in an applicable provision of the subcontract or In this section 3 clause, upon a finding that the subcontractor ls in violation of the regulations in 24 CFR Part 135. The contractor will not subcontract with any subcontractor where the contractor has notice or knowledge that the subcontractor has been found in violation of the regulations in 24 CFR Part 135.
(e) The contractor will certify that any vacant employment positions, Including training positions, that are filed (1) after the contractor is selected but before the contract is executed, and (2) with persons other than those to whom the regulations of 24 CFR Part 135 require employment opportunities to be directed, were not filled to circumvent the contractor's obligations under 24 CFR
Part 135.
(1) Noncompliance with HUD's regulations in 24 FR Part 135 may result in sanctions, termination of this contract for default, and debarment or suspension from future HUD assisted contracta. 22, Procurement of Recovered Waterals
(a) In accordance with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act, the Contractor shall procure items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR Part 247 that contain the highest percentage of recovered matarials
practicable, consistent with maintaning & satisfactory lavel of competition. The Contractor shall procure Items designated in the EPA guldelines that contain the highest percentage of
recovered materials practicable unless the Contractor
determines that such items: (1) are not reasonably avallable in a reasonable period of time; (2) fall to meet reasonable
performance standards, which ahall be determined on the basis of the guidelines of the National Institute of Standards and Technology, if applicable to the item; or (3) are only avalabia at an unreasonable price.
(b) Paragraph (e) of this clause shall apply to Items purchased under this contract where: (1) the Contractor purchases in excess of $10,000 of the item under this contract, or (2) during the preceding Federal fiscal year, the Contractor: (i) purchased any amount of the items for use under a contract that was funded with Federal appropriatione and was with a Federal agency or a State agency or agency of a polltical subdivision of a State; anc (I) purchased a total of in excess of $10,000 of the item bot under and outside that contract.
• Section 1 - Page 6 of 8
form HUD-5370-C (01/2014)
Certifications and U.S. Department of Housing OMB Approval Mo: 2577-0180 (exp. 7/30/96) Representations and Urban Developmeni
Office of Public and Indian Housing
of Offerors '
Non-Construction Contract
Publio reporting burden for this collection of informatior ls estimatad to average 5 minutes per reaponas, Including the time for revlewing instruollona, osarching exlating data aouroes, gethering and malntaining the data needed, and completing and reviowing the collaction of Information.
Thia form Inoludes clausea required by OMB's common rule on bidding/offering procedures, implemented by HUD In 24 CFR 85.36, and those requiremente eat forth in Exeoutive Ordar 11625 for small, minority, women-owned businesses, and certifiestions for independent price determination, and confilot of interest.
The form is required for nonconstruction contracte earded by Housing Agenoles (HAR). The form is used by bidders/offerora to certity to the HA's Contracting Oficer for contract compllanos. if the form were not used, HAs would be unable to enforce their contracts. Responses to the collaction of information are required to obtain a benafit or to retain a benefit. The information requested does not land Itself to confidentiality. 1, Contingent Fee Representation and Agreement For the purpose of this definition, minority group members are:
(a) The bidder/offeror represents and certifies as part of its bid/ (Check the block applicable 10 you) offer that, except for full-time bona fide employees working I 1 Black Americans I 1 Asian Pacific Americans solely for the bidder/offeror, the bidder/offeror:
I 1 Fispanic Americans / 1 Asian Indian Americans
(1) I Jhas, I 1 bas not employed or retained any person or company to solicit or obtain this contract; and [ ] Native Americans I 1 Hasidic Jewish Americans (2)[ ] has, I J has not paid or agreed to pay to any person or company employed or retained to solicit or obtain this 3. Certificate of Independent Price Determination contract any commission, percentage, brokerage, or other (a) The bidder/offeror certifies that— fee contingent upon or resulting from the award of this (I) The prices in this bid/offer have been arrived at indepen- contract.
dently, without, for the purpose of restricting competi- (b) If the answes to either (a)(I) or (a) (2) above is affirmative, tion, any consultation, communication, or agreement the bidder/offeror shall make an immediate and full written with any other biddes/offeror or competitor relating to (i) disclosure to the PHA Contracting Officer. those prices, (il) the intention to submit a bid/offer, or (c) Any misrepresentation by the bidder/offeror shall give the (il) the methods or factors used to calculate the prices PHA the right to (1) terminate the resultant contract; (2) at its offered; discretion, to deduct from contract payments the amount of any (2) The prices in this bid/offer have not been and will not be commission, percentage, brokerage, or other contingent foe; or knowingly disclosed by the bidder/offeror, directly or (3) take other remedy pursuant to the contract. indirectly, to any other bidder/offeror or competitor be- fore bid opening (In the case of a sealed bid solicitation)
2. Small, Minorlty, Women-Owaed Bustness Concern Rep- or contract award (in the case of a negotiated solicitation) resentation unless otherwise required by law; and
The bidder/offeror represents and certifies as part of its bid/ offer (5) No attempt has been made or will be made by the bidder/ that it: offeror to induce any other concorn to submit or not to (a) [ ]is, [ ] is not a small business concern. "Small business submit a bid/offer for the purpose of restricting competition. concern," as used in this provision, means a concern, includ- (b) Each signature on the bid/offer is considered to be a certifi- ing its affiliates, that is independently owned and operated, cation by the signatory that the signatory: • not dominant in the field of operation in which it is bidding, (I) Is the person in the bidder/offeror's organization respon- and qualified as a small business under the criteria and size sible for determining the prices being offered in this bid. standards in 13 CFR 121. or proposal, and that the signatory has not participated. (b)[ ]is, I ] is not a women-owned small business concera. and will not participate in any action contrary to subpara- "Women-owned," as used in this provision, means a small graphs (a)(l) through (a)(3) above; or business that is at least 51 percent owned by a woman or (2) (1) Has been authorized, in writing, to act as agent for the women who are U.S, citizens and who also control and following principals in certifying that those principals operate the business. have not participated, and will not participate in any (c) [ ]la, { ] is not a minority enterprise which, pursuant to action contrary to subparagraphs (a)(l) through (a)(3) Executive Order 11625, is defined as a business which is at above (insert full name of person (8) in the bidder/offeror's least 51 percent owned by one or more minority group organization responsible for determining the prices of- membera or, in the case of a publicly owned business, at least fered in this bid or proposal, and the title of his or her 51 percent of lls yoting stock is owned by one or more position in the bidder/offeror's organization); minority group members, and whose management and daily (ii) As an authorized agent, does certify that the princi- operations are controlled by one or more such individuals. pals named in subdivision (b)(2)(1) above have not par- dicipated, and wlll not participate, in any action contrary to subparagraphs (a)(1) through (a)(3) above; and
Prevtors edition is obsolate form HUD 5363-C (8/73
paga 1 012 ref: Handbook 7480.8
(111) As an agent, has not personally participated, and will 6. Conflict of Interest not participate in any action contrary to subparagraphs In the absence of any actual or apparent conflict, the offeror, by (a)(l) through (a) (3) above.
submisslon of a proposal, hereby warrants that to the best of its (c) If the bidder/offeror delores or modifles subparagraph (a)2 knowledge and belief, no actual or apparent conflict of interest above, the bidder/offeror must furnish with its bid/offer a exists with regard to my possible performance of this procure- signed statement setting forth in detail the circumstances of ment, as described ta the clause in this solicitation titled "Orga- the disclosure:
alzational Conflict of Interest."
4. Organsational Confliets of Interest Certiflcation 7. Offeror's Signature (a) The Contractor warrants that to the best of its knowledge and The offeror hereby certifles that the information contalued in bellef and except as otherwise disclosed, it does not have any these certifications and representations is accurate, completo, organizational conflict of interest which is defined as a and current. altuation in which the nature of work under a proposed
contract and a prospective contractor'& organizational, ft- Dancial, contractual or other interest are such that:
(1) Award of the contract may result in an unfair competi- 1.30.19 tive advantage; Stgoature & Date:
(li) The Contractor's objectivity in performing the con- tract work may be Impalred; or
(Ill) That the Contractor has disclosed all relevant infor- mation and requested the HA to make a determination DAVIA ROSÊN with respect to this Contract.
(b) The Contractor agrees that if after award he or she discovers Typed or Printed Name:
an organizational conflict of interest with respect to this contract, he or she shall make an immediate and full disclo- PAINCIAAL sure in writing to the HA which shall include a description of Title:
the action which the Contractor has taken or intends to eliminate or neutralize the conflict. The HA may, however, terminate the Contract for the convenience of HA If It would be in the best interest of HA.
(c) In the event the Contractor was aware of an organizational conflict of interest before the award of this Contract and intentionally did not disclose the conflict to the HA, the HA may terminate the Contract for default.
(d) The Contractor shall require a disclosure or representation from subcontractors and consultants who may be in a position to intluence the advice or assistance rendered to the HA and shall include any necessary provisions to eliminate or neutralize conflicts of interest in consultant agreements or subcontracts involving performance or work under this Contract.
5. Authorized Negottators (RFPs only)
Previous adition ls absolato pagá2012
Certification Regarding U.B. Department of Housing
and Urban Development
Debarment and Suspension
Cott top is Out waters arier red Transter, and
1. The prospective primary participant certifies to the best of its kaowl- edge and bolief that its principals; 4. The prospective primary participant shall provide immediate writ- ten notice to the department or agency to whom this proposal is Are not presently dobarred, suspeaded, proposed for debarme: submitted if at any time the prospective primary participant learns that clared ineligible, or voluntarily excluded from covered transactio its certification was etroneous when submitted or has become errone- by any Federal debarment or agency; ous by reason of changed circumstances.
5. The terms covered transction, debarred, suspended, inellglble, lower tier covered transactlon, participant, person, primary cov- cotumission of fraud or a criminal offense in connection with obtain- ered transactlon, principal, proposal, and voluntarily excluded, as used in this clause, have the meanings set out in the Definitions and local) transaction or contract under a public transaction; violation of Coverage sectione of the rules implementing Executive Order 12549.
Federal or State antitrust statutes or commission of embezzlement, theft, You may contact the department or agency to which this proposal is forgery, bribery, falsification, or destruction of records, making fals being submitted for assistance in obtaining a copy of these regulations. statements, or receiving stolen property;
6. The prospective primary participant agrees by submitting this o. Are not presently indicted for or otherwise criminally or civilly proposal that, should the proposed covered transaction be entered into, charged by a governmental entity (Federal, State, or local) with it shall not knowingly enter into any lower tier covered transaction commission of any of the offonses enimmerated in paragraph (I)(b) of with a person who is debarred, suspended, doclared ineligible, or this certification; and voluntarily excluded from participation in this covered transaction, d. Have not within a threo-year period preceding this application/ untiess authorized by the department or agency entering into this transaction
proposal had one or more public transactions (Federal, Stato, or local) terminated for cause or default. 7. The prospective primary participant further agrees by submitting this proposal that it will include the clause titled "Certification
2. Where the prospective primary participant is unable to cartify to Regarding Debarment, Suspension, Ineligibility and Voluntary Exclu- any of the statements in this certification, such prospective participant SiOn - Lower Tier Covered Transaction," provided by the department shall attach an explanation to this proposal. or agency entering into this covered transaction, without modification, Instractions for Certification (A) in all lower tier covered transactions and in all solicitations for lower tier covered transactions.
1. By signing and submitting this proposal, the prospective primary participant is providing the certification set out below. 8. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it
2. The inability of a person to provide the certification required below is not debarred, suspended, ineligible, or voluntarily excluded from the will not necessarily result in denial of participation in this covered covered transaction, unless it knows that the certification is erroneous. transaction. The prospective participant shall submit an explanation A participant way decide the method and frequency by which it of why it cannot provide the certification sot out below. The certifi- determines this eligibility of its principals. Bach participant may, but cation or explanation will be considered in connection with the is not required to, check the Nonprocurement List. department or agency's determination whether to enter into this transaction. However, failure of the prospective primary participant to 9. Nothing contained in the foregoing shall be construed to require furnish a certification or an explanation shall disqualify auch penson establishment of a system of recorda in order to render in good faith the from participation in this transaction. certification required by this clause. The knowledge and information
3. The certification in this clause is a material representation of fact of a participant is not required to exceed that which is normally poseoused by a prudent person in the ordinary course of business upon which relianco was place when the department or agency deter- dealings. mined to enter into this transaction. If it is later determined that the prospective primary participant knowingly rendered an erroneous 10. Except for transactions authorized under paragraph (6) of these certification, in addition to other remedies available to the Federal instructions, if a participant in a covered transaction knowingly enters Government, the department or agency may terminate this transaction into a lower tier covered transaction with & person who is suspended, for cause of default. debarred, ineligiblo, or voluntarily excluded from participation in this action, the dirt to other reno die emine to read
or cause of defaul
Certification B: Certification Regarding Debarment, Suspension, Inell. giblitty and Voluntary Exclusion - Lower Ther Covered Transactions
1. The prospective lower tier participant certifies, by submission of 5. The prospective lower tier participant agrees by submitting this this proposal, that neither it nor its principals is presently debarred, proposal that, should the proposed covered transaction be entered into, suspended, proposed for debarment, declared ineligiblo, or voluntarily it shall not knowingly enter into any lower tier covered transaction excluded from participation in this transaction by any Federal depart- with a person who is debarred, suspendod, declared ineligible, or ment or agency. voluntarily excluded from participation in this covered transaction,
2. Where the prospective lower tier participant is unable to cartify to unless authorized by the department or agency with which this trang- any of the statements in this certification, such prospective participant action originated. shall attach an explanation to this proposal. 6. The prospective lower tier participant further agrees by submitting Instructions for Certification (B) this proposal that it will include this clause titled "Cortification Regarding Debarment, Suspension, Ineligibility and Voluntary'Exclu-
1. By signing and submitting this proposal, the prospective lower tier sion - Lower Tier Covered Transaction," without modification, in all participant is providing the certification set out below. lower tier covered transactions and in all solicitations for lower tier
2. The certification in this clause is a material representation of fact coverod transactions. upon which reliance was placed when this transaction was entered into. 7. A participant in a covered transaction may rely upon a certification If it is later determined that the prospective lower tier participant of a prospective participant in a lower tier covered transaction that it knowingly rendered an erroneous certification, in addition to other is not dobarred, suspended, ineligible, or voluntarily excluded from the remedies available to the Federal Government, the department or covered transaction, unless it knows that the certification is erroneous. agency with which this transaction originated may pursue available A participant may decide the method and frequency by which it remedies, including suspension and/or debarment. determines the eligibility of its principals. Bach participant may, but
3. The prospective lower tier participant shall provide immediate is not required to, check the Nonprocurement List. written notice to the person to which this proposal is submitted if at any 8. Nothing contained in the foregoing shall be construed to require time the prospective lower tier participant learns that its certification establishment of a system of records in order to render in good faith the was erroneous when submitted or has become erroneous by reason of certification required by this clause. The knowledge and information changed circumstances. of a participant is not required to exceed that which is normally
4. The terms covered transaction, debarred, suspended, ineligible, possessed by a prudent person in the ordinary course of business Iower tier covered transaction, participant, person, primary coy- dealings. ered transaction, principal, proposal, and voluntarily excluded, as 9. Except for transactions authorized under paragraph (5) of these used in this clause, have the meanings set out in the Definitions and instructions, if a participant in a lower covered transaction knowingly Coverage sections of rules implementing Executive Order 12549. You enters into a lower tier covered transaction with a person who is may contact the person to which this proposal is submitted for assis- suspended, dobarred, ineligible, or voluntarily excluded from partici- tance in obtaining a copy of these regulations. pation in this transaction, in addition to other remedies available to the Federal Government, the department or agency with which this trans- action originated may pursue available remedies including suspension and/or debarment.
Applicant
Date
BALL ROSS P ASSOCIATES 1.30.19
PAINCIAL
Tage 2 at 2 form HUD:2092 (9/02)
— Exhibit F
_ Section 8
city of Richmond - Insurance Requirements - Type 2:
Professional Services
In all instances where CONTRACTOR or its representatives will provide professional services (architects, engineers, construction management, counselors, medical professionals, hospitals, clinics, attorneys, consultants, accountants, etc.) to the City of Richmond (City), the City requires the following MINIMUM Insurance requirements and limits.
CONTRACTOR shail procure and maintain for the duration of the contract, agreement, or other order for work, services or supples, Insurance against clams for Injurles to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the CONTRACTOR, Its agents, representatives, employees or subcontractors. Maintenance of proper Insurance coverage la a material element of the contract. Fallure to maintain or ranew coverage or to provide evidence of ranewal may be treated by the City as a materlal breach of contract.
CONTRACTOR agrees that in the event of loss due to any of the perlls for which It has agreed to provide Commercial General Liabllity Insurance, CONTRACTOR shall look solely to Its insurance for recovery- CONTRACTOR hereby grants to CITY, on behalf of any insurer providing Commercial General Labllity Insurance to elther CONTRACTOR or CITY with respect to the services of CONSULTANT hereln, a walver of any right to subrogation which any such Insurer of sald CONTRACTOR may acquire against the CITY by virtue of the payment of any loss under such insurance.
Original, signed certificates and original, separate policy endorsements, naming the City as an additional insured for general liabllity coverage, as well as a walver of subrogation for Workers' Compensation Insurance, shall be recelved and approved by the City before any work may begin. However, fallure to do so shall not operate as a waiver of these Insurance requirements.
City reserves the right to modify or require additional coverages for specific risk exposures depending on scope of CONTRACTORS work.
inimum coverage is detalled below. The policy limits of coverage shall be made avaliable to the full limits of thi policy. The minimum limits stated hereln shall not serve to reduce the policy limits of coverage of CONTRACTOR Minimum Scope of Insurance - the following forms shall be provided and coverage shall be at least as broad as the following:
1. Insurance Services Office Commercial General Lability coverage (ISO Occurrence Form CG 0001), and including coverage for bodily and personal Injury, property damage, and products and completed operations (if applicable),
2. Insurance Services Office Automobile Liabllity coverage (ISO Form CA 0001, Code 1, Any Auto).
3. Original and Separate Additional Insured Endorsement for General Liability (ISO Form CG 20 10 11/85 or Its equivalent) with primary and non-contributory language. 4: Workers' Compensation Insurance as required by the State of Callfornla Including Employer's Labllity coverage.
5. Original and Separate Walver of Subrogation for Workers' Compensation insurance.
6. Professional Liability or Errors & Omissions Liability Insurance appropriate to the CONTRACTOR'S profession (If required.)
Regureil Coverage Minimin
Workers' Compensation and Statutory limits as required by the State of California Including $1 million Employers' Liabllity Employers' Lability per accident, per employee for bodily Injury or disease.
If CONTRACTOR Is self-insured, provide a certificate of Permission to Self- Insure, signed by the Callforla Department of Industrial Relations and Self- Insurance. If contractor is a sole proprietor (has no employees) than contractor must sign "Contractor Release of Liability" found at:
http://ww.w.drtchmandcaus/Indox.garx?nld.61.
General Liability $2,000,000 per occurrence for bodlly, infury, personal Injury and property (primary and excess limits damage. If the policy includes a general aggregate, elther the general combined) aggregate shall apply separately to this project, service or location or the minimum required aggregate limit shall be twice the per occurrence Ilmit ($4 million aggregate limit).
Pollcy shall be endorsed to name the City of Richmond as an additional Insured per the conditions detalled below.
- Type 2 - Page 1 of 3
- • -
Exhibit F
_ Saction 8
City of Richmond - Insurance Requirements - Type 2:
Professional Services
Automobile Labllity $1,000,000 per occurrence for bodily injury and property damage.
Professional Liability or Errors & PROJECT COST. REQUIRED LIMIT.
Omissions Lability - 50g81 millen $1 million po.
Required for all professionals f1 millon - 15 million -52 millon p/o Including architects, engineers, over familion. $5 millon p/o BLE
•
Required Policy Concitions
Additional Insured Endorsement Applicable to General Liability coverage.
The City of Richmond, Its officers, officials, employees, agents and volunteers are to be named as additional Insureds for all liability arising out Injury, deaths and property damage or destruction arising in any respect of the operations by or on behalf of the named Insured Including bodily directly or Indirectly in the performance of this contract.
ISO form CG 20 10 (11/85) or Its equivalent Is required. If the Contractor is supplying their product or providing a service then the endorsement must not exclude products and complated operations coverage, If It does, then CG 20 37(10/01) Is also requirad.. SAMPLE Endorsements can be found at httt://www.ck.richmend.ca.us//ndex.aspx?nid=61.
Primary and Noncontributory
The contractor's Insurance coverage must be primary coverage as it pertain o the City, Its officers, officials, employees, agents and volunteers. An the insurance of the contractor and in no tay calleve they separator from its responsibility to provide Insurance
Waiver of Subrogation
Endorsement Fom for Workers' Compensation Insurance during the life of this contract. Contractor's insurer will provide a Walver of Subrogation In favor of the City SAMPLE Endorsements can be found at
http://www.cl.richmend.sa.us/Index.asRx?n/d=62
Deductibles and Self-Insured Any deductible or self-insured retention must be declared to and approved Retentions
by the City. At the option of the City elther the insurer shall reduce or the CONTRACTOR shall procure a financial guarantee in an amount equal to eliminate such deductibles or self-Insured retention as respects the City or related Investigations, clalms administration and defense expenses. the deductible or self-insured retention guaranteeing payment of losses and Contractor Is responsible for satisfaction of the deductible and/or self-Insured retention for each loss.
A. M. Best Rating
A:VII or Better. If the A.M. Best Rating falls below the required rating, CONTRACTOR must replace coverage immediately and provide notice to City.
Umbrella/Excess Labllity Pollces
for underlying coverage's and cover those insured in the underfying policies. If an Umbrella or Excess Liability Policy is used to meet the flability llmits, coverage shall be as broad as specified type 2 - Page 2 of 3
Revised: Sentemhar 2011
_Exhibit F
_ Section 8
City of Richmond - Insurance Requlrements - Type 2:
Professional Services
Claima-Made Policies
years after completion of contract work.
Subcontractors
subject to all of the requirements stated herein.
CONTRACTOR agrees to defend and Indemnify the City of Richmond for any damage resulting to It from fallure of elther CONTRACTOR or any subcontractor to take out or maintain the required insurance policies. The fact that insurance is obtained by CONTRACTOR, and/or CONTRACTOR's subcontractors, will not be deemed to release or diminish the liabllity of CONTRACTOR, Including, without limitation, lability under the indemnity provisions of this contract, Damages recoverable by CITY from CONTRACTOR or any third party will not be Ilmited by the amount of the required insurance coverage.
Verification of Coverage
All original certificates and endorsements shall be received and approved by the City ksfare wark man healt.
The City of Richmond reserves the right to require complete, certified coples of all required insurance pollcies Including endorsements affecting the coverage at any time.
Original insurance certificates and required policy endorsements shall be mailed or delivered to the Designated Project Manager for the City of Richmond.
Insurance certificates and endorsements may be faxed to the Designated Profect Manger, However, CONTRACTOR must mail the original certificates and endorsements to Designated Project Manager once faxed.
Continuous Coverage
CONTRACTOR shall maintain the required Insurance for the life of the contract. Should the CONTRACTOR cease to have insurance as required during this time, all work by the CONTRACTOR pursuant to this agreement shall cease until Insurance acceptable to the City Is provided. In the event that CONTRACTOR falls to comply with the City's Insurance requirements, the City may take such action as it deems necessary to protect the City's interests. Such action may Include but is not limited to termination of the contract, withholding of payments, or other actions as the City deems appropriate.
If services or the scope of work extend beyond the explration dates of the required insurance pollcles Initially approved by the City, CONTRACTOR must provide updated certificates and endorsements indicating that the required coverage, terms and conditions are still in place. Renewal cartificates and updated endorsements shall be mailed to the Designated Project Manager.
Cancellation
CONTRACTOR shall ensure that coverage shall not be cancelled, reduced or otherwise materially changed except after thirty (30) days' prior written notice has been given to the City.
Reporting Requirements
Any fallure to comply with reporting or other provisons of the policies Including breaches of warrantles shall not affect coverage provided to the City, its officers, officlals, employees or volunteers Copalstent with Public Policy
Thy to the minum a tent necessary so that the fed to g tarns and propolin halin may be donate atla public pollcy and thus enforceable.
Type 2 - Page 3 of 3
Revised: September 2011
Exhibit A
Scope of Services
Calendar Years 2019-2020
David Paul Rosen & Associates (DRA)
Richmond Housing Authority
Background
Funding provided by the U.S. Department of Housing and Urban Development (HUD) to ublic Housing Authorities in recent years is insufficient to meet the operating and capita eeds of the nation's public housing inventory. Recognizing that the public housin program is not sustainable over the long term, HUD's strategy is to transition public housing Dispositions, Voluntary Conversions, and Declaration of Trust releases. The Housing Authority of the City of Richmond (RHA) is one of the agencies that has been severely affected by the lack of HUD funding. Since FY 2008-2009, RHA has been unable to pay all of its financial obligations, leading to loans and advances from the City to pay these expenditures. Total funds loaned or advanced by City equal $13.4 million, including a $5.4 million project loan for gap financing for Friendship Manor and Triangle Court. RHA entered into a Public Housing Authority Recovery and Sustainability (PHARS) Agreement on March 15, 2018 with HUD Region IX to address operational deficiencies of RHA and its ongoing financial viability. One of the tasks in the PHARS Agreement was to have a forensic audit of RHA completed. Macia Gini & O'Connell LLP (MGO) was selected to perform the assessment, which was completed in November 2018.
To improve its financial viability and long-term sustainability, RHA has embarked on an analysis of repositioning options and recommendations regarding its Public Housing and Housing Choice Voucher (HCV) Programs. RHA currently has 560 public housing units and administers 2,004 HCVs. The goal of the repositioning effort is to develop financial structures that eliminate current operating shortfalls, improve the living conditions of residents, revitalize and/or redevelop RHA housing assets, put in place long-term sustainable financial repositioning of each asset, and bring each asset up to modern standards of design, energy efficiency, resident amenities and quality of construction. To the extent possible, this RHA asset repositioning strategy should seek to repay RHA's debt to the City. As a first step, Enterprise Community Partners and Structure Development Advisors prepared an Asset Repositioning Strategy, completed in draft form in November 2018.
To assist the Authority in further developing and implementing its asset repositioning strategy, RHA seeks to retain David Paul Rosen & Associates (DRA) to provide the scope of financial and development advisory services outlined below. DRA and RHA recognize that time is of the essence in implementing the repositioning efforts. The unsatisfactory financial City of Richmond Development and Financial Advisory Services November 29, 2018 David Paul Rosen & Associates Page 1
and physical conditions of RHA's Public Housing and HCV programs call for prompt action.
In addition, the funding environment in the State of California has improved significantly with the passage of Propositions 1 and 2 in the November 2018 elections. Proposition 1 authorizes $4 billion in general obligation bonds for affordable housing programs for low- income residents, veterans, and farmworkers. Proposition 2 authorizes $2 billion in bond funding for supportive housing for those suffering with mental illness. RHA must move quickly with its repositioning strategy to take maximum advantage of these one-time funding opportunity. Funding from the California Strategic Growth Council for affordable housing is another potential source of gap financing for RHA projects.
To respond to RHA's needs, DRA will undertake the scope of work outlined below to assist RHA in implementing its repositioning strategy in a manner consistent with the policy direction from the RHA Board at its December 4, 2018 meeting and the following principles:
• Develop long-term sustainable financing structures in concert with RHA's existing • and new development partners for all of RHA's affordable housing assets, eliminating to the extent possible any need for future operating subsidies from the City, RHA, or its successor;
• Mitigate ongoing financial liability to the City and RHA from project operations; • Improve property management and living conditions for existing and future tenants, using the best standards of residential design, energy efficiency, and resident amenities with financial feasibility;
• Be sensitive to, and provide for, the relocation requirements and impact on existing tenants resulting from of alternative development strategies; • Maximize residual receipts and development fee revenue to RHA, its affiliate(s) and/or successor(s);
• Avoid draining project reserves or incurring capital liability on the exit of limited partner equity investors after the 15-year tax credit compliance period; • Avoid the need for new debt from the City; and
• Repay the existing debt from the City to the extent feasible.
Scope of Services
• David Paul Rosen & Associates (DRA) will provide RHA with a range of financial advisory services for assessment of, and strategic, business and financial planning for RHA to manage its portfolio of public housing, Low Income Housing Tax Credit (LIHTC) housing and special needs housing, to assure its appropriate reinvestment, rehabilitation and if appropriate its redevelopment. DRA will provide policy, development and transactional financial advisory services required under HUD finance opportunities for transformation of RHA's public housing portfolio, including but not limited to RAD, Section 18, LIHTC, private activity tax- exempt bonds, State of California Strategic Growth Council (SGC) programs, and California Housing and Community Development Department (HCD) programs. DRA will analyze project financial, economic and development feasibility, and compliance with the requirements and competitive criteria of leverage sources of funding, both public (HUD and City of Richmond Development and Financial Advisory Services November 29, 2018 David Paul Rosen & Associates
other) and private sector, of developer proposals for financial assistance from RHA. DRA may also provide market real estate and demographic analysis for RHA as required for affordable housing and mixed income/mixed use development and/or financing supported by RHA.
Below are proposed tasks for the Calendar Year 2019 and Calendar Year 2020, with associated cost estimates, identified with RHA staff, that DRA will undertake beginning upon contract execution. Additional tasks for DRA to undertake may be specified in periodic emailed memos between RHA and DRA, constituting notices to proceed, within the overall budget authority of this Contract. All tasks will be conducted on a time and expense basis, based DRA's 2019-2020 Professional Fee and Expense Schedule (Exhibit B), attached, as updated each January 1, starting.January 1, 2021.
RHA's existing affordable housing projects are described in Table 1.
Table 1
Overview of RHA Affordable Housing Assets
Existing Units
Property PHA Total Description
Nevin Plaza 142 142 Serves elderly and disabled; difficult operational mix; safety and security issues;
proposed for rehabilitation; 92 units
occupied
Nystrom Village 100 100 Current health and safety concerns; 9-acre, 4-block site; potential for redevelopment
with up to 400 units in mixed-income
development; 64 units occupied
Hacienda 149 149 Vacant with carrying cost of up to $500,000 per year; considered for Section 18
disposition
Richmond Village I 117 Received $35M 2000 Hope VI grant (not Richmond Village Il 120 audited; grant not closed); fully occupied; Richmond Village Ill 36 36 option period begins in early 2019 for Phases Triangle Court 0 98 Rehabilitation complete; fully occupied Friendship Manor 57 Rehabilitation complete; fully occupied Administrative N/A Used for the City's Training and Employment Building Program; to be transferred debt free to City
ownership
Total 560 819
City of Richmond Development and Financial Advisory Services November 29, 2018 David Paul Rosen & Associates
RHA Public Housing Revitalization Master Plan
DRA will assist RHA in developing a master plan for revitalization and redevelopment of its public housing portfolio. The master plan will seek to reposition existing public housing assets to eliminate current operating shortfalls, improve living conditions, extend the feasible life of RHA's affordable housing assets, and repay RHA's debt to the City.
DRA will prepare estimates of project gap financing requirements for, and proceeds from, the rehabilitation, redevelopment and/or sale of Nevin Plaza, Nystrom, Richmond Village (I, II and/or IIl) option and Hacienda properties, as well as other contemplated projects over the next three to five years, with and without the availability of RAD financing and Section
18. Based on a comparison of estimated rehabilitation costs of RHA's public housing portfolio with available conventional public housing resources (operating and capital funds, RAD and/or Section 8 vouchers, tenant rents and others), DRA will estimate the shortfall in internal resources relative to these needs. This will provide an understanding of the financing gap that RHA will need to address through mixed-finance development strategies that use RAD, Section 18, LIHTs and other state, local and private resources.
In support of these objectives, DRA's services may include but not be limited to:
• Establishing a master plan strategy for revitalization of RHA's public housing properties (Nevin Plaza, Nystrom, Richmond Village I, Il and II, Hacienda, others) that may include rehabilitation or demolition and new development on some sites and disposition of others based on an assessment of market land values and disposition opportunities, site development and leveraged financing opportunities and constraints, carrying costs, community issues, and other relevant factors determined in conjunction with RHA staff.
• Determining RHA's development role and RHA ownership entity (e.g., general partner, co-general partner, guarantor, lender and others) for each public housing redevelopment project, and its component parts based on the ongoing assessment of RHA's staff and financial capacity, and the City's interests. • Reviewing existing loan agreement or other documentation regarding the City of Richmond's investment into RHA's affordable housing assets. • Preparing a Five-Year Capital Plan to include financial strategies and funding gap for development of other affordable housing projects as opportunities and financing allow.
City of Richmond Development and Financial Advisory Services November 29, 2018 David Paul Rosen & Associates Page 4
Task 1: Project Financial and Development Advisory Services This task consists of providing transactional financial and development advisory services to RHA for projects anticipated during the Five-Year Capital Plan period. DRA will work with City staff during a kick-off meeting to identify and prioritize the projects.
Project financial and development advisory services may include not be limited to:
• Reviewing existing documentation on the projects including documents of incorporation; Limited Partnership Agreements (LPAs), City loan documents (loan agreements, notes, deeds of trust), regulatory agreements, option agreements, pro tormas, tinancing applications, closing transcripts and others, as applicable. • Preparing development and operating pro formas under one or more project financial structures, current market conditions and relevant underwriting standards. Key assumptions include construction hard costs, developer fee, general partner and limited partner asset management fee, rents, operating costs, replacement reserves, cash flow, residual receipts sharing, Low Income Housing Tax Credit projected pricing and underwriting for all debt and equity, including the interest rate, terms and conditions.
• Assessing the availability of proposed financing sources and the proposed project's competitiveness to secure these financing sources.
• Conducting market research to estimate market rents, operating costs, land prices and other economic variables affecting the economic and financial feasibility of affordable and/or mixed income housing.
• Preparing and overseeing a critical path schedule for predevelopment through loan closing, construction and permanent loan conversion.
• Advising on selection of a developer partner and other key development team members.
• Assisting with negotiation of agreements with developer partners, such as ENAs, DDAs, loan agreement, regulatory agreements, contracts and others, as needed. • Assisting with other issues including but not limited to environmental, tenant • Pelepation framity analyses a ent memorala and othe findings and recommendations of the analysis.
Project financial and development advisory services may be provided on the following projects, as well as others requested by City staff:
Nevin Plaza: financial analysis of rehabilitation, addition of units to the site and/or redevelopment using RAD or Section 18 disposition; developer solicitation and negotiation.
City of Richmond Development and Financial Advisory Services November 29, 2018 David Paul Rosen & Associates Page 5
Nystrom Village: financial analysis of large-scale redevelopment (near new Ferry terminal) including mixed income housing.
Hacienda: Review status of agreement with CHDC and Mercy; estimate sales value of property (located in opportunity zone); analyze potential Section 18 disposition.
Richmond Village I-III: review project performance; review option agreement; assist with transitioning of existing units to Section 8 via RAD and Section 18 programs; assess alternative rehabilitation, redevelopment and finance options.
Easter Hill: review existing corporation and loan documents; review audited financial statements; review status with outside legal counsel (Goldfarb & Lipman); replacement strategy/organization for Easter Hill Development Corporation.
Should RHA, the City, its affiliates, or any other municipal entity issue bonds for the purpose of financing any of these projects, DRA will not serve as advisor on the issue of such bonds or any related municipal security. RHA, the City or its affiliates will engage bond issuer's counsel and/or registered municipal advisor services for such bond or municipal security issuances as required.
Task 3: Section 8
DRA will assist RHA in analyzing the appropriateness of transferring administration of the budgetary impacts and negotiating agreements for the transfer of Section 8 authority.
Budget
DRA will provide services under the above scope of services on a time-and-expense basis up to a not-to-exceed contract amount of $150,000, based on DRA's 2019-2020 Professional Fee and Expense Schedule (Exhibit B), attached, as updated each January 1, starting January 1, 2021. As indicated by the work flow and requested by RHA staff, DRA will periodically provide cost estimates by task to RHA staff by email.
Schedule
DRA will work with RHA staff to prioritize the above tasks and projects to best meet the City and Authority's needs. DRA anticipates that high priority assignments to be completed ir the first quarter of 2019 may include the following
1. Review the Richmond Village I, I and Ill option agreements and make recommendations regarding exercising the option(s) for Phases I and Il; City of Richmond Development and Financial Advisory Services November 29, 2018 David Paul Rosen & Associates
2. Review Easter Hill Development Corporation documents, financial statements and organizational condition and identify options going forward;
3. Develop a financing strategy for the rehabilitation of Nevin Plaza;
4. Review financial statements, Limited Partnership Agreement, RHA loan documents, construction loan documents and other documents as appropriate for Triangle Court and Friendship Village and make recommendations regarding their conversion to permanent financing, ongoing operations, and to the extent needed, restoration of "project reserves;
5. Review Hacienda documents and Mercy Housing's latest plans for the property;
6. Preliminary review of Section 8 program administration, operation and options.
DRA anticipates that further work on the Hacienda disposition may commence in April, 2019 if the existing ENA expires.
City of Richmond Development and Financial Advisory Services November 29, 2018 David Paul Rosen & Associates
Exhibit B
David Paul Rosen & Associates
2019-2020 Professional Fee and Expense
Reimbursement Schedule
Principal l $370
Principal II $340
Senior Associate $320
Associate $285
•
Research Associate 1 $255
Research Associate lI $250
Data Entry, Word Processing, Administrative Assistance and Accounting $120 The following costs are reimbursable expenses with supporting receipts:
Mileage at the equivalent of the then current federal mileage reimbursement rate; tolls kound-trip coach airfare, as mutually agreed by client and consultant • Ground expenses: rental cars, parking, cabs and other Meals and lodging
Long-distance telephone charges, facsimile charges and expedited courier service • Copying and production charges
• Data service charges
• Supplies, as required for deliverables.
•
• DRA may increase its Professional Fees on January 1, 2021, and will notify its clients in writing of this change.
City of Richmond Development and Financial Advisory Services November 29, 2018 David Paul Rosen & Associates